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 Dividend Growth Fund, Fidelity Advisor Equity Income Fund, Fidelity Advisor Equity Growth Fund, Fidelity Advisor Series Growth Opportunities Fund, Fidelity Advisor Series Small Cap Fund, Fidelity Advisor Stock Selector Mid Cap Fund, and Fidelity Advisor Value Strategies Fund series (each, a "Fund" and collectively, the "Funds").

Item 1. Reports to Stockholders

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

Dividend Growth

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

.91%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.20

$ 4.68

HypotheticalA

 

$ 1,000.00

$ 1,020.39

$ 4.58

Class T

1.15%

 

 

 

Actual

 

$ 1,000.00

$ 1,059.90

$ 5.91

HypotheticalA

 

$ 1,000.00

$ 1,019.20

$ 5.79

Class B

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,057.20

$ 8.98

HypotheticalA

 

$ 1,000.00

$ 1,016.21

$ 8.80

Class C

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.70

$ 8.51

HypotheticalA

 

$ 1,000.00

$ 1,016.65

$ 8.35

Institutional Class

.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.60

$ 3.39

HypotheticalA

 

$ 1,000.00

$ 1,021.64

$ 3.33

Class Z

.49%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.50

$ 2.52

HypotheticalA

 

$ 1,000.00

$ 1,022.49

$ 2.47

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.

4.0

3.2

Microsoft Corp.

2.5

1.8

Johnson & Johnson

2.4

0.8

Wells Fargo & Co.

2.4

1.4

JPMorgan Chase & Co.

2.3

1.8

Chevron Corp.

2.1

0.0

Verizon Communications, Inc.

1.9

0.0

Exxon Mobil Corp.

1.9

0.0

Merck & Co., Inc.

1.7

0.0

Oracle Corp.

1.7

0.8

 

22.9

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

17.9

Financials

15.7

15.5

Health Care

13.8

13.4

Consumer Discretionary

11.1

14.2

Consumer Staples

10.3

10.1

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

gfi1389123

Stocks and
Equity Futures 97.3%

 

gfi1389123

Stocks 98.6%

 

gfi1389126

Convertible
Securities 0.2%

 

gfi1389126

Convertible
Securities 0.3%

 

gfi1389129

Other Investments 0.1%

 

gfi1389131

Other Investments 0.0%

 

gfi1389133

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

gfi1389133

Short-Term
Investments and
Net Other Assets (Liabilities) 1.1%

 

* Foreign investments

13.8%

 

** Foreign investments

18.1%

 

gfi1389136

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.3%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 11.1%

Auto Components - 0.8%

Johnson Controls, Inc.

174,917

$ 8,459

Diversified Consumer Services - 0.5%

H&R Block, Inc.

193,564

5,764

Hotels, Restaurants & Leisure - 2.2%

ARAMARK Holdings Corp.

205,000

5,408

Bloomin' Brands, Inc. (a)

19,763

412

Brinker International, Inc.

152,028

7,548

Darden Restaurants, Inc.

92,700

4,646

Sonic Corp. (a)

84,206

1,751

Wyndham Worldwide Corp.

42,252

3,124

 

22,889

Household Durables - 0.5%

Taylor Wimpey PLC

2,815,664

5,111

Media - 4.1%

Altice S.A.

44,800

3,255

Atresmedia Corporacion de Medios de Comunicacion SA

232,299

3,654

CBS Corp. Class B

120,702

7,195

Comcast Corp. Class A

310,925

16,230

DISH Network Corp. Class A (a)

32,900

1,930

MDC Partners, Inc. Class A (sub. vtg.)

132,201

2,779

Time Warner, Inc.

119,881

8,371

 

43,414

Specialty Retail - 1.8%

AutoZone, Inc. (a)

16,600

8,840

Foot Locker, Inc.

105,791

5,097

GameStop Corp. Class A

129,200

4,890

Staples, Inc.

13,411

151

 

18,978

Textiles, Apparel & Luxury Goods - 1.2%

NIKE, Inc. Class B

78,185

6,013

VF Corp.

106,300

6,699

 

12,712

TOTAL CONSUMER DISCRETIONARY

117,327

CONSUMER STAPLES - 10.3%

Beverages - 3.7%

Anheuser-Busch InBev SA NV

25,500

2,800

Dr. Pepper Snapple Group, Inc.

155,611

8,979

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Beverages - continued

PepsiCo, Inc.

136,800

$ 12,084

The Coca-Cola Co.

367,910

15,051

 

38,914

Food & Staples Retailing - 2.6%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

131,500

3,570

Kroger Co.

217,360

10,377

Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.

60,793

2,942

Walgreen Co.

143,523

10,321

 

27,210

Food Products - 1.2%

Archer Daniels Midland Co.

120,820

5,430

Bunge Ltd.

36,660

2,849

Greencore Group PLC

823,505

4,022

Hilton Food Group PLC

74,631

646

 

12,947

Household Products - 0.0%

Svenska Cellulosa AB (SCA) (B Shares)

20,900

582

Tobacco - 2.8%

British American Tobacco PLC (United Kingdom)

212,157

12,846

Japan Tobacco, Inc.

238,300

8,095

Lorillard, Inc.

135,754

8,440

 

29,381

TOTAL CONSUMER STAPLES

109,034

ENERGY - 9.5%

Energy Equipment & Services - 0.6%

National Oilwell Varco, Inc.

70,886

5,803

Oil, Gas & Consumable Fuels - 8.9%

Access Midstream Partners LP

114,871

7,236

Chevron Corp.

181,690

22,310

ConocoPhillips Co.

191,673

15,322

Emerald Oil, Inc. warrants 2/4/16 (a)

16,536

0

EQT Midstream Partners LP

61,300

5,035

Exxon Mobil Corp.

202,188

20,326

MPLX LP

106,108

6,065

Northern Oil & Gas, Inc. (a)

231,694

3,533

Phillips 66 Partners LP

72,745

4,405

PrairieSky Royalty Ltd.

111,000

3,711

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Suncor Energy, Inc.

134,380

$ 5,172

TAG Oil Ltd. (a)

473,900

1,128

TAG Oil Ltd. (a)(f)

15,900

38

 

94,281

TOTAL ENERGY

100,084

FINANCIALS - 15.6%

Banks - 10.2%

Bank of America Corp.

1,144,003

17,320

Citigroup, Inc.

286,523

13,630

JPMorgan Chase & Co.

445,993

24,784

Nordea Bank AB

584,597

8,622

SunTrust Banks, Inc.

139,900

5,361

U.S. Bancorp

322,117

13,590

Wells Fargo & Co.

495,190

25,146

 

108,453

Capital Markets - 1.2%

BlackRock, Inc. Class A

14,719

4,488

Carlyle Group LP

26,800

830

Fortress Investment Group LLC

146,000

1,037

Monex Group, Inc.

595,800

2,017

The Blackstone Group LP

147,790

4,593

 

12,965

Consumer Finance - 1.0%

Capital One Financial Corp.

130,482

10,294

Diversified Financial Services - 0.7%

McGraw Hill Financial, Inc.

87,567

7,160

Insurance - 2.3%

Allied World Assurance Co. Holdings Ltd.

203,364

7,626

Aspen Insurance Holdings Ltd.

120,040

5,516

Reinsurance Group of America, Inc.

45,740

3,575

The Travelers Companies, Inc.

78,762

7,360

 

24,077

Thrifts & Mortgage Finance - 0.2%

WSFS Financial Corp.

31,561

2,144

TOTAL FINANCIALS

165,093

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - 13.8%

Biotechnology - 2.6%

Amgen, Inc.

143,637

$ 16,660

Gilead Sciences, Inc. (a)

134,462

10,920

 

27,580

Health Care Equipment & Supplies - 1.5%

Covidien PLC

138,300

10,111

The Cooper Companies, Inc.

40,502

5,226

 

15,337

Health Care Providers & Services - 1.8%

Cardinal Health, Inc.

135,842

9,595

McKesson Corp.

52,232

9,905

 

19,500

Health Care Technology - 0.1%

CompuGroup Medical AG

46,600

1,257

Life Sciences Tools & Services - 0.9%

Agilent Technologies, Inc.

106,200

6,047

Lonza Group AG

28,411

3,054

 

9,101

Pharmaceuticals - 6.9%

AbbVie, Inc.

201,250

10,934

Astellas Pharma, Inc.

284,700

3,663

Horizon Pharma, Inc. warrants 9/25/17 (a)

109,700

1,072

Johnson & Johnson

252,602

25,629

Merck & Co., Inc.

315,600

18,261

Perrigo Co. PLC

37,882

5,235

Teva Pharmaceutical Industries Ltd. sponsored ADR

152,400

7,695

 

72,489

TOTAL HEALTH CARE

145,264

INDUSTRIALS - 8.6%

Aerospace & Defense - 2.9%

The Boeing Co.

101,700

13,755

United Technologies Corp.

150,401

17,480

 

31,235

Air Freight & Logistics - 0.9%

FedEx Corp.

63,306

9,126

Airlines - 0.5%

Delta Air Lines, Inc.

133,600

5,332

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - 0.3%

Generac Holdings, Inc.

59,506

$ 2,897

Industrial Conglomerates - 1.9%

Danaher Corp.

137,394

10,776

Roper Industries, Inc.

64,596

9,152

 

19,928

Machinery - 0.3%

Manitowoc Co., Inc.

118,803

3,214

Professional Services - 0.5%

Dun & Bradstreet Corp.

53,766

5,551

Road & Rail - 1.3%

CSX Corp.

99,662

2,930

Union Pacific Corp.

54,815

10,923

 

13,853

TOTAL INDUSTRIALS

91,136

INFORMATION TECHNOLOGY - 20.3%

Communications Equipment - 2.1%

Cisco Systems, Inc.

451,979

11,128

QUALCOMM, Inc.

137,878

11,092

 

22,220

Electronic Equipment & Components - 0.6%

TE Connectivity Ltd.

114,443

6,805

Internet Software & Services - 2.4%

Google, Inc.:

Class A (a)

21,903

12,521

Class C (a)

21,903

12,287

 

24,808

IT Services - 5.0%

Amdocs Ltd.

115,580

5,562

ASAC II LP (i)

298,480

4,256

Computer Sciences Corp.

68,411

4,302

Fidelity National Information Services, Inc.

161,998

8,772

MasterCard, Inc. Class A

111,320

8,510

Total System Services, Inc.

191,020

5,780

Visa, Inc. Class A

49,276

10,586

Xerox Corp.

373,303

4,610

 

52,378

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 0.2%

MediaTek, Inc.

153,000

$ 2,481

Software - 5.2%

Activision Blizzard, Inc.

207,867

4,319

Comverse, Inc. (a)

113,340

2,805

Electronic Arts, Inc. (a)

109,986

3,864

Microsoft Corp.

639,263

26,171

Oracle Corp.

426,928

17,940

 

55,099

Technology Hardware, Storage & Peripherals - 4.8%

Apple, Inc.

66,232

41,923

EMC Corp.

328,500

8,725

 

50,648

TOTAL INFORMATION TECHNOLOGY

214,439

MATERIALS - 2.5%

Chemicals - 2.3%

Cabot Corp.

71,756

4,058

Eastman Chemical Co.

42,347

3,738

LyondellBasell Industries NV Class A

63,926

6,365

Potash Corp. of Saskatchewan, Inc. (e)

186,600

6,772

W.R. Grace & Co. (a)

37,809

3,481

 

24,414

Containers & Packaging - 0.2%

Nampak Ltd.

586,428

2,029

TOTAL MATERIALS

26,443

TELECOMMUNICATION SERVICES - 2.6%

Diversified Telecommunication Services - 2.1%

Verizon Communications, Inc.

414,000

20,683

Verizon Communications, Inc. CDI

35,521

1,772

 

22,455

Wireless Telecommunication Services - 0.5%

T-Mobile U.S., Inc. (a)

31,600

1,085

Common Stocks - continued

Shares

Value (000s)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Telephone & Data Systems, Inc.

58,858

$ 1,631

Vodafone Group PLC

736,711

2,583

 

5,299

TOTAL TELECOMMUNICATION SERVICES

27,754

UTILITIES - 2.0%

Electric Utilities - 1.0%

Edison International

85,700

4,725

ITC Holdings Corp.

68,814

2,519

Xcel Energy, Inc.

119,364

3,672

 

10,916

Multi-Utilities - 1.0%

CMS Energy Corp.

168,450

5,011

Sempra Energy

50,614

5,079

 

10,090

TOTAL UTILITIES

21,006

TOTAL COMMON STOCKS

(Cost $843,034)


1,017,580

Convertible Preferred Stocks - 0.1%

 

 

 

 

INFORMATION TECHNOLOGY - 0.1%

Software - 0.1%

Mobileye NV Series F (i)

(Cost $1,144)

32,777


1,144

Convertible Bonds - 0.1%

 

Principal Amount (000s) (d)

 

ENERGY - 0.0%

Oil, Gas & Consumable Fuels - 0.0%

Amyris, Inc. 3% 2/27/17

$ 791

645

Convertible Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

INDUSTRIALS - 0.1%

Building Products - 0.1%

Aspen Aerogels, Inc. 8% 6/1/16 (i)

$ 487

$ 712

TOTAL CONVERTIBLE BONDS

(Cost $1,278)


1,357

U.S. Treasury Obligations - 0.1%

 

U.S. Treasury Bills, yield at date of purchase 0.03% 8/21/14 (h)
(Cost $520)

520


520

Preferred Securities - 0.1%

 

 

 

 

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

Baggot Securities Ltd. 10.24% (f)(g)

(Cost $1,305)

EUR

850


1,300

Money Market Funds - 3.3%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

30,753,219

30,753

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

3,726,315

3,726

TOTAL MONEY MARKET FUNDS

(Cost $34,479)


34,479

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $881,760)

1,056,380

NET OTHER ASSETS (LIABILITIES) - 0.0%

207

NET ASSETS - 100%

$ 1,056,587

Futures Contracts

Expiration Date

Underlying Face Amount at Value (000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

113 CME E-mini S&P 500 Index Contracts (United States)

June 2014

$ 10,856

$ 343

 

The face value of futures purchased as a percentage of net assets is 1%

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 $1,338,000 or 0.1% of net assets.

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

(h) 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 $520,000.

(i) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $6,112,000 or 0.6% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

ASAC II LP

10/10/13

$ 2,985

Aspen Aerogels, Inc. 8% 6/1/16

6/1/11 - 12/31/13

$ 488

Mobileye NV Series F

8/15/13

$ 1,144

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

$ 17

Fidelity Securities Lending Cash Central Fund

63

Total

$ 80

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

$ 117,327

$ 117,327

$ -

$ -

Consumer Staples

109,034

85,293

23,741

-

Energy

100,084

100,084

-

-

Financials

165,093

163,076

2,017

-

Health Care

145,264

140,529

4,735

-

Industrials

91,136

91,136

-

-

Information Technology

215,583

210,183

-

5,400

Materials

26,443

26,443

-

-

Telecommunication Services

27,754

25,171

2,583

-

Utilities

21,006

21,006

-

-

Corporate Bonds

1,357

-

645

712

U.S. Government and Government Agency Obligations

520

-

520

-

Preferred Securities

1,300

-

1,300

-

Money Market Funds

34,479

34,479

-

-

Total Investments in Securities:

$ 1,056,380

$ 1,014,727

$ 35,541

$ 6,112

Derivative Instruments:

Assets

Futures Contracts

$ 343

$ 343

$ -

$ -

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)

$ 343

$ -

Total Value of Derivatives

$ 343

$ -

(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

86.2%

Canada

2.2%

Ireland

2.0%

United Kingdom

1.9%

Switzerland

1.6%

Japan

1.4%

Israel

1.0%

Others (Individually Less Than 1%)

3.7%

 

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 $3,533) - See accompanying schedule:

Unaffiliated issuers (cost $847,281)

$ 1,021,901

 

Fidelity Central Funds (cost $34,479)

34,479

 

Total Investments (cost $881,760)

 

$ 1,056,380

Cash

8

Receivable for investments sold

21,274

Receivable for fund shares sold

861

Dividends receivable

2,116

Interest receivable

16

Distributions receivable from Fidelity Central Funds

4

Receivable for daily variation margin for derivative instruments

20

Other receivables

3

Total assets

1,080,682

 

 

 

Liabilities

Payable for investments purchased

$ 18,335

Payable for fund shares redeemed

1,070

Accrued management fee

326

Distribution and service plan fees payable

380

Other affiliated payables

213

Other payables and accrued expenses

45

Collateral on securities loaned, at value

3,726

Total liabilities

24,095

 

 

 

Net Assets

$ 1,056,587

Net Assets consist of:

 

Paid in capital

$ 789,144

Undistributed net investment income

5,678

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

86,808

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

174,957

Net Assets

$ 1,056,587

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 ($369,439.64 ÷ 20,322.241 shares)

$ 18.18

 

 

 

Maximum offering price per share (100/94.25 of $18.18)

$ 19.29

Class T:
Net Asset Value
and redemption price per share ($384,621.04 ÷ 21,242.364 shares)

$ 18.11

 

 

 

Maximum offering price per share (100/96.50 of $18.11)

$ 18.77

Class B:
Net Asset Value
and offering price per share ($12,416.46 ÷ 709.270 shares)A

$ 17.51

 

 

 

Class C:
Net Asset Value
and offering price per share ($167,385.69 ÷ 9,579.022 shares)A

$ 17.47

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($122,609.22 ÷ 6,497.416 shares)

$ 18.87

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($114.88 ÷ 6.087 shares)

$ 18.87

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

 

$ 9,953

Special dividends

 

2,353

Interest

 

35

Income from Fidelity Central Funds

 

80

Total income

 

12,421

 

 

 

Expenses

Management fee
Basic fee

$ 2,856

Performance adjustment

(916)

Transfer agent fees

1,102

Distribution and service plan fees

2,268

Accounting and security lending fees

172

Custodian fees and expenses

69

Independent trustees' compensation

2

Registration fees

82

Audit

32

Legal

3

Miscellaneous

4

Total expenses before reductions

5,674

Expense reductions

(11)

5,663

Net investment income (loss)

6,758

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

90,517

Foreign currency transactions

(58)

Futures contracts

863

Total net realized gain (loss)

 

91,322

Change in net unrealized appreciation (depreciation) on:

Investment securities

(37,988)

Assets and liabilities in foreign currencies

(6)

Futures contracts

343

Total change in net unrealized appreciation (depreciation)

 

(37,651)

Net gain (loss)

53,671

Net increase (decrease) in net assets resulting from operations

$ 60,429

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)

$ 6,758

$ 6,658

Net realized gain (loss)

91,322

96,937

Change in net unrealized appreciation (depreciation)

(37,651)

145,253

Net increase (decrease) in net assets resulting
from operations

60,429

248,848

Distributions to shareholders from net investment income

(4,242)

(5,093)

Distributions to shareholders from net realized gain

(420)

-

Total distributions

(4,662)

(5,093)

Share transactions - net increase (decrease)

(59,716)

(30,529)

Total increase (decrease) in net assets

(3,949)

213,226

 

 

 

Net Assets

Beginning of period

1,060,536

847,310

End of period (including undistributed net investment income of $5,678 and undistributed net investment income of $3,162, respectively)

$ 1,056,587

$ 1,060,536

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

$ 17.23

$ 13.33

$ 11.45

$ 11.58

$ 9.95

$ 6.64

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .13 K

  .13

  .07

  .02

  .03H

  .04

Net realized and unrealized gain (loss)

  .92

  3.87

  1.81

  (.09)

  1.66

  3.41

Total from investment operations

  1.05

  4.00

  1.88

  (.07)

  1.69

  3.45

Distributions from net investment income

  (.09)

  (.10)

  -

  -

  (.02)

  (.14)

Distributions from net realized gain

  (.01)

  -

  -

  (.06)

  (.05)

  -

Total distributions

  (.10)

  (.10)

  -

  (.06)

  (.06)J

  (.14)

Net asset value, end of period

$ 18.18

$ 17.23

$ 13.33

$ 11.45

$ 11.58

$ 9.95

Total ReturnB, C, D

  6.12%

  30.26%

  16.42%

  (.63)%

  17.09%

  52.97%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  .91%A

  .98%

  1.21%

  1.36%

  1.36%

  1.08%

Expenses net of fee waivers, if any

  .91%A

  .98%

  1.21%

  1.33%

  1.25%

  1.08%

Expenses net of all reductions

  .91%A

  .97%

  1.20%

  1.33%

  1.24%

  1.08%

Net investment income (loss)

  1.48%A,K

  .87%

  .53%

  .16%

  .24%H

  .56%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 369

$ 369

$ 301

$ 295

$ 285

$ 240

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .10%. IExpense 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. JTotal distributions of $.06 per share is comprised of distributions from net investment income of $.018 and distributions from net realized gain of $.045 per share. KInvestment 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 1.03%.

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

$ 17.15

$ 13.26

$ 11.42

$ 11.55

$ 9.92

$ 6.60

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .11 L

  .10

  .04

  (.01)

  -H,J

  .03

Net realized and unrealized gain (loss)

  .91

  3.86

  1.80

  (.09)

  1.67

  3.39

Total from investment operations

  1.02

  3.96

  1.84

  (.10)

  1.67

  3.42

Distributions from net investment income

  (.06)

  (.07)

  -

  -

  -

  (.10)

Distributions from net realized gain

  (.01)

  -

  -

  (.03)

  (.04)

  -

Total distributions

  (.06)K

  (.07)

  -

  (.03)

  (.04)

  (.10)

Net asset value, end of period

$ 18.11

$ 17.15

$ 13.26

$ 11.42

$ 11.55

$ 9.92

Total ReturnB, C, D

  5.99%

  30.05%

  16.11%

  (.90)%

  16.88%

  52.60%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.15%A

  1.20%

  1.42%

  1.57%

  1.57%

  1.31%

Expenses net of fee waivers, if any

  1.15%A

  1.20%

  1.42%

  1.55%

  1.50%

  1.31%

Expenses net of all reductions

  1.14%A

  1.19%

  1.42%

  1.54%

  1.49%

  1.30%

Net investment income (loss)

  1.25%A,L

  .65%

  .32%

  (.06)%

  (.01)%H

  .34%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 385

$ 375

$ 304

$ 294

$ 322

$ 305

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.15)%. IExpense 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. JAmount represents less than $.01 per share. KTotal distributions of $.06 per share is comprised of distributions from net investment income of $.055 and distributions from net realized gain of $.007 per share. LInvestment 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 .80%.

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

$ 16.57

$ 12.82

$ 11.11

$ 11.26

$ 9.68

$ 6.42

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .05J

  .01

  (.03)

  (.07)

  (.05) H

  (.01)

Net realized and unrealized gain (loss)

  .90

  3.74

  1.74

  (.08)

  1.63

  3.31

Total from investment operations

  .95

  3.75

  1.71

  (.15)

  1.58

  3.30

Distributions from net investment income

  -

  -

  -

  -

  -

  (.04)

Distributions from net realized gain

  (.01)

  -

  -

  -

  -

  -

Total distributions

  (.01)

  -

  -

  -

  -

  (.04)

Net asset value, end of period

$ 17.51

$ 16.57

$ 12.82

$ 11.11

$ 11.26

$ 9.68

Total ReturnB, C, D

  5.72%

  29.25%

  15.39%

  (1.33)%

  16.32%

  51.61%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.75%A

  1.79%

  1.99%

  2.14%

  2.13%

  1.81%

Expenses net of fee waivers, if any

  1.75%A

  1.79%

  1.99%

  2.09%

  2.00%

  1.81%

Expenses net of all reductions

  1.74%A

  1.78%

  1.99%

  2.09%

  2.00%

  1.80%

Net investment income (loss)

  .65%A,J

  .06%

  (.25)%

  (.61)%

  (.51)%H

  (.17)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 12

$ 15

$ 17

$ 22

$ 43

$ 69

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.66)%. IExpense 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. JInvestment 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 .20%.

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

$ 16.54

$ 12.79

$ 11.07

$ 11.22

$ 9.65

$ 6.41

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .06K

  .02

  (.02)

  (.07)

  (.05) H

  (.01)

Net realized and unrealized gain (loss)

  .88

  3.73

  1.74

  (.08)

  1.62

  3.30

Total from investment operations

  .94

  3.75

  1.72

  (.15)

  1.57

  3.29

Distributions from net investment income

  -

  -J

  -

  -

  -

  (.05)

Distributions from net realized gain

  (.01)

  -

  -

  -

  -J

  -

Total distributions

  (.01)

  -J

  -

  -

  -J

  (.05)

Net asset value, end of period

$ 17.47

$ 16.54

$ 12.79

$ 11.07

$ 11.22

$ 9.65

Total ReturnB, C, D

  5.67%

  29.36%

  15.54%

  (1.34)%

  16.31%

  51.79%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.66%A

  1.72%

  1.94%

  2.08%

  2.08%

  1.81%

Expenses net of fee waivers, if any

  1.66%A

  1.72%

  1.94%

  2.06%

  2.00%

  1.81%

Expenses net of all reductions

  1.66%A

  1.71%

  1.93%

  2.05%

  1.99%

  1.81%

Net investment income (loss)

  .73%A,K

  .13%

  (.20)%

  (.57)%

  (.51)%H

  (.17)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 167

$ 160

$ 123

$ 124

$ 129

$ 125

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.65)%. IExpense 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. JAmount represents less than $.01 per share. K 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 .28%.

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

$ 17.91

$ 13.86

$ 11.88

$ 12.00

$ 10.31

$ 6.73

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .16I

  .18

  .11

  .06

  .05G

  .08

Net realized and unrealized gain (loss)

  .95

  4.02

  1.87

  (.09)

  1.74

  3.52

Total from investment operations

  1.11

  4.20

  1.98

  (.03)

  1.79

  3.60

Distributions from net investment income

  (.14)

  (.15)

  -

  (.02)

  (.06)

  (.02)

Distributions from net realized gain

  (.01)

  -

  -

  (.07)

  (.04)

  -

Total distributions

  (.15)

  (.15)

  -

  (.09)

  (.10)

  (.02)

Net asset value, end of period

$ 18.87

$ 17.91

$ 13.86

$ 11.88

$ 12.00

$ 10.31

Total ReturnB, C

  6.26%

  30.63%

  16.67%

  (.33)%

  17.47%

  53.57%

Ratios to Average Net Assets E, H

 

 

 

 

 

Expenses before reductions

  .66%A

  .70%

  .91%

  1.04%

  1.03%

  .70%

Expenses net of fee waivers, if any

  .66%A

  .70%

  .91%

  1.03%

  1.00%

  .70%

Expenses net of all reductions

  .66%A

  .69%

  .90%

  1.02%

  .99%

  .69%

Net investment income (loss)

  1.74%A,I

  1.15%

  .83%

  .46%

  .49%G

  .94%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 123

$ 135

$ 103

$ 83

$ 73

$ 66

Portfolio turnover rateF

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .35%. HExpense 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. IInvestment 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 1.28%.

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

$ 17.92

$ 16.59

Income from Investment Operations

 

 

Net investment income (loss) D

  .17J

  .06

Net realized and unrealized gain (loss)

  .95

  1.27

Total from investment operations

  1.12

  1.33

Distributions from net investment income

  (.17)

  -

Distributions from net realized gain

  (.01)

  -

Total distributions

  (.17)I

  -

Net asset value, end of period

$ 18.87

$ 17.92

Total ReturnB, C

  6.35%

  8.02%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .49%A

  .54%A

Expenses net of fee waivers, if any

  .49%A

  .54%A

Expenses net of all reductions

  .49%A

  .52%A

Net investment income (loss)

  1.91%A,J

  1.26%

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ -

$ 7

Portfolio turnover rateF

  141%A

  70%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GFor the period August 13, 2013 (commencement of sale of shares) to November 30, 2013. HExpense 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. ITotal distributions of $.17 per share is comprised of distributions from net investment income of $.166 and distributions from net realized gain of $.007 per share. JInvestment 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 1.45%.

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

Semiannual Report

3. Significant Accounting Policies - continued

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 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

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

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, 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, 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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Interest income is accrued as earned 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.

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

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, 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

$ 184,521

Gross unrealized depreciation

(13,324)

Net unrealized appreciation (depreciation) on securities and other investments

$ 171,197

Tax cost

$ 885,183

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.

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

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

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

Equity Risk

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

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

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

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Futures Contracts - continued

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 eight hundred and sixty three dollars and a change in net unrealized appreciation (depreciation) of three hundred and forty three dollars 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 $713,163 and $792,684, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of 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 .37% 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.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

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%

$ 454

$ 9

Class T

.25%

.25%

937

7

Class B

.75%

.25%

67

51

Class C

.75%

.25%

810

69

 

 

 

$ 2,268

$ 136

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.

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

 

Retained
by FDC

Class A

$ 45

Class T

10

Class B*

4

Class C*

3

 

$ 62

* 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

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

$ 399

.22

Class T

378

.20

Class B

20

.30

Class C

177

.22

Institutional Class

126

.22

Class Z

2

.05

 

$ 1,102

 

* 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 $15 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 $1 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

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. 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 $63, including $3 from securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $11 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net investment income

 

 

Class A

$ 1,902

$ 2,287

Class T

1,201

1,666

Class C

-

38

Institutional Class

1,071

1,102

Class Z

68

-

Total

$ 4,242

$ 5,093

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders - continued

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net realized gain

 

 

Class A

$ 147

$ -

Class T

152

-

Class B

6

-

Class C

68

-

Institutional Class

44

-

Class Z

3

-

Total

$ 420

$ -

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

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

1,400

3,250

$ 24,360

$ 49,173

Reinvestment of distributions

107

152

1,806

2,006

Shares redeemed

(2,583)

(4,572)

(45,054)

(69,790)

Net increase (decrease)

(1,076)

(1,170)

$ (18,888)

$ (18,611)

Class T

 

 

 

 

Shares sold

1,991

4,665

$ 34,556

$ 69,969

Reinvestment of distributions

77

122

1,302

1,600

Shares redeemed

(2,680)

(5,859)

(46,453)

(87,860)

Net increase (decrease)

(612)

(1,072)

$ (10,595)

$ (16,291)

Class B

 

 

 

 

Shares sold

23

81

$ 374

$ 1,199

Reinvestment of distributions

0 *

-

5

-

Shares redeemed

(202)

(486)

(3,384)

(7,004)

Net increase (decrease)

(179)

(405)

$ (3,005)

$ (5,805)

Class C

 

 

 

 

Shares sold

581

1,435

$ 9,731

$ 21,000

Reinvestment of distributions

3

3

58

32

Shares redeemed

(669)

(1,415)

(11,239)

(20,479)

Net increase (decrease)

(85)

23

$ (1,450)

$ 553

Institutional Class

 

 

 

 

Shares sold

896

1,599

$ 16,196

$ 25,325

Reinvestment of distributions

59

75

1,027

1,032

Shares redeemed

(2,009)

(1,526)

(35,555)

(24,057)

Net increase (decrease)

(1,054)

148

$ (18,332)

$ 2,300

Semiannual Report

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 Z

 

 

 

 

Shares sold

23

420

$ 420

$ 7,441

Reinvestment of distributions

4

-

71

-

Shares redeemed

(434)

(7)

(7,937)

(116)

Net increase (decrease)

(407)

413

$ (7,446)

$ 7,325

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

* Amount represents less than 1,000 shares.

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)

ADGFI-USAN-0714
1.786780.111

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

Dividend Growth

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

.91%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.20

$ 4.68

HypotheticalA

 

$ 1,000.00

$ 1,020.39

$ 4.58

Class T

1.15%

 

 

 

Actual

 

$ 1,000.00

$ 1,059.90

$ 5.91

HypotheticalA

 

$ 1,000.00

$ 1,019.20

$ 5.79

Class B

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,057.20

$ 8.98

HypotheticalA

 

$ 1,000.00

$ 1,016.21

$ 8.80

Class C

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.70

$ 8.51

HypotheticalA

 

$ 1,000.00

$ 1,016.65

$ 8.35

Institutional Class

.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.60

$ 3.39

HypotheticalA

 

$ 1,000.00

$ 1,021.64

$ 3.33

Class Z

.49%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.50

$ 2.52

HypotheticalA

 

$ 1,000.00

$ 1,022.49

$ 2.47

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.

4.0

3.2

Microsoft Corp.

2.5

1.8

Johnson & Johnson

2.4

0.8

Wells Fargo & Co.

2.4

1.4

JPMorgan Chase & Co.

2.3

1.8

Chevron Corp.

2.1

0.0

Verizon Communications, Inc.

1.9

0.0

Exxon Mobil Corp.

1.9

0.0

Merck & Co., Inc.

1.7

0.0

Oracle Corp.

1.7

0.8

 

22.9

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

17.9

Financials

15.7

15.5

Health Care

13.8

13.4

Consumer Discretionary

11.1

14.2

Consumer Staples

10.3

10.1

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

dgf1519031

Stocks and
Equity Futures 97.3%

 

dgf1519031

Stocks 98.6%

 

dgf1519034

Convertible
Securities 0.2%

 

dgf1519034

Convertible
Securities 0.3%

 

dgf1519037

Other Investments 0.1%

 

dgf1519039

Other Investments 0.0%

 

dgf1519041

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

dgf1519041

Short-Term
Investments and
Net Other Assets (Liabilities) 1.1%

 

* Foreign investments

13.8%

 

** Foreign investments

18.1%

 

dgf1519044

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.3%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 11.1%

Auto Components - 0.8%

Johnson Controls, Inc.

174,917

$ 8,459

Diversified Consumer Services - 0.5%

H&R Block, Inc.

193,564

5,764

Hotels, Restaurants & Leisure - 2.2%

ARAMARK Holdings Corp.

205,000

5,408

Bloomin' Brands, Inc. (a)

19,763

412

Brinker International, Inc.

152,028

7,548

Darden Restaurants, Inc.

92,700

4,646

Sonic Corp. (a)

84,206

1,751

Wyndham Worldwide Corp.

42,252

3,124

 

22,889

Household Durables - 0.5%

Taylor Wimpey PLC

2,815,664

5,111

Media - 4.1%

Altice S.A.

44,800

3,255

Atresmedia Corporacion de Medios de Comunicacion SA

232,299

3,654

CBS Corp. Class B

120,702

7,195

Comcast Corp. Class A

310,925

16,230

DISH Network Corp. Class A (a)

32,900

1,930

MDC Partners, Inc. Class A (sub. vtg.)

132,201

2,779

Time Warner, Inc.

119,881

8,371

 

43,414

Specialty Retail - 1.8%

AutoZone, Inc. (a)

16,600

8,840

Foot Locker, Inc.

105,791

5,097

GameStop Corp. Class A

129,200

4,890

Staples, Inc.

13,411

151

 

18,978

Textiles, Apparel & Luxury Goods - 1.2%

NIKE, Inc. Class B

78,185

6,013

VF Corp.

106,300

6,699

 

12,712

TOTAL CONSUMER DISCRETIONARY

117,327

CONSUMER STAPLES - 10.3%

Beverages - 3.7%

Anheuser-Busch InBev SA NV

25,500

2,800

Dr. Pepper Snapple Group, Inc.

155,611

8,979

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Beverages - continued

PepsiCo, Inc.

136,800

$ 12,084

The Coca-Cola Co.

367,910

15,051

 

38,914

Food & Staples Retailing - 2.6%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

131,500

3,570

Kroger Co.

217,360

10,377

Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.

60,793

2,942

Walgreen Co.

143,523

10,321

 

27,210

Food Products - 1.2%

Archer Daniels Midland Co.

120,820

5,430

Bunge Ltd.

36,660

2,849

Greencore Group PLC

823,505

4,022

Hilton Food Group PLC

74,631

646

 

12,947

Household Products - 0.0%

Svenska Cellulosa AB (SCA) (B Shares)

20,900

582

Tobacco - 2.8%

British American Tobacco PLC (United Kingdom)

212,157

12,846

Japan Tobacco, Inc.

238,300

8,095

Lorillard, Inc.

135,754

8,440

 

29,381

TOTAL CONSUMER STAPLES

109,034

ENERGY - 9.5%

Energy Equipment & Services - 0.6%

National Oilwell Varco, Inc.

70,886

5,803

Oil, Gas & Consumable Fuels - 8.9%

Access Midstream Partners LP

114,871

7,236

Chevron Corp.

181,690

22,310

ConocoPhillips Co.

191,673

15,322

Emerald Oil, Inc. warrants 2/4/16 (a)

16,536

0

EQT Midstream Partners LP

61,300

5,035

Exxon Mobil Corp.

202,188

20,326

MPLX LP

106,108

6,065

Northern Oil & Gas, Inc. (a)

231,694

3,533

Phillips 66 Partners LP

72,745

4,405

PrairieSky Royalty Ltd.

111,000

3,711

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Suncor Energy, Inc.

134,380

$ 5,172

TAG Oil Ltd. (a)

473,900

1,128

TAG Oil Ltd. (a)(f)

15,900

38

 

94,281

TOTAL ENERGY

100,084

FINANCIALS - 15.6%

Banks - 10.2%

Bank of America Corp.

1,144,003

17,320

Citigroup, Inc.

286,523

13,630

JPMorgan Chase & Co.

445,993

24,784

Nordea Bank AB

584,597

8,622

SunTrust Banks, Inc.

139,900

5,361

U.S. Bancorp

322,117

13,590

Wells Fargo & Co.

495,190

25,146

 

108,453

Capital Markets - 1.2%

BlackRock, Inc. Class A

14,719

4,488

Carlyle Group LP

26,800

830

Fortress Investment Group LLC

146,000

1,037

Monex Group, Inc.

595,800

2,017

The Blackstone Group LP

147,790

4,593

 

12,965

Consumer Finance - 1.0%

Capital One Financial Corp.

130,482

10,294

Diversified Financial Services - 0.7%

McGraw Hill Financial, Inc.

87,567

7,160

Insurance - 2.3%

Allied World Assurance Co. Holdings Ltd.

203,364

7,626

Aspen Insurance Holdings Ltd.

120,040

5,516

Reinsurance Group of America, Inc.

45,740

3,575

The Travelers Companies, Inc.

78,762

7,360

 

24,077

Thrifts & Mortgage Finance - 0.2%

WSFS Financial Corp.

31,561

2,144

TOTAL FINANCIALS

165,093

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - 13.8%

Biotechnology - 2.6%

Amgen, Inc.

143,637

$ 16,660

Gilead Sciences, Inc. (a)

134,462

10,920

 

27,580

Health Care Equipment & Supplies - 1.5%

Covidien PLC

138,300

10,111

The Cooper Companies, Inc.

40,502

5,226

 

15,337

Health Care Providers & Services - 1.8%

Cardinal Health, Inc.

135,842

9,595

McKesson Corp.

52,232

9,905

 

19,500

Health Care Technology - 0.1%

CompuGroup Medical AG

46,600

1,257

Life Sciences Tools & Services - 0.9%

Agilent Technologies, Inc.

106,200

6,047

Lonza Group AG

28,411

3,054

 

9,101

Pharmaceuticals - 6.9%

AbbVie, Inc.

201,250

10,934

Astellas Pharma, Inc.

284,700

3,663

Horizon Pharma, Inc. warrants 9/25/17 (a)

109,700

1,072

Johnson & Johnson

252,602

25,629

Merck & Co., Inc.

315,600

18,261

Perrigo Co. PLC

37,882

5,235

Teva Pharmaceutical Industries Ltd. sponsored ADR

152,400

7,695

 

72,489

TOTAL HEALTH CARE

145,264

INDUSTRIALS - 8.6%

Aerospace & Defense - 2.9%

The Boeing Co.

101,700

13,755

United Technologies Corp.

150,401

17,480

 

31,235

Air Freight & Logistics - 0.9%

FedEx Corp.

63,306

9,126

Airlines - 0.5%

Delta Air Lines, Inc.

133,600

5,332

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - 0.3%

Generac Holdings, Inc.

59,506

$ 2,897

Industrial Conglomerates - 1.9%

Danaher Corp.

137,394

10,776

Roper Industries, Inc.

64,596

9,152

 

19,928

Machinery - 0.3%

Manitowoc Co., Inc.

118,803

3,214

Professional Services - 0.5%

Dun & Bradstreet Corp.

53,766

5,551

Road & Rail - 1.3%

CSX Corp.

99,662

2,930

Union Pacific Corp.

54,815

10,923

 

13,853

TOTAL INDUSTRIALS

91,136

INFORMATION TECHNOLOGY - 20.3%

Communications Equipment - 2.1%

Cisco Systems, Inc.

451,979

11,128

QUALCOMM, Inc.

137,878

11,092

 

22,220

Electronic Equipment & Components - 0.6%

TE Connectivity Ltd.

114,443

6,805

Internet Software & Services - 2.4%

Google, Inc.:

Class A (a)

21,903

12,521

Class C (a)

21,903

12,287

 

24,808

IT Services - 5.0%

Amdocs Ltd.

115,580

5,562

ASAC II LP (i)

298,480

4,256

Computer Sciences Corp.

68,411

4,302

Fidelity National Information Services, Inc.

161,998

8,772

MasterCard, Inc. Class A

111,320

8,510

Total System Services, Inc.

191,020

5,780

Visa, Inc. Class A

49,276

10,586

Xerox Corp.

373,303

4,610

 

52,378

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 0.2%

MediaTek, Inc.

153,000

$ 2,481

Software - 5.2%

Activision Blizzard, Inc.

207,867

4,319

Comverse, Inc. (a)

113,340

2,805

Electronic Arts, Inc. (a)

109,986

3,864

Microsoft Corp.

639,263

26,171

Oracle Corp.

426,928

17,940

 

55,099

Technology Hardware, Storage & Peripherals - 4.8%

Apple, Inc.

66,232

41,923

EMC Corp.

328,500

8,725

 

50,648

TOTAL INFORMATION TECHNOLOGY

214,439

MATERIALS - 2.5%

Chemicals - 2.3%

Cabot Corp.

71,756

4,058

Eastman Chemical Co.

42,347

3,738

LyondellBasell Industries NV Class A

63,926

6,365

Potash Corp. of Saskatchewan, Inc. (e)

186,600

6,772

W.R. Grace & Co. (a)

37,809

3,481

 

24,414

Containers & Packaging - 0.2%

Nampak Ltd.

586,428

2,029

TOTAL MATERIALS

26,443

TELECOMMUNICATION SERVICES - 2.6%

Diversified Telecommunication Services - 2.1%

Verizon Communications, Inc.

414,000

20,683

Verizon Communications, Inc. CDI

35,521

1,772

 

22,455

Wireless Telecommunication Services - 0.5%

T-Mobile U.S., Inc. (a)

31,600

1,085

Common Stocks - continued

Shares

Value (000s)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Telephone & Data Systems, Inc.

58,858

$ 1,631

Vodafone Group PLC

736,711

2,583

 

5,299

TOTAL TELECOMMUNICATION SERVICES

27,754

UTILITIES - 2.0%

Electric Utilities - 1.0%

Edison International

85,700

4,725

ITC Holdings Corp.

68,814

2,519

Xcel Energy, Inc.

119,364

3,672

 

10,916

Multi-Utilities - 1.0%

CMS Energy Corp.

168,450

5,011

Sempra Energy

50,614

5,079

 

10,090

TOTAL UTILITIES

21,006

TOTAL COMMON STOCKS

(Cost $843,034)


1,017,580

Convertible Preferred Stocks - 0.1%

 

 

 

 

INFORMATION TECHNOLOGY - 0.1%

Software - 0.1%

Mobileye NV Series F (i)

(Cost $1,144)

32,777


1,144

Convertible Bonds - 0.1%

 

Principal Amount (000s) (d)

 

ENERGY - 0.0%

Oil, Gas & Consumable Fuels - 0.0%

Amyris, Inc. 3% 2/27/17

$ 791

645

Convertible Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

INDUSTRIALS - 0.1%

Building Products - 0.1%

Aspen Aerogels, Inc. 8% 6/1/16 (i)

$ 487

$ 712

TOTAL CONVERTIBLE BONDS

(Cost $1,278)


1,357

U.S. Treasury Obligations - 0.1%

 

U.S. Treasury Bills, yield at date of purchase 0.03% 8/21/14 (h)
(Cost $520)

520


520

Preferred Securities - 0.1%

 

 

 

 

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

Baggot Securities Ltd. 10.24% (f)(g)

(Cost $1,305)

EUR

850


1,300

Money Market Funds - 3.3%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

30,753,219

30,753

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

3,726,315

3,726

TOTAL MONEY MARKET FUNDS

(Cost $34,479)


34,479

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $881,760)

1,056,380

NET OTHER ASSETS (LIABILITIES) - 0.0%

207

NET ASSETS - 100%

$ 1,056,587

Futures Contracts

Expiration Date

Underlying Face Amount at Value (000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

113 CME E-mini S&P 500 Index Contracts (United States)

June 2014

$ 10,856

$ 343

 

The face value of futures purchased as a percentage of net assets is 1%

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 $1,338,000 or 0.1% of net assets.

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

(h) 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 $520,000.

(i) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $6,112,000 or 0.6% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

ASAC II LP

10/10/13

$ 2,985

Aspen Aerogels, Inc. 8% 6/1/16

6/1/11 - 12/31/13

$ 488

Mobileye NV Series F

8/15/13

$ 1,144

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

$ 17

Fidelity Securities Lending Cash Central Fund

63

Total

$ 80

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

$ 117,327

$ 117,327

$ -

$ -

Consumer Staples

109,034

85,293

23,741

-

Energy

100,084

100,084

-

-

Financials

165,093

163,076

2,017

-

Health Care

145,264

140,529

4,735

-

Industrials

91,136

91,136

-

-

Information Technology

215,583

210,183

-

5,400

Materials

26,443

26,443

-

-

Telecommunication Services

27,754

25,171

2,583

-

Utilities

21,006

21,006

-

-

Corporate Bonds

1,357

-

645

712

U.S. Government and Government Agency Obligations

520

-

520

-

Preferred Securities

1,300

-

1,300

-

Money Market Funds

34,479

34,479

-

-

Total Investments in Securities:

$ 1,056,380

$ 1,014,727

$ 35,541

$ 6,112

Derivative Instruments:

Assets

Futures Contracts

$ 343

$ 343

$ -

$ -

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)

$ 343

$ -

Total Value of Derivatives

$ 343

$ -

(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

86.2%

Canada

2.2%

Ireland

2.0%

United Kingdom

1.9%

Switzerland

1.6%

Japan

1.4%

Israel

1.0%

Others (Individually Less Than 1%)

3.7%

 

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 $3,533) - See accompanying schedule:

Unaffiliated issuers (cost $847,281)

$ 1,021,901

 

Fidelity Central Funds (cost $34,479)

34,479

 

Total Investments (cost $881,760)

 

$ 1,056,380

Cash

8

Receivable for investments sold

21,274

Receivable for fund shares sold

861

Dividends receivable

2,116

Interest receivable

16

Distributions receivable from Fidelity Central Funds

4

Receivable for daily variation margin for derivative instruments

20

Other receivables

3

Total assets

1,080,682

 

 

 

Liabilities

Payable for investments purchased

$ 18,335

Payable for fund shares redeemed

1,070

Accrued management fee

326

Distribution and service plan fees payable

380

Other affiliated payables

213

Other payables and accrued expenses

45

Collateral on securities loaned, at value

3,726

Total liabilities

24,095

 

 

 

Net Assets

$ 1,056,587

Net Assets consist of:

 

Paid in capital

$ 789,144

Undistributed net investment income

5,678

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

86,808

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

174,957

Net Assets

$ 1,056,587

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 ($369,439.64 ÷ 20,322.241 shares)

$ 18.18

 

 

 

Maximum offering price per share (100/94.25 of $18.18)

$ 19.29

Class T:
Net Asset Value
and redemption price per share ($384,621.04 ÷ 21,242.364 shares)

$ 18.11

 

 

 

Maximum offering price per share (100/96.50 of $18.11)

$ 18.77

Class B:
Net Asset Value
and offering price per share ($12,416.46 ÷ 709.270 shares)A

$ 17.51

 

 

 

Class C:
Net Asset Value
and offering price per share ($167,385.69 ÷ 9,579.022 shares)A

$ 17.47

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($122,609.22 ÷ 6,497.416 shares)

$ 18.87

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($114.88 ÷ 6.087 shares)

$ 18.87

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

 

$ 9,953

Special dividends

 

2,353

Interest

 

35

Income from Fidelity Central Funds

 

80

Total income

 

12,421

 

 

 

Expenses

Management fee
Basic fee

$ 2,856

Performance adjustment

(916)

Transfer agent fees

1,102

Distribution and service plan fees

2,268

Accounting and security lending fees

172

Custodian fees and expenses

69

Independent trustees' compensation

2

Registration fees

82

Audit

32

Legal

3

Miscellaneous

4

Total expenses before reductions

5,674

Expense reductions

(11)

5,663

Net investment income (loss)

6,758

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

90,517

Foreign currency transactions

(58)

Futures contracts

863

Total net realized gain (loss)

 

91,322

Change in net unrealized appreciation (depreciation) on:

Investment securities

(37,988)

Assets and liabilities in foreign currencies

(6)

Futures contracts

343

Total change in net unrealized appreciation (depreciation)

 

(37,651)

Net gain (loss)

53,671

Net increase (decrease) in net assets resulting from operations

$ 60,429

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)

$ 6,758

$ 6,658

Net realized gain (loss)

91,322

96,937

Change in net unrealized appreciation (depreciation)

(37,651)

145,253

Net increase (decrease) in net assets resulting
from operations

60,429

248,848

Distributions to shareholders from net investment income

(4,242)

(5,093)

Distributions to shareholders from net realized gain

(420)

-

Total distributions

(4,662)

(5,093)

Share transactions - net increase (decrease)

(59,716)

(30,529)

Total increase (decrease) in net assets

(3,949)

213,226

 

 

 

Net Assets

Beginning of period

1,060,536

847,310

End of period (including undistributed net investment income of $5,678 and undistributed net investment income of $3,162, respectively)

$ 1,056,587

$ 1,060,536

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

$ 17.23

$ 13.33

$ 11.45

$ 11.58

$ 9.95

$ 6.64

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .13 K

  .13

  .07

  .02

  .03H

  .04

Net realized and unrealized gain (loss)

  .92

  3.87

  1.81

  (.09)

  1.66

  3.41

Total from investment operations

  1.05

  4.00

  1.88

  (.07)

  1.69

  3.45

Distributions from net investment income

  (.09)

  (.10)

  -

  -

  (.02)

  (.14)

Distributions from net realized gain

  (.01)

  -

  -

  (.06)

  (.05)

  -

Total distributions

  (.10)

  (.10)

  -

  (.06)

  (.06)J

  (.14)

Net asset value, end of period

$ 18.18

$ 17.23

$ 13.33

$ 11.45

$ 11.58

$ 9.95

Total ReturnB, C, D

  6.12%

  30.26%

  16.42%

  (.63)%

  17.09%

  52.97%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  .91%A

  .98%

  1.21%

  1.36%

  1.36%

  1.08%

Expenses net of fee waivers, if any

  .91%A

  .98%

  1.21%

  1.33%

  1.25%

  1.08%

Expenses net of all reductions

  .91%A

  .97%

  1.20%

  1.33%

  1.24%

  1.08%

Net investment income (loss)

  1.48%A,K

  .87%

  .53%

  .16%

  .24%H

  .56%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 369

$ 369

$ 301

$ 295

$ 285

$ 240

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .10%. IExpense 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. JTotal distributions of $.06 per share is comprised of distributions from net investment income of $.018 and distributions from net realized gain of $.045 per share. KInvestment 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 1.03%.

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

$ 17.15

$ 13.26

$ 11.42

$ 11.55

$ 9.92

$ 6.60

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .11 L

  .10

  .04

  (.01)

  -H,J

  .03

Net realized and unrealized gain (loss)

  .91

  3.86

  1.80

  (.09)

  1.67

  3.39

Total from investment operations

  1.02

  3.96

  1.84

  (.10)

  1.67

  3.42

Distributions from net investment income

  (.06)

  (.07)

  -

  -

  -

  (.10)

Distributions from net realized gain

  (.01)

  -

  -

  (.03)

  (.04)

  -

Total distributions

  (.06)K

  (.07)

  -

  (.03)

  (.04)

  (.10)

Net asset value, end of period

$ 18.11

$ 17.15

$ 13.26

$ 11.42

$ 11.55

$ 9.92

Total ReturnB, C, D

  5.99%

  30.05%

  16.11%

  (.90)%

  16.88%

  52.60%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.15%A

  1.20%

  1.42%

  1.57%

  1.57%

  1.31%

Expenses net of fee waivers, if any

  1.15%A

  1.20%

  1.42%

  1.55%

  1.50%

  1.31%

Expenses net of all reductions

  1.14%A

  1.19%

  1.42%

  1.54%

  1.49%

  1.30%

Net investment income (loss)

  1.25%A,L

  .65%

  .32%

  (.06)%

  (.01)%H

  .34%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 385

$ 375

$ 304

$ 294

$ 322

$ 305

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.15)%. IExpense 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. JAmount represents less than $.01 per share. KTotal distributions of $.06 per share is comprised of distributions from net investment income of $.055 and distributions from net realized gain of $.007 per share. LInvestment 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 .80%.

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

$ 16.57

$ 12.82

$ 11.11

$ 11.26

$ 9.68

$ 6.42

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .05J

  .01

  (.03)

  (.07)

  (.05) H

  (.01)

Net realized and unrealized gain (loss)

  .90

  3.74

  1.74

  (.08)

  1.63

  3.31

Total from investment operations

  .95

  3.75

  1.71

  (.15)

  1.58

  3.30

Distributions from net investment income

  -

  -

  -

  -

  -

  (.04)

Distributions from net realized gain

  (.01)

  -

  -

  -

  -

  -

Total distributions

  (.01)

  -

  -

  -

  -

  (.04)

Net asset value, end of period

$ 17.51

$ 16.57

$ 12.82

$ 11.11

$ 11.26

$ 9.68

Total ReturnB, C, D

  5.72%

  29.25%

  15.39%

  (1.33)%

  16.32%

  51.61%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.75%A

  1.79%

  1.99%

  2.14%

  2.13%

  1.81%

Expenses net of fee waivers, if any

  1.75%A

  1.79%

  1.99%

  2.09%

  2.00%

  1.81%

Expenses net of all reductions

  1.74%A

  1.78%

  1.99%

  2.09%

  2.00%

  1.80%

Net investment income (loss)

  .65%A,J

  .06%

  (.25)%

  (.61)%

  (.51)%H

  (.17)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 12

$ 15

$ 17

$ 22

$ 43

$ 69

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.66)%. IExpense 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. JInvestment 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 .20%.

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

$ 16.54

$ 12.79

$ 11.07

$ 11.22

$ 9.65

$ 6.41

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .06K

  .02

  (.02)

  (.07)

  (.05) H

  (.01)

Net realized and unrealized gain (loss)

  .88

  3.73

  1.74

  (.08)

  1.62

  3.30

Total from investment operations

  .94

  3.75

  1.72

  (.15)

  1.57

  3.29

Distributions from net investment income

  -

  -J

  -

  -

  -

  (.05)

Distributions from net realized gain

  (.01)

  -

  -

  -

  -J

  -

Total distributions

  (.01)

  -J

  -

  -

  -J

  (.05)

Net asset value, end of period

$ 17.47

$ 16.54

$ 12.79

$ 11.07

$ 11.22

$ 9.65

Total ReturnB, C, D

  5.67%

  29.36%

  15.54%

  (1.34)%

  16.31%

  51.79%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.66%A

  1.72%

  1.94%

  2.08%

  2.08%

  1.81%

Expenses net of fee waivers, if any

  1.66%A

  1.72%

  1.94%

  2.06%

  2.00%

  1.81%

Expenses net of all reductions

  1.66%A

  1.71%

  1.93%

  2.05%

  1.99%

  1.81%

Net investment income (loss)

  .73%A,K

  .13%

  (.20)%

  (.57)%

  (.51)%H

  (.17)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 167

$ 160

$ 123

$ 124

$ 129

$ 125

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.65)%. IExpense 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. JAmount represents less than $.01 per share. K 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 .28%.

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

$ 17.91

$ 13.86

$ 11.88

$ 12.00

$ 10.31

$ 6.73

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .16I

  .18

  .11

  .06

  .05G

  .08

Net realized and unrealized gain (loss)

  .95

  4.02

  1.87

  (.09)

  1.74

  3.52

Total from investment operations

  1.11

  4.20

  1.98

  (.03)

  1.79

  3.60

Distributions from net investment income

  (.14)

  (.15)

  -

  (.02)

  (.06)

  (.02)

Distributions from net realized gain

  (.01)

  -

  -

  (.07)

  (.04)

  -

Total distributions

  (.15)

  (.15)

  -

  (.09)

  (.10)

  (.02)

Net asset value, end of period

$ 18.87

$ 17.91

$ 13.86

$ 11.88

$ 12.00

$ 10.31

Total ReturnB, C

  6.26%

  30.63%

  16.67%

  (.33)%

  17.47%

  53.57%

Ratios to Average Net Assets E, H

 

 

 

 

 

Expenses before reductions

  .66%A

  .70%

  .91%

  1.04%

  1.03%

  .70%

Expenses net of fee waivers, if any

  .66%A

  .70%

  .91%

  1.03%

  1.00%

  .70%

Expenses net of all reductions

  .66%A

  .69%

  .90%

  1.02%

  .99%

  .69%

Net investment income (loss)

  1.74%A,I

  1.15%

  .83%

  .46%

  .49%G

  .94%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 123

$ 135

$ 103

$ 83

$ 73

$ 66

Portfolio turnover rateF

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .35%. HExpense 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. IInvestment 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 1.28%.

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

$ 17.92

$ 16.59

Income from Investment Operations

 

 

Net investment income (loss) D

  .17J

  .06

Net realized and unrealized gain (loss)

  .95

  1.27

Total from investment operations

  1.12

  1.33

Distributions from net investment income

  (.17)

  -

Distributions from net realized gain

  (.01)

  -

Total distributions

  (.17)I

  -

Net asset value, end of period

$ 18.87

$ 17.92

Total ReturnB, C

  6.35%

  8.02%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .49%A

  .54%A

Expenses net of fee waivers, if any

  .49%A

  .54%A

Expenses net of all reductions

  .49%A

  .52%A

Net investment income (loss)

  1.91%A,J

  1.26%

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ -

$ 7

Portfolio turnover rateF

  141%A

  70%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GFor the period August 13, 2013 (commencement of sale of shares) to November 30, 2013. HExpense 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. ITotal distributions of $.17 per share is comprised of distributions from net investment income of $.166 and distributions from net realized gain of $.007 per share. JInvestment 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 1.45%.

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

Semiannual Report

3. Significant Accounting Policies - continued

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 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

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

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, 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, 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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Interest income is accrued as earned 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.

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

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, 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

$ 184,521

Gross unrealized depreciation

(13,324)

Net unrealized appreciation (depreciation) on securities and other investments

$ 171,197

Tax cost

$ 885,183

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.

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

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

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

Equity Risk

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

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

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

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Futures Contracts - continued

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 eight hundred and sixty three dollars and a change in net unrealized appreciation (depreciation) of three hundred and forty three dollars 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 $713,163 and $792,684, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of 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 .37% 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.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

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%

$ 454

$ 9

Class T

.25%

.25%

937

7

Class B

.75%

.25%

67

51

Class C

.75%

.25%

810

69

 

 

 

$ 2,268

$ 136

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.

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

 

Retained
by FDC

Class A

$ 45

Class T

10

Class B*

4

Class C*

3

 

$ 62

* 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

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

$ 399

.22

Class T

378

.20

Class B

20

.30

Class C

177

.22

Institutional Class

126

.22

Class Z

2

.05

 

$ 1,102

 

* 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 $15 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 $1 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

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. 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 $63, including $3 from securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $11 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net investment income

 

 

Class A

$ 1,902

$ 2,287

Class T

1,201

1,666

Class C

-

38

Institutional Class

1,071

1,102

Class Z

68

-

Total

$ 4,242

$ 5,093

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders - continued

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net realized gain

 

 

Class A

$ 147

$ -

Class T

152

-

Class B

6

-

Class C

68

-

Institutional Class

44

-

Class Z

3

-

Total

$ 420

$ -

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

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

1,400

3,250

$ 24,360

$ 49,173

Reinvestment of distributions

107

152

1,806

2,006

Shares redeemed

(2,583)

(4,572)

(45,054)

(69,790)

Net increase (decrease)

(1,076)

(1,170)

$ (18,888)

$ (18,611)

Class T

 

 

 

 

Shares sold

1,991

4,665

$ 34,556

$ 69,969

Reinvestment of distributions

77

122

1,302

1,600

Shares redeemed

(2,680)

(5,859)

(46,453)

(87,860)

Net increase (decrease)

(612)

(1,072)

$ (10,595)

$ (16,291)

Class B

 

 

 

 

Shares sold

23

81

$ 374

$ 1,199

Reinvestment of distributions

0 *

-

5

-

Shares redeemed

(202)

(486)

(3,384)

(7,004)

Net increase (decrease)

(179)

(405)

$ (3,005)

$ (5,805)

Class C

 

 

 

 

Shares sold

581

1,435

$ 9,731

$ 21,000

Reinvestment of distributions

3

3

58

32

Shares redeemed

(669)

(1,415)

(11,239)

(20,479)

Net increase (decrease)

(85)

23

$ (1,450)

$ 553

Institutional Class

 

 

 

 

Shares sold

896

1,599

$ 16,196

$ 25,325

Reinvestment of distributions

59

75

1,027

1,032

Shares redeemed

(2,009)

(1,526)

(35,555)

(24,057)

Net increase (decrease)

(1,054)

148

$ (18,332)

$ 2,300

Semiannual Report

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 Z

 

 

 

 

Shares sold

23

420

$ 420

$ 7,441

Reinvestment of distributions

4

-

71

-

Shares redeemed

(434)

(7)

(7,937)

(116)

Net increase (decrease)

(407)

413

$ (7,446)

$ 7,325

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

* Amount represents less than 1,000 shares.

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)

ADGF-USAN-0714
1.786779.111

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

Dividend Growth

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

.91%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.20

$ 4.68

HypotheticalA

 

$ 1,000.00

$ 1,020.39

$ 4.58

Class T

1.15%

 

 

 

Actual

 

$ 1,000.00

$ 1,059.90

$ 5.91

HypotheticalA

 

$ 1,000.00

$ 1,019.20

$ 5.79

Class B

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,057.20

$ 8.98

HypotheticalA

 

$ 1,000.00

$ 1,016.21

$ 8.80

Class C

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.70

$ 8.51

HypotheticalA

 

$ 1,000.00

$ 1,016.65

$ 8.35

Institutional Class

.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.60

$ 3.39

HypotheticalA

 

$ 1,000.00

$ 1,021.64

$ 3.33

Class Z

.49%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.50

$ 2.52

HypotheticalA

 

$ 1,000.00

$ 1,022.49

$ 2.47

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.

4.0

3.2

Microsoft Corp.

2.5

1.8

Johnson & Johnson

2.4

0.8

Wells Fargo & Co.

2.4

1.4

JPMorgan Chase & Co.

2.3

1.8

Chevron Corp.

2.1

0.0

Verizon Communications, Inc.

1.9

0.0

Exxon Mobil Corp.

1.9

0.0

Merck & Co., Inc.

1.7

0.0

Oracle Corp.

1.7

0.8

 

22.9

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

17.9

Financials

15.7

15.5

Health Care

13.8

13.4

Consumer Discretionary

11.1

14.2

Consumer Staples

10.3

10.1

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

gfz1648941

Stocks and
Equity Futures 97.3%

 

gfz1648941

Stocks 98.6%

 

gfz1648944

Convertible
Securities 0.2%

 

gfz1648944

Convertible
Securities 0.3%

 

gfz1648947

Other Investments 0.1%

 

gfz1648949

Other Investments 0.0%

 

gfz1648951

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

gfz1648951

Short-Term
Investments and
Net Other Assets (Liabilities) 1.1%

 

* Foreign investments

13.8%

 

** Foreign investments

18.1%

 

gfz1648954

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.3%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 11.1%

Auto Components - 0.8%

Johnson Controls, Inc.

174,917

$ 8,459

Diversified Consumer Services - 0.5%

H&R Block, Inc.

193,564

5,764

Hotels, Restaurants & Leisure - 2.2%

ARAMARK Holdings Corp.

205,000

5,408

Bloomin' Brands, Inc. (a)

19,763

412

Brinker International, Inc.

152,028

7,548

Darden Restaurants, Inc.

92,700

4,646

Sonic Corp. (a)

84,206

1,751

Wyndham Worldwide Corp.

42,252

3,124

 

22,889

Household Durables - 0.5%

Taylor Wimpey PLC

2,815,664

5,111

Media - 4.1%

Altice S.A.

44,800

3,255

Atresmedia Corporacion de Medios de Comunicacion SA

232,299

3,654

CBS Corp. Class B

120,702

7,195

Comcast Corp. Class A

310,925

16,230

DISH Network Corp. Class A (a)

32,900

1,930

MDC Partners, Inc. Class A (sub. vtg.)

132,201

2,779

Time Warner, Inc.

119,881

8,371

 

43,414

Specialty Retail - 1.8%

AutoZone, Inc. (a)

16,600

8,840

Foot Locker, Inc.

105,791

5,097

GameStop Corp. Class A

129,200

4,890

Staples, Inc.

13,411

151

 

18,978

Textiles, Apparel & Luxury Goods - 1.2%

NIKE, Inc. Class B

78,185

6,013

VF Corp.

106,300

6,699

 

12,712

TOTAL CONSUMER DISCRETIONARY

117,327

CONSUMER STAPLES - 10.3%

Beverages - 3.7%

Anheuser-Busch InBev SA NV

25,500

2,800

Dr. Pepper Snapple Group, Inc.

155,611

8,979

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Beverages - continued

PepsiCo, Inc.

136,800

$ 12,084

The Coca-Cola Co.

367,910

15,051

 

38,914

Food & Staples Retailing - 2.6%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

131,500

3,570

Kroger Co.

217,360

10,377

Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.

60,793

2,942

Walgreen Co.

143,523

10,321

 

27,210

Food Products - 1.2%

Archer Daniels Midland Co.

120,820

5,430

Bunge Ltd.

36,660

2,849

Greencore Group PLC

823,505

4,022

Hilton Food Group PLC

74,631

646

 

12,947

Household Products - 0.0%

Svenska Cellulosa AB (SCA) (B Shares)

20,900

582

Tobacco - 2.8%

British American Tobacco PLC (United Kingdom)

212,157

12,846

Japan Tobacco, Inc.

238,300

8,095

Lorillard, Inc.

135,754

8,440

 

29,381

TOTAL CONSUMER STAPLES

109,034

ENERGY - 9.5%

Energy Equipment & Services - 0.6%

National Oilwell Varco, Inc.

70,886

5,803

Oil, Gas & Consumable Fuels - 8.9%

Access Midstream Partners LP

114,871

7,236

Chevron Corp.

181,690

22,310

ConocoPhillips Co.

191,673

15,322

Emerald Oil, Inc. warrants 2/4/16 (a)

16,536

0

EQT Midstream Partners LP

61,300

5,035

Exxon Mobil Corp.

202,188

20,326

MPLX LP

106,108

6,065

Northern Oil & Gas, Inc. (a)

231,694

3,533

Phillips 66 Partners LP

72,745

4,405

PrairieSky Royalty Ltd.

111,000

3,711

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Suncor Energy, Inc.

134,380

$ 5,172

TAG Oil Ltd. (a)

473,900

1,128

TAG Oil Ltd. (a)(f)

15,900

38

 

94,281

TOTAL ENERGY

100,084

FINANCIALS - 15.6%

Banks - 10.2%

Bank of America Corp.

1,144,003

17,320

Citigroup, Inc.

286,523

13,630

JPMorgan Chase & Co.

445,993

24,784

Nordea Bank AB

584,597

8,622

SunTrust Banks, Inc.

139,900

5,361

U.S. Bancorp

322,117

13,590

Wells Fargo & Co.

495,190

25,146

 

108,453

Capital Markets - 1.2%

BlackRock, Inc. Class A

14,719

4,488

Carlyle Group LP

26,800

830

Fortress Investment Group LLC

146,000

1,037

Monex Group, Inc.

595,800

2,017

The Blackstone Group LP

147,790

4,593

 

12,965

Consumer Finance - 1.0%

Capital One Financial Corp.

130,482

10,294

Diversified Financial Services - 0.7%

McGraw Hill Financial, Inc.

87,567

7,160

Insurance - 2.3%

Allied World Assurance Co. Holdings Ltd.

203,364

7,626

Aspen Insurance Holdings Ltd.

120,040

5,516

Reinsurance Group of America, Inc.

45,740

3,575

The Travelers Companies, Inc.

78,762

7,360

 

24,077

Thrifts & Mortgage Finance - 0.2%

WSFS Financial Corp.

31,561

2,144

TOTAL FINANCIALS

165,093

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - 13.8%

Biotechnology - 2.6%

Amgen, Inc.

143,637

$ 16,660

Gilead Sciences, Inc. (a)

134,462

10,920

 

27,580

Health Care Equipment & Supplies - 1.5%

Covidien PLC

138,300

10,111

The Cooper Companies, Inc.

40,502

5,226

 

15,337

Health Care Providers & Services - 1.8%

Cardinal Health, Inc.

135,842

9,595

McKesson Corp.

52,232

9,905

 

19,500

Health Care Technology - 0.1%

CompuGroup Medical AG

46,600

1,257

Life Sciences Tools & Services - 0.9%

Agilent Technologies, Inc.

106,200

6,047

Lonza Group AG

28,411

3,054

 

9,101

Pharmaceuticals - 6.9%

AbbVie, Inc.

201,250

10,934

Astellas Pharma, Inc.

284,700

3,663

Horizon Pharma, Inc. warrants 9/25/17 (a)

109,700

1,072

Johnson & Johnson

252,602

25,629

Merck & Co., Inc.

315,600

18,261

Perrigo Co. PLC

37,882

5,235

Teva Pharmaceutical Industries Ltd. sponsored ADR

152,400

7,695

 

72,489

TOTAL HEALTH CARE

145,264

INDUSTRIALS - 8.6%

Aerospace & Defense - 2.9%

The Boeing Co.

101,700

13,755

United Technologies Corp.

150,401

17,480

 

31,235

Air Freight & Logistics - 0.9%

FedEx Corp.

63,306

9,126

Airlines - 0.5%

Delta Air Lines, Inc.

133,600

5,332

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - 0.3%

Generac Holdings, Inc.

59,506

$ 2,897

Industrial Conglomerates - 1.9%

Danaher Corp.

137,394

10,776

Roper Industries, Inc.

64,596

9,152

 

19,928

Machinery - 0.3%

Manitowoc Co., Inc.

118,803

3,214

Professional Services - 0.5%

Dun & Bradstreet Corp.

53,766

5,551

Road & Rail - 1.3%

CSX Corp.

99,662

2,930

Union Pacific Corp.

54,815

10,923

 

13,853

TOTAL INDUSTRIALS

91,136

INFORMATION TECHNOLOGY - 20.3%

Communications Equipment - 2.1%

Cisco Systems, Inc.

451,979

11,128

QUALCOMM, Inc.

137,878

11,092

 

22,220

Electronic Equipment & Components - 0.6%

TE Connectivity Ltd.

114,443

6,805

Internet Software & Services - 2.4%

Google, Inc.:

Class A (a)

21,903

12,521

Class C (a)

21,903

12,287

 

24,808

IT Services - 5.0%

Amdocs Ltd.

115,580

5,562

ASAC II LP (i)

298,480

4,256

Computer Sciences Corp.

68,411

4,302

Fidelity National Information Services, Inc.

161,998

8,772

MasterCard, Inc. Class A

111,320

8,510

Total System Services, Inc.

191,020

5,780

Visa, Inc. Class A

49,276

10,586

Xerox Corp.

373,303

4,610

 

52,378

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 0.2%

MediaTek, Inc.

153,000

$ 2,481

Software - 5.2%

Activision Blizzard, Inc.

207,867

4,319

Comverse, Inc. (a)

113,340

2,805

Electronic Arts, Inc. (a)

109,986

3,864

Microsoft Corp.

639,263

26,171

Oracle Corp.

426,928

17,940

 

55,099

Technology Hardware, Storage & Peripherals - 4.8%

Apple, Inc.

66,232

41,923

EMC Corp.

328,500

8,725

 

50,648

TOTAL INFORMATION TECHNOLOGY

214,439

MATERIALS - 2.5%

Chemicals - 2.3%

Cabot Corp.

71,756

4,058

Eastman Chemical Co.

42,347

3,738

LyondellBasell Industries NV Class A

63,926

6,365

Potash Corp. of Saskatchewan, Inc. (e)

186,600

6,772

W.R. Grace & Co. (a)

37,809

3,481

 

24,414

Containers & Packaging - 0.2%

Nampak Ltd.

586,428

2,029

TOTAL MATERIALS

26,443

TELECOMMUNICATION SERVICES - 2.6%

Diversified Telecommunication Services - 2.1%

Verizon Communications, Inc.

414,000

20,683

Verizon Communications, Inc. CDI

35,521

1,772

 

22,455

Wireless Telecommunication Services - 0.5%

T-Mobile U.S., Inc. (a)

31,600

1,085

Common Stocks - continued

Shares

Value (000s)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Telephone & Data Systems, Inc.

58,858

$ 1,631

Vodafone Group PLC

736,711

2,583

 

5,299

TOTAL TELECOMMUNICATION SERVICES

27,754

UTILITIES - 2.0%

Electric Utilities - 1.0%

Edison International

85,700

4,725

ITC Holdings Corp.

68,814

2,519

Xcel Energy, Inc.

119,364

3,672

 

10,916

Multi-Utilities - 1.0%

CMS Energy Corp.

168,450

5,011

Sempra Energy

50,614

5,079

 

10,090

TOTAL UTILITIES

21,006

TOTAL COMMON STOCKS

(Cost $843,034)


1,017,580

Convertible Preferred Stocks - 0.1%

 

 

 

 

INFORMATION TECHNOLOGY - 0.1%

Software - 0.1%

Mobileye NV Series F (i)

(Cost $1,144)

32,777


1,144

Convertible Bonds - 0.1%

 

Principal Amount (000s) (d)

 

ENERGY - 0.0%

Oil, Gas & Consumable Fuels - 0.0%

Amyris, Inc. 3% 2/27/17

$ 791

645

Convertible Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

INDUSTRIALS - 0.1%

Building Products - 0.1%

Aspen Aerogels, Inc. 8% 6/1/16 (i)

$ 487

$ 712

TOTAL CONVERTIBLE BONDS

(Cost $1,278)


1,357

U.S. Treasury Obligations - 0.1%

 

U.S. Treasury Bills, yield at date of purchase 0.03% 8/21/14 (h)
(Cost $520)

520


520

Preferred Securities - 0.1%

 

 

 

 

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

Baggot Securities Ltd. 10.24% (f)(g)

(Cost $1,305)

EUR

850


1,300

Money Market Funds - 3.3%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

30,753,219

30,753

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

3,726,315

3,726

TOTAL MONEY MARKET FUNDS

(Cost $34,479)


34,479

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $881,760)

1,056,380

NET OTHER ASSETS (LIABILITIES) - 0.0%

207

NET ASSETS - 100%

$ 1,056,587

Futures Contracts

Expiration Date

Underlying Face Amount at Value (000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

113 CME E-mini S&P 500 Index Contracts (United States)

June 2014

$ 10,856

$ 343

 

The face value of futures purchased as a percentage of net assets is 1%

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 $1,338,000 or 0.1% of net assets.

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

(h) 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 $520,000.

(i) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $6,112,000 or 0.6% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

ASAC II LP

10/10/13

$ 2,985

Aspen Aerogels, Inc. 8% 6/1/16

6/1/11 - 12/31/13

$ 488

Mobileye NV Series F

8/15/13

$ 1,144

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

$ 17

Fidelity Securities Lending Cash Central Fund

63

Total

$ 80

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

$ 117,327

$ 117,327

$ -

$ -

Consumer Staples

109,034

85,293

23,741

-

Energy

100,084

100,084

-

-

Financials

165,093

163,076

2,017

-

Health Care

145,264

140,529

4,735

-

Industrials

91,136

91,136

-

-

Information Technology

215,583

210,183

-

5,400

Materials

26,443

26,443

-

-

Telecommunication Services

27,754

25,171

2,583

-

Utilities

21,006

21,006

-

-

Corporate Bonds

1,357

-

645

712

U.S. Government and Government Agency Obligations

520

-

520

-

Preferred Securities

1,300

-

1,300

-

Money Market Funds

34,479

34,479

-

-

Total Investments in Securities:

$ 1,056,380

$ 1,014,727

$ 35,541

$ 6,112

Derivative Instruments:

Assets

Futures Contracts

$ 343

$ 343

$ -

$ -

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)

$ 343

$ -

Total Value of Derivatives

$ 343

$ -

(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

86.2%

Canada

2.2%

Ireland

2.0%

United Kingdom

1.9%

Switzerland

1.6%

Japan

1.4%

Israel

1.0%

Others (Individually Less Than 1%)

3.7%

 

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 $3,533) - See accompanying schedule:

Unaffiliated issuers (cost $847,281)

$ 1,021,901

 

Fidelity Central Funds (cost $34,479)

34,479

 

Total Investments (cost $881,760)

 

$ 1,056,380

Cash

8

Receivable for investments sold

21,274

Receivable for fund shares sold

861

Dividends receivable

2,116

Interest receivable

16

Distributions receivable from Fidelity Central Funds

4

Receivable for daily variation margin for derivative instruments

20

Other receivables

3

Total assets

1,080,682

 

 

 

Liabilities

Payable for investments purchased

$ 18,335

Payable for fund shares redeemed

1,070

Accrued management fee

326

Distribution and service plan fees payable

380

Other affiliated payables

213

Other payables and accrued expenses

45

Collateral on securities loaned, at value

3,726

Total liabilities

24,095

 

 

 

Net Assets

$ 1,056,587

Net Assets consist of:

 

Paid in capital

$ 789,144

Undistributed net investment income

5,678

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

86,808

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

174,957

Net Assets

$ 1,056,587

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 ($369,439.64 ÷ 20,322.241 shares)

$ 18.18

 

 

 

Maximum offering price per share (100/94.25 of $18.18)

$ 19.29

Class T:
Net Asset Value
and redemption price per share ($384,621.04 ÷ 21,242.364 shares)

$ 18.11

 

 

 

Maximum offering price per share (100/96.50 of $18.11)

$ 18.77

Class B:
Net Asset Value
and offering price per share ($12,416.46 ÷ 709.270 shares)A

$ 17.51

 

 

 

Class C:
Net Asset Value
and offering price per share ($167,385.69 ÷ 9,579.022 shares)A

$ 17.47

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($122,609.22 ÷ 6,497.416 shares)

$ 18.87

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($114.88 ÷ 6.087 shares)

$ 18.87

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

 

$ 9,953

Special dividends

 

2,353

Interest

 

35

Income from Fidelity Central Funds

 

80

Total income

 

12,421

 

 

 

Expenses

Management fee
Basic fee

$ 2,856

Performance adjustment

(916)

Transfer agent fees

1,102

Distribution and service plan fees

2,268

Accounting and security lending fees

172

Custodian fees and expenses

69

Independent trustees' compensation

2

Registration fees

82

Audit

32

Legal

3

Miscellaneous

4

Total expenses before reductions

5,674

Expense reductions

(11)

5,663

Net investment income (loss)

6,758

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

90,517

Foreign currency transactions

(58)

Futures contracts

863

Total net realized gain (loss)

 

91,322

Change in net unrealized appreciation (depreciation) on:

Investment securities

(37,988)

Assets and liabilities in foreign currencies

(6)

Futures contracts

343

Total change in net unrealized appreciation (depreciation)

 

(37,651)

Net gain (loss)

53,671

Net increase (decrease) in net assets resulting from operations

$ 60,429

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)

$ 6,758

$ 6,658

Net realized gain (loss)

91,322

96,937

Change in net unrealized appreciation (depreciation)

(37,651)

145,253

Net increase (decrease) in net assets resulting
from operations

60,429

248,848

Distributions to shareholders from net investment income

(4,242)

(5,093)

Distributions to shareholders from net realized gain

(420)

-

Total distributions

(4,662)

(5,093)

Share transactions - net increase (decrease)

(59,716)

(30,529)

Total increase (decrease) in net assets

(3,949)

213,226

 

 

 

Net Assets

Beginning of period

1,060,536

847,310

End of period (including undistributed net investment income of $5,678 and undistributed net investment income of $3,162, respectively)

$ 1,056,587

$ 1,060,536

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

$ 17.23

$ 13.33

$ 11.45

$ 11.58

$ 9.95

$ 6.64

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .13 K

  .13

  .07

  .02

  .03H

  .04

Net realized and unrealized gain (loss)

  .92

  3.87

  1.81

  (.09)

  1.66

  3.41

Total from investment operations

  1.05

  4.00

  1.88

  (.07)

  1.69

  3.45

Distributions from net investment income

  (.09)

  (.10)

  -

  -

  (.02)

  (.14)

Distributions from net realized gain

  (.01)

  -

  -

  (.06)

  (.05)

  -

Total distributions

  (.10)

  (.10)

  -

  (.06)

  (.06)J

  (.14)

Net asset value, end of period

$ 18.18

$ 17.23

$ 13.33

$ 11.45

$ 11.58

$ 9.95

Total ReturnB, C, D

  6.12%

  30.26%

  16.42%

  (.63)%

  17.09%

  52.97%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  .91%A

  .98%

  1.21%

  1.36%

  1.36%

  1.08%

Expenses net of fee waivers, if any

  .91%A

  .98%

  1.21%

  1.33%

  1.25%

  1.08%

Expenses net of all reductions

  .91%A

  .97%

  1.20%

  1.33%

  1.24%

  1.08%

Net investment income (loss)

  1.48%A,K

  .87%

  .53%

  .16%

  .24%H

  .56%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 369

$ 369

$ 301

$ 295

$ 285

$ 240

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .10%. IExpense 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. JTotal distributions of $.06 per share is comprised of distributions from net investment income of $.018 and distributions from net realized gain of $.045 per share. KInvestment 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 1.03%.

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

$ 17.15

$ 13.26

$ 11.42

$ 11.55

$ 9.92

$ 6.60

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .11 L

  .10

  .04

  (.01)

  -H,J

  .03

Net realized and unrealized gain (loss)

  .91

  3.86

  1.80

  (.09)

  1.67

  3.39

Total from investment operations

  1.02

  3.96

  1.84

  (.10)

  1.67

  3.42

Distributions from net investment income

  (.06)

  (.07)

  -

  -

  -

  (.10)

Distributions from net realized gain

  (.01)

  -

  -

  (.03)

  (.04)

  -

Total distributions

  (.06)K

  (.07)

  -

  (.03)

  (.04)

  (.10)

Net asset value, end of period

$ 18.11

$ 17.15

$ 13.26

$ 11.42

$ 11.55

$ 9.92

Total ReturnB, C, D

  5.99%

  30.05%

  16.11%

  (.90)%

  16.88%

  52.60%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.15%A

  1.20%

  1.42%

  1.57%

  1.57%

  1.31%

Expenses net of fee waivers, if any

  1.15%A

  1.20%

  1.42%

  1.55%

  1.50%

  1.31%

Expenses net of all reductions

  1.14%A

  1.19%

  1.42%

  1.54%

  1.49%

  1.30%

Net investment income (loss)

  1.25%A,L

  .65%

  .32%

  (.06)%

  (.01)%H

  .34%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 385

$ 375

$ 304

$ 294

$ 322

$ 305

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.15)%. IExpense 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. JAmount represents less than $.01 per share. KTotal distributions of $.06 per share is comprised of distributions from net investment income of $.055 and distributions from net realized gain of $.007 per share. LInvestment 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 .80%.

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

$ 16.57

$ 12.82

$ 11.11

$ 11.26

$ 9.68

$ 6.42

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .05J

  .01

  (.03)

  (.07)

  (.05) H

  (.01)

Net realized and unrealized gain (loss)

  .90

  3.74

  1.74

  (.08)

  1.63

  3.31

Total from investment operations

  .95

  3.75

  1.71

  (.15)

  1.58

  3.30

Distributions from net investment income

  -

  -

  -

  -

  -

  (.04)

Distributions from net realized gain

  (.01)

  -

  -

  -

  -

  -

Total distributions

  (.01)

  -

  -

  -

  -

  (.04)

Net asset value, end of period

$ 17.51

$ 16.57

$ 12.82

$ 11.11

$ 11.26

$ 9.68

Total ReturnB, C, D

  5.72%

  29.25%

  15.39%

  (1.33)%

  16.32%

  51.61%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.75%A

  1.79%

  1.99%

  2.14%

  2.13%

  1.81%

Expenses net of fee waivers, if any

  1.75%A

  1.79%

  1.99%

  2.09%

  2.00%

  1.81%

Expenses net of all reductions

  1.74%A

  1.78%

  1.99%

  2.09%

  2.00%

  1.80%

Net investment income (loss)

  .65%A,J

  .06%

  (.25)%

  (.61)%

  (.51)%H

  (.17)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 12

$ 15

$ 17

$ 22

$ 43

$ 69

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.66)%. IExpense 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. JInvestment 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 .20%.

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

$ 16.54

$ 12.79

$ 11.07

$ 11.22

$ 9.65

$ 6.41

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .06K

  .02

  (.02)

  (.07)

  (.05) H

  (.01)

Net realized and unrealized gain (loss)

  .88

  3.73

  1.74

  (.08)

  1.62

  3.30

Total from investment operations

  .94

  3.75

  1.72

  (.15)

  1.57

  3.29

Distributions from net investment income

  -

  -J

  -

  -

  -

  (.05)

Distributions from net realized gain

  (.01)

  -

  -

  -

  -J

  -

Total distributions

  (.01)

  -J

  -

  -

  -J

  (.05)

Net asset value, end of period

$ 17.47

$ 16.54

$ 12.79

$ 11.07

$ 11.22

$ 9.65

Total ReturnB, C, D

  5.67%

  29.36%

  15.54%

  (1.34)%

  16.31%

  51.79%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.66%A

  1.72%

  1.94%

  2.08%

  2.08%

  1.81%

Expenses net of fee waivers, if any

  1.66%A

  1.72%

  1.94%

  2.06%

  2.00%

  1.81%

Expenses net of all reductions

  1.66%A

  1.71%

  1.93%

  2.05%

  1.99%

  1.81%

Net investment income (loss)

  .73%A,K

  .13%

  (.20)%

  (.57)%

  (.51)%H

  (.17)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 167

$ 160

$ 123

$ 124

$ 129

$ 125

Portfolio turnover rateG

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.65)%. IExpense 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. JAmount represents less than $.01 per share. K 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 .28%.

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

$ 17.91

$ 13.86

$ 11.88

$ 12.00

$ 10.31

$ 6.73

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .16I

  .18

  .11

  .06

  .05G

  .08

Net realized and unrealized gain (loss)

  .95

  4.02

  1.87

  (.09)

  1.74

  3.52

Total from investment operations

  1.11

  4.20

  1.98

  (.03)

  1.79

  3.60

Distributions from net investment income

  (.14)

  (.15)

  -

  (.02)

  (.06)

  (.02)

Distributions from net realized gain

  (.01)

  -

  -

  (.07)

  (.04)

  -

Total distributions

  (.15)

  (.15)

  -

  (.09)

  (.10)

  (.02)

Net asset value, end of period

$ 18.87

$ 17.91

$ 13.86

$ 11.88

$ 12.00

$ 10.31

Total ReturnB, C

  6.26%

  30.63%

  16.67%

  (.33)%

  17.47%

  53.57%

Ratios to Average Net Assets E, H

 

 

 

 

 

Expenses before reductions

  .66%A

  .70%

  .91%

  1.04%

  1.03%

  .70%

Expenses net of fee waivers, if any

  .66%A

  .70%

  .91%

  1.03%

  1.00%

  .70%

Expenses net of all reductions

  .66%A

  .69%

  .90%

  1.02%

  .99%

  .69%

Net investment income (loss)

  1.74%A,I

  1.15%

  .83%

  .46%

  .49%G

  .94%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 123

$ 135

$ 103

$ 83

$ 73

$ 66

Portfolio turnover rateF

  141%A

  70%

  64%

  68%

  80%

  88%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .35%. HExpense 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. IInvestment 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 1.28%.

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

$ 17.92

$ 16.59

Income from Investment Operations

 

 

Net investment income (loss) D

  .17J

  .06

Net realized and unrealized gain (loss)

  .95

  1.27

Total from investment operations

  1.12

  1.33

Distributions from net investment income

  (.17)

  -

Distributions from net realized gain

  (.01)

  -

Total distributions

  (.17)I

  -

Net asset value, end of period

$ 18.87

$ 17.92

Total ReturnB, C

  6.35%

  8.02%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .49%A

  .54%A

Expenses net of fee waivers, if any

  .49%A

  .54%A

Expenses net of all reductions

  .49%A

  .52%A

Net investment income (loss)

  1.91%A,J

  1.26%

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ -

$ 7

Portfolio turnover rateF

  141%A

  70%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GFor the period August 13, 2013 (commencement of sale of shares) to November 30, 2013. HExpense 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. ITotal distributions of $.17 per share is comprised of distributions from net investment income of $.166 and distributions from net realized gain of $.007 per share. JInvestment 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 1.45%.

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

Semiannual Report

3. Significant Accounting Policies - continued

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 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

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

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, 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, 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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Interest income is accrued as earned 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.

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

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, 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

$ 184,521

Gross unrealized depreciation

(13,324)

Net unrealized appreciation (depreciation) on securities and other investments

$ 171,197

Tax cost

$ 885,183

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.

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

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

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

Equity Risk

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

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

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

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Futures Contracts - continued

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 eight hundred and sixty three dollars and a change in net unrealized appreciation (depreciation) of three hundred and forty three dollars 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 $713,163 and $792,684, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of 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 .37% 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.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

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%

$ 454

$ 9

Class T

.25%

.25%

937

7

Class B

.75%

.25%

67

51

Class C

.75%

.25%

810

69

 

 

 

$ 2,268

$ 136

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.

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

 

Retained
by FDC

Class A

$ 45

Class T

10

Class B*

4

Class C*

3

 

$ 62

* 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

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

$ 399

.22

Class T

378

.20

Class B

20

.30

Class C

177

.22

Institutional Class

126

.22

Class Z

2

.05

 

$ 1,102

 

* 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 $15 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 $1 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

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. 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 $63, including $3 from securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $11 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net investment income

 

 

Class A

$ 1,902

$ 2,287

Class T

1,201

1,666

Class C

-

38

Institutional Class

1,071

1,102

Class Z

68

-

Total

$ 4,242

$ 5,093

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders - continued

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net realized gain

 

 

Class A

$ 147

$ -

Class T

152

-

Class B

6

-

Class C

68

-

Institutional Class

44

-

Class Z

3

-

Total

$ 420

$ -

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

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

1,400

3,250

$ 24,360

$ 49,173

Reinvestment of distributions

107

152

1,806

2,006

Shares redeemed

(2,583)

(4,572)

(45,054)

(69,790)

Net increase (decrease)

(1,076)

(1,170)

$ (18,888)

$ (18,611)

Class T

 

 

 

 

Shares sold

1,991

4,665

$ 34,556

$ 69,969

Reinvestment of distributions

77

122

1,302

1,600

Shares redeemed

(2,680)

(5,859)

(46,453)

(87,860)

Net increase (decrease)

(612)

(1,072)

$ (10,595)

$ (16,291)

Class B

 

 

 

 

Shares sold

23

81

$ 374

$ 1,199

Reinvestment of distributions

0 *

-

5

-

Shares redeemed

(202)

(486)

(3,384)

(7,004)

Net increase (decrease)

(179)

(405)

$ (3,005)

$ (5,805)

Class C

 

 

 

 

Shares sold

581

1,435

$ 9,731

$ 21,000

Reinvestment of distributions

3

3

58

32

Shares redeemed

(669)

(1,415)

(11,239)

(20,479)

Net increase (decrease)

(85)

23

$ (1,450)

$ 553

Institutional Class

 

 

 

 

Shares sold

896

1,599

$ 16,196

$ 25,325

Reinvestment of distributions

59

75

1,027

1,032

Shares redeemed

(2,009)

(1,526)

(35,555)

(24,057)

Net increase (decrease)

(1,054)

148

$ (18,332)

$ 2,300

Semiannual Report

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 Z

 

 

 

 

Shares sold

23

420

$ 420

$ 7,441

Reinvestment of distributions

4

-

71

-

Shares redeemed

(434)

(7)

(7,937)

(116)

Net increase (decrease)

(407)

413

$ (7,446)

$ 7,325

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

* Amount represents less than 1,000 shares.

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)

ADGFZ-USAN-0714
1.9585504.100

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor®

Equity Growth

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

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,072.20

$ 5.53

HypotheticalA

 

$ 1,000.00

$ 1,019.60

$ 5.39

Class T

1.28%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.20

$ 6.61

HypotheticalA

 

$ 1,000.00

$ 1,018.55

$ 6.44

Class B

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 1,068.00

$ 9.74

HypotheticalA

 

$ 1,000.00

$ 1,015.51

$ 9.50

Class C

1.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,068.40

$ 9.39

HypotheticalA

 

$ 1,000.00

$ 1,015.86

$ 9.15

Institutional Class

.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,073.90

$ 3.98

HypotheticalA

 

$ 1,000.00

$ 1,021.09

$ 3.88

Class Z

.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.70

$ 3.26

HypotheticalA

 

$ 1,000.00

$ 1,021.79

$ 3.18

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

Facebook, Inc. Class A

7.6

5.9

Gilead Sciences, Inc.

4.3

1.4

Keurig Green Mountain, Inc.

3.5

2.3

Harley-Davidson, Inc.

3.2

3.0

Microsoft Corp.

3.2

3.2

Google, Inc. Class A

2.5

3.8

Google, Inc. Class C

2.5

0.0

Apple, Inc.

2.3

2.6

Danaher Corp.

2.0

1.3

Actavis PLC

1.9

1.1

 

33.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

29.2

27.5

Consumer Discretionary

16.1

20.4

Health Care

13.8

16.9

Industrials

11.1

7.4

Consumer Staples

9.6

9.1

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

pgi124303

Stocks 97.5%

 

pgi124303

Stocks 98.0%

 

pgi124306

Convertible
Securities 0.1%

 

pgi124306

Convertible
Securities 0.1%

 

pgi124309

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

pgi124309

Short-Term
Investments and
Net Other Assets (Liabilities) 1.9%

 

* Foreign investments

11.1%

 

** Foreign investments

12.3%

 

pgi124312

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.5%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 16.0%

Automobiles - 4.1%

Harley-Davidson, Inc.

1,631,954

$ 116,260

Tesla Motors, Inc. (a)(d)

159,863

33,215

 

149,475

Distributors - 0.3%

LKQ Corp. (a)

327,600

9,088

Diversified Consumer Services - 0.8%

Anhanguera Educacional Participacoes SA

1,851,978

13,309

Bright Horizons Family Solutions, Inc. (a)

183,700

7,161

H&R Block, Inc.

316,752

9,433

 

29,903

Hotels, Restaurants & Leisure - 3.4%

Chipotle Mexican Grill, Inc. (a)

26,485

14,490

Dunkin' Brands Group, Inc.

452,136

20,238

Las Vegas Sands Corp.

99,300

7,598

Starbucks Corp.

659,401

48,295

Yum! Brands, Inc.

444,579

34,370

 

124,991

Household Durables - 0.3%

Mohawk Industries, Inc. (a)

80,416

10,909

Internet & Catalog Retail - 1.0%

Amazon.com, Inc. (a)

56,834

17,763

TripAdvisor, Inc. (a)

182,864

17,769

 

35,532

Leisure Products - 0.1%

NJOY, Inc. (a)(e)

202,642

3,430

Media - 0.8%

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

548,938

28,457

Specialty Retail - 3.5%

CarMax, Inc. (a)

113,848

5,045

Five Below, Inc. (a)

127,900

4,630

GNC Holdings, Inc.

120,300

4,441

Home Depot, Inc.

840,444

67,429

TJX Companies, Inc.

137,559

7,490

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

178,852

15,185

Urban Outfitters, Inc. (a)

697,443

23,378

 

127,598

Textiles, Apparel & Luxury Goods - 1.7%

ECLAT Textile Co. Ltd.

1,033,560

10,668

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - continued

Michael Kors Holdings Ltd. (a)

204,197

$ 19,272

NIKE, Inc. Class B

419,457

32,260

 

62,200

TOTAL CONSUMER DISCRETIONARY

581,583

CONSUMER STAPLES - 9.6%

Beverages - 1.3%

Monster Beverage Corp. (a)

104,840

7,274

SABMiller PLC

372,034

20,648

The Coca-Cola Co.

426,326

17,441

 

45,363

Food & Staples Retailing - 0.9%

Costco Wholesale Corp.

166,200

19,283

Sprouts Farmers Market LLC

48,315

1,309

Whole Foods Market, Inc.

357,383

13,666

 

34,258

Food Products - 4.7%

Keurig Green Mountain, Inc.

1,102,591

124,350

Mead Johnson Nutrition Co. Class A

252,185

22,563

The Hershey Co.

232,859

22,666

 

169,579

Household Products - 1.8%

Procter & Gamble Co.

794,591

64,195

Personal Products - 0.9%

Estee Lauder Companies, Inc. Class A

77,200

5,915

Herbalife Ltd.

428,966

27,810

 

33,725

TOTAL CONSUMER STAPLES

347,120

ENERGY - 4.3%

Energy Equipment & Services - 2.0%

Dril-Quip, Inc. (a)

126,730

12,954

Halliburton Co.

150,800

9,748

Oceaneering International, Inc.

324,370

23,371

Pason Systems, Inc.

417,050

11,366

RigNet, Inc. (a)

325,698

15,445

 

72,884

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - 2.3%

Cheniere Energy, Inc. (a)

156,900

$ 10,686

Continental Resources, Inc. (a)

158,710

22,277

EOG Resources, Inc.

170,800

18,071

EQT Midstream Partners LP

13,000

1,068

Noble Energy, Inc.

133,000

9,585

Phillips 66 Partners LP

10,000

606

Pioneer Natural Resources Co.

83,502

17,549

Targa Resources Corp.

28,800

3,311

 

83,153

TOTAL ENERGY

156,037

FINANCIALS - 8.0%

Banks - 1.1%

HDFC Bank Ltd. sponsored ADR

866,396

39,014

Capital Markets - 5.1%

BlackRock, Inc. Class A

72,600

22,136

E*TRADE Financial Corp. (a)

1,217,511

24,801

Fortress Investment Group LLC

497,300

3,531

Harvest Capital Credit Corp.

82,524

1,197

Invesco Ltd.

1,044,123

38,319

KKR & Co. LP

463,304

10,531

Legg Mason, Inc.

306,058

14,948

The Blackstone Group LP

2,222,233

69,067

 

184,530

Consumer Finance - 0.7%

American Express Co.

216,823

19,839

Shriram Transport Finance Co. Ltd.

368,982

5,904

 

25,743

Diversified Financial Services - 0.9%

Berkshire Hathaway, Inc. Class B (a)

73,900

9,484

McGraw Hill Financial, Inc.

271,175

22,174

 

31,658

Real Estate Management & Development - 0.2%

Leopalace21 Corp. (a)

248,300

1,135

Realogy Holdings Corp. (a)

203,881

7,580

 

8,715

TOTAL FINANCIALS

289,660

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - 13.8%

Biotechnology - 8.8%

Acceleron Pharma, Inc.

146,400

$ 4,345

Actelion Ltd.

56,084

5,574

Alexion Pharmaceuticals, Inc. (a)

162,725

27,064

Biogen Idec, Inc. (a)

216,216

69,053

BioMarin Pharmaceutical, Inc. (a)

271,279

15,723

Cytokinetics, Inc. warrants 6/25/17 (a)

856,620

25

Enanta Pharmaceuticals, Inc. (a)(d)

319,656

12,141

Gilead Sciences, Inc. (a)

1,920,947

156,000

Insmed, Inc. (a)

887,520

11,662

Kamada (a)(d)

429,983

3,444

Ophthotech Corp.

152,216

6,195

uniQure B.V.

100,900

873

Vanda Pharmaceuticals, Inc. (a)

623,542

6,416

 

318,515

Health Care Equipment & Supplies - 0.5%

AxoGen, Inc. (a)

160,469

404

GI Dynamics, Inc. CDI (a)

547,818

278

The Cooper Companies, Inc.

145,993

18,836

 

19,518

Health Care Providers & Services - 0.4%

Apollo Hospitals Enterprise Ltd.

372,049

5,705

Qualicorp SA (a)

764,500

8,053

 

13,758

Health Care Technology - 0.1%

Cerner Corp. (a)

107,000

5,783

Life Sciences Tools & Services - 0.8%

Illumina, Inc. (a)

177,598

28,105

Pharmaceuticals - 3.2%

AbbVie, Inc.

460,251

25,005

Actavis PLC (a)

335,957

71,068

AVANIR Pharmaceuticals Class A (a)

449,144

2,371

Perrigo Co. PLC

125,091

17,288

 

115,732

TOTAL HEALTH CARE

501,411

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - 11.1%

Aerospace & Defense - 2.7%

TransDigm Group, Inc.

168,677

$ 31,831

United Technologies Corp.

578,711

67,258

 

99,089

Airlines - 0.2%

Ryanair Holdings PLC sponsored ADR (a)

113,180

6,435

Building Products - 0.3%

A.O. Smith Corp.

212,338

10,485

Commercial Services & Supplies - 0.6%

KAR Auction Services, Inc.

656,967

20,064

Construction & Engineering - 0.5%

Jacobs Engineering Group, Inc. (a)

305,615

16,830

MasTec, Inc. (a)

58,800

2,117

 

18,947

Electrical Equipment - 0.6%

AMETEK, Inc.

268,355

14,244

Power Solutions International, Inc. (a)

103,136

8,044

 

22,288

Industrial Conglomerates - 2.5%

Danaher Corp.

929,214

72,878

Roper Industries, Inc.

134,969

19,122

 

92,000

Machinery - 2.3%

Allison Transmission Holdings, Inc.

489,200

15,151

Caterpillar, Inc.

268,363

27,435

Manitowoc Co., Inc.

1,119,948

30,295

Sarine Technologies Ltd.

1,701,000

3,675

Sun Hydraulics Corp.

45,000

1,661

Weg SA

371,280

4,311

 

82,528

Professional Services - 0.8%

Equifax, Inc.

117,071

8,287

Verisk Analytics, Inc. (a)

321,529

19,031

 

27,318

Road & Rail - 0.6%

J.B. Hunt Transport Services, Inc.

277,000

21,512

TOTAL INDUSTRIALS

400,666

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - 29.2%

Communications Equipment - 0.5%

QUALCOMM, Inc.

222,400

$ 17,892

Electronic Equipment & Components - 0.7%

TE Connectivity Ltd.

429,023

25,510

Internet Software & Services - 15.7%

Cornerstone OnDemand, Inc. (a)

200,132

8,043

CoStar Group, Inc. (a)

30,100

4,772

Cvent, Inc.

457,278

11,441

Demandware, Inc. (a)

143,000

8,707

Facebook, Inc. Class A (a)

4,321,000

273,518

Google, Inc.:

Class A (a)

160,150

91,550

Class C (a)

160,150

89,841

Naver Corp.

35,174

26,121

SPS Commerce, Inc. (a)

195,299

11,111

Textura Corp. (d)

841,889

17,621

Xoom Corp. (a)

57,100

1,268

Yahoo!, Inc. (a)

763,753

26,464

 

570,457

IT Services - 2.2%

Gartner, Inc. Class A (a)

198,160

14,087

Visa, Inc. Class A

299,408

64,322

 

78,409

Semiconductors & Semiconductor Equipment - 0.2%

MediaTek, Inc.

521,000

8,448

Software - 7.6%

Activision Blizzard, Inc.

87,600

1,820

ANSYS, Inc. (a)

4,168

306

Computer Modelling Group Ltd.

432,800

11,971

Diligent Board Member Services, Inc. (a)

12,137

43

Electronic Arts, Inc. (a)

962,645

33,818

Fleetmatics Group PLC (a)

124,200

3,540

Microsoft Corp.

2,815,100

115,250

salesforce.com, Inc. (a)

1,126,092

59,266

ServiceNow, Inc. (a)

85,100

4,452

SolarWinds, Inc. (a)

233,812

9,140

Solera Holdings, Inc.

61,100

3,987

SS&C Technologies Holdings, Inc. (a)

620,646

26,471

The Rubicon Project, Inc. (d)

289,182

3,670

 

273,734

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 2.3%

Apple, Inc.

131,361

$ 83,152

TOTAL INFORMATION TECHNOLOGY

1,057,602

MATERIALS - 4.7%

Chemicals - 2.2%

FMC Corp.

291,153

22,291

Monsanto Co.

216,163

26,339

Sherwin-Williams Co.

142,145

29,084

 

77,714

Construction Materials - 2.5%

Eagle Materials, Inc.

601,850

52,343

James Hardie Industries PLC sponsored ADR

164,473

11,000

Vulcan Materials Co.

471,130

28,725

 

92,068

TOTAL MATERIALS

169,782

TELECOMMUNICATION SERVICES - 0.2%

Diversified Telecommunication Services - 0.2%

8x8, Inc. (a)

867,708

6,525

UTILITIES - 0.6%

Electric Utilities - 0.6%

ITC Holdings Corp.

630,289

23,069

TOTAL COMMON STOCKS

(Cost $2,718,813)


3,533,455

Convertible Preferred Stocks - 0.1%

 

 

 

 

CONSUMER DISCRETIONARY - 0.1%

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (e)

(Cost $4,044)

875,350


4,044

Money Market Funds - 2.9%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

58,215,913

$ 58,216

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

48,198,050

48,198

TOTAL MONEY MARKET FUNDS

(Cost $106,414)


106,414

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $2,829,271)

3,643,913

NET OTHER ASSETS (LIABILITIES) - (0.5)%

(19,631)

NET ASSETS - 100%

$ 3,624,282

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 $7,474,000 or 0.2% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Blu Homes, Inc. Series A, 5.00%

6/21/13

$ 4,044

NJOY, Inc.

9/11/13

$ 1,637

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
(Amount in thousands)

Fidelity Cash Central Fund

$ 34

Fidelity Securities Lending Cash Central Fund

388

Total

$ 422

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

$ 585,627

$ 578,153

$ -

$ 7,474

Consumer Staples

347,120

347,120

-

-

Energy

156,037

156,037

-

-

Financials

289,660

288,525

1,135

-

Health Care

501,411

501,386

25

-

Industrials

400,666

400,666

-

-

Information Technology

1,057,602

1,057,602

-

-

Materials

169,782

169,782

-

-

Telecommunication Services

6,525

6,525

-

-

Utilities

23,069

23,069

-

-

Money Market Funds

106,414

106,414

-

-

Total Investments in Securities:

$ 3,643,913

$ 3,635,279

$ 1,160

$ 7,474

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

United States of America

88.9%

Ireland

3.0%

India

1.5%

Bermuda

1.1%

Others (Individually Less Than 1%)

5.5%

 

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 $46,425) - See accompanying schedule:

Unaffiliated issuers (cost $2,722,857)

$ 3,537,499

 

Fidelity Central Funds (cost $106,414)

106,414

 

Total Investments (cost $2,829,271)

 

$ 3,643,913

Cash

 

91

Receivable for investments sold

48,410

Receivable for fund shares sold

1,374

Dividends receivable

2,811

Distributions receivable from Fidelity Central Funds

109

Prepaid expenses

1

Other receivables

159

Total assets

3,696,868

 

 

 

Liabilities

Payable for investments purchased

$ 15,994

Payable for fund shares redeemed

5,027

Accrued management fee

1,628

Distribution and service plan fees payable

849

Other affiliated payables

675

Other payables and accrued expenses

215

Collateral on securities loaned, at value

48,198

Total liabilities

72,586

 

 

 

Net Assets

$ 3,624,282

Net Assets consist of:

 

Paid in capital

$ 3,061,219

Accumulated net investment loss

(7,091)

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

(244,468)

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

814,622

Net Assets

$ 3,624,282

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 ($794,172.48 ÷ 9,158.679 shares)

$ 86.71

 

 

 

Maximum offering price per share (100/94.25 of $86.71)

$ 92.00

Class T:
Net Asset Value
and redemption price per share ($1,313,573.04 ÷ 15,269.614 shares)

$ 86.03

 

 

 

Maximum offering price per share (100/96.50 of $86.03)

$ 89.15

Class B:
Net Asset Value
and offering price per share ($19,942.37 ÷ 259.679 shares)A

$ 76.80

 

 

 

Class C:
Net Asset Value
and offering price per share ($162,860.44 ÷ 2,084.485 shares)A

$ 78.13

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,333,615.49 ÷ 14,385.949 shares)

$ 92.70

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($118.24 ÷ 1.274 shares)

$ 92.81

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

 

$ 16,305

Income from Fidelity Central Funds

 

422

Total income

 

16,727

 

 

 

Expenses

Management fee

$ 9,946

Transfer agent fees

3,548

Distribution and service plan fees

5,203

Accounting and security lending fees

523

Custodian fees and expenses

64

Independent trustees' compensation

8

Registration fees

66

Audit

37

Legal

10

Interest

1

Miscellaneous

14

Total expenses before reductions

19,420

Expense reductions

(38)

19,382

Net investment income (loss)

(2,655)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

267,292

Foreign currency transactions

(283)

Total net realized gain (loss)

 

267,009

Change in net unrealized appreciation (depreciation) on:

Investment securities

(17,027)

Assets and liabilities in foreign currencies

(19)

Total change in net unrealized appreciation (depreciation)

 

(17,046)

Net gain (loss)

249,963

Net increase (decrease) in net assets resulting from operations

$ 247,308

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)

$ (2,655)

$ (1,083)

Net realized gain (loss)

267,009

645,979

Change in net unrealized appreciation (depreciation)

(17,046)

266,591

Net increase (decrease) in net assets resulting from operations

247,308

911,487

Distributions to shareholders from net investment income

-

(3,311)

Share transactions - net increase (decrease)

(124,999)

(367,790)

Total increase (decrease) in net assets

122,309

540,386

 

 

 

Net Assets

Beginning of period

3,501,973

2,961,587

End of period (including accumulated net investment loss of $7,091 and accumulated net investment loss of $4,436, respectively)

$ 3,624,282

$ 3,501,973

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

$ 80.87

$ 61.77

$ 54.56

$ 50.75

$ 42.07

$ 34.36

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.06)

  (.05)

  .02

  (.04)

  (.14)

  (.01)

Net realized and unrealized gain (loss)

  5.90

  19.15

  7.30

  3.90

  8.82

  7.79

Total from investment operations

  5.84

  19.10

  7.32

  3.86

  8.68

  7.78

Distributions from net investment income

  -

  -

  -

  -

  -

  (.06)

Distributions from net realized gain

  -

  -

  (.11)

  (.05)

  -

  (.02)

Total distributions

  -

  -

  (.11)

  (.05)

  -

  (.07) I

Net asset value, end of period

$ 86.71

$ 80.87

$ 61.77

$ 54.56

$ 50.75

$ 42.07

Total Return B, C, D

  7.22%

  30.92%

  13.45%

  7.61%

  20.63%

  22.71%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.07% A

  1.11%

  1.14%

  1.15%

  1.16%

  1.19%

Expenses net of fee waivers, if any

  1.07% A

  1.11%

  1.14%

  1.15%

  1.16%

  1.19%

Expenses net of all reductions

  1.07% A

  1.10%

  1.14%

  1.14%

  1.15%

  1.18%

Net investment income (loss)

  (.15)% A

  (.07)%

  .04%

  (.08)%

  (.31)%

  (.04)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 794

$ 772

$ 632

$ 609

$ 636

$ 640

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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 Total distributions of $.07 per share is comprised of distributions from net investment income of $.059 and distributions from net realized gain of $.015 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

$ 80.31

$ 61.45

$ 54.26

$ 50.51

$ 41.94

$ 34.25

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.15)

  (.17)

  (.08)

  (.14)

  (.22)

  (.09)

Net realized and unrealized gain (loss)

  5.87

  19.03

  7.27

  3.89

  8.79

  7.78

Total from investment operations

  5.72

  18.86

  7.19

  3.75

  8.57

  7.69

Net asset value, end of period

$ 86.03

$ 80.31

$ 61.45

$ 54.26

$ 50.51

$ 41.94

Total Return B, C, D

  7.12%

  30.69%

  13.25%

  7.42%

  20.43%

  22.45%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.28% A

  1.29%

  1.31%

  1.32%

  1.34%

  1.39%

Expenses net of fee waivers, if any

  1.28% A

  1.29%

  1.31%

  1.32%

  1.34%

  1.39%

Expenses net of all reductions

  1.28% A

  1.28%

  1.31%

  1.31%

  1.33%

  1.39%

Net investment income (loss)

  (.35)% A

  (.25)%

  (.13)%

  (.25)%

  (.48)%

  (.24)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,314

$ 1,283

$ 1,108

$ 1,139

$ 1,246

$ 1,268

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 71.91

$ 55.36

$ 49.17

$ 46.04

$ 38.45

$ 31.57

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.36)

  (.52)

  (.39)

  (.42)

  (.44)

  (.26)

Net realized and unrealized gain (loss)

  5.25

  17.07

  6.58

  3.55

  8.03

  7.14

Total from investment operations

  4.89

  16.55

  6.19

  3.13

  7.59

  6.88

Net asset value, end of period

$ 76.80

$ 71.91

$ 55.36

$ 49.17

$ 46.04

$ 38.45

Total Return B, C, D

  6.80%

  29.90%

  12.59%

  6.80%

  19.74%

  21.79%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.89% A

  1.89%

  1.90%

  1.90%

  1.91%

  1.94%

Expenses net of fee waivers, if any

  1.89% A

  1.89%

  1.90%

  1.90%

  1.91%

  1.94%

Expenses net of all reductions

  1.89% A

  1.88%

  1.90%

  1.90%

  1.91%

  1.93%

Net investment income (loss)

  (.97)% A

  (.85)%

  (.72)%

  (.83)%

  (1.06)%

  (.79)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 20

$ 23

$ 26

$ 35

$ 54

$ 70

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 73.13

$ 56.27

$ 49.96

$ 46.77

$ 39.05

$ 32.06

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.34)

  (.50)

  (.37)

  (.41)

  (.44)

  (.26)

Net realized and unrealized gain (loss)

  5.34

  17.36

  6.68

  3.60

  8.16

  7.25

Total from investment operations

  5.00

  16.86

  6.31

  3.19

  7.72

  6.99

Net asset value, end of period

$ 78.13

$ 73.13

$ 56.27

$ 49.96

$ 46.77

$ 39.05

Total Return B, C, D

  6.84%

  29.96%

  12.63%

  6.82%

  19.77%

  21.80%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.82% A

  1.84%

  1.86%

  1.88%

  1.90%

  1.94%

Expenses net of fee waivers, if any

  1.82% A

  1.84%

  1.86%

  1.88%

  1.90%

  1.94%

Expenses net of all reductions

  1.81% A

  1.83%

  1.86%

  1.87%

  1.90%

  1.93%

Net investment income (loss)

  (.89)% A

  (.79)%

  (.68)%

  (.81)%

  (1.05)%

  (.79)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 163

$ 157

$ 133

$ 136

$ 143

$ 142

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 86.32

$ 65.92

$ 58.24

$ 54.14

$ 44.71

$ 36.61

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) D

  .07

  .20

  .25

  .16

  .02

  .12

Net realized and unrealized gain (loss)

  6.31

  20.40

  7.75

  4.16

  9.41

  8.27

Total from investment operations

  6.38

  20.60

  8.00

  4.32

  9.43

  8.39

Distributions from net investment income

  -

  (.20)

  -

  -

  -

  (.27)

Distributions from net realized gain

  -

  -

  (.32)

  (.22)

  -

  (.02)

Total distributions

  -

  (.20)

  (.32)

  (.22)

  -

  (.29) H

Net asset value, end of period

$ 92.70

$ 86.32

$ 65.92

$ 58.24

$ 54.14

$ 44.71

Total Return B, C

  7.39%

  31.36%

  13.83%

  7.99%

  21.09%

  23.11%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .77% A

  .78%

  .80%

  .80%

  .80%

  .85%

Expenses net of fee waivers, if any

  .77% A

  .78%

  .80%

  .80%

  .80%

  .85%

Expenses net of all reductions

  .77% A

  .77%

  .79%

  .79%

  .80%

  .84%

Net investment income (loss)

  .16% A

  .27%

  .39%

  .27%

  .05%

  .30%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,334

$ 1,266

$ 1,063

$ 897

$ 973

$ 983

Portfolio turnover rate F

  49% A

  81%

  73%

  70%

  71%

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

H Total distributions of $.29 per share is comprised of distributions from net investment income of $.274 and distributions from net realized gain of $.015 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

Years ended
November 30,

 

(Unaudited)

2013 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 86.36

$ 78.49

Income from Investment Operations

 

 

Net investment income (loss) D

  .13

  .09

Net realized and unrealized gain (loss)

  6.32

  7.78

Total from investment operations

  6.45

  7.87

Net asset value, end of period

$ 92.81

$ 86.36

Total ReturnB, C

  7.47%

  10.03%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  .64% A

  .64% A

Expenses net of fee waivers, if any

  .64% A

  .64% A

Expenses net of all reductions

  .63% A

  .63% A

Net investment income (loss)

  .29% A

  .38% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 118

 $ 110

Portfolio turnover rate F

  49% A

  81%

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® Equity Growth 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

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

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.

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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.

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.

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

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), redemptions in kind, partnerships, deferred trustees compensation, 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

$ 855,050

Gross unrealized depreciation

(50,835)

Net unrealized appreciation (depreciation) on securities and other investments

$ 804,215

 

 

Tax cost

$ 2,839,698

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

$ (503,654)

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 $872,566 and $1,019,659, 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. For the reporting period, the total annualized management fee rate was .55% 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%

$ 998

$ 24

Class T

.25%

.25%

3,290

43

Class B

.75%

.25%

109

82

Class C

.75%

.25%

806

42

 

 

 

$ 5,203

$ 191

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

$ 56

Class T

17

Class B*

6

Class C*

3

 

$ 82

* 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

$ 930

.23

Class T

1,228

.19

Class B

33

.30

Class C

181

.22

Institutional Class

1,176

.18

Class Z

-**

.04

 

$ 3,548

 

* Annualized

** Amount represents twenty-six dollars.

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 $13 for the period.

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

Borrower or Lender

Average Loan
Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,999

.31%

$ 1

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

7. Security Lending - continued

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 $209. 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 $388, including $23 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 $38 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

 

 

Institutional Class

$ -

$ 3,311

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
A

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

736

1,339

$ 63,191

$ 93,392

Shares redeemed

(1,120)

(2,021)

(95,589)

(140,383)

Net increase (decrease)

(384)

(682)

$ (32,398)

$ (46,991)

Class T

 

 

 

 

Shares sold

883

1,688

$ 74,683

$ 116,336

Shares redeemed

(1,594)

(3,732)

(134,254)

(255,751)

Net increase (decrease)

(711)

(2,044)

$ (59,571)

$ (139,415)

Semiannual Report

10. 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 B

 

 

 

 

Shares sold

2

5

$ 101

$ 343

Shares redeemed

(63)

(159)

(4,726)

(9,702)

Net increase (decrease)

(61)

(154)

$ (4,625)

$ (9,359)

Class C

 

 

 

 

Shares sold

124

155

$ 9,694

$ 9,843

Shares redeemed

(193)

(367)

(14,677)

(22,580)

Net increase (decrease)

(69)

(212)

$ (4,983)

$ (12,737)

Institutional Class

 

 

 

 

Shares sold

1,314

4,554

$ 120,410

$ 315,218

Reinvestment of distributions

-

50

-

3,246

Shares redeemed

(1,597)

(6,060) B

(143,832)

(477,852) B

Net increase (decrease)

(283)

(1,456)

$ (23,422)

$ (159,388)

Class Z

 

 

 

 

Shares sold

-

1

$ -

$ 100

Net increase (decrease)

-

1

$ -

$ 100

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.

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.

At the end of the period, the Fidelity Advisor Freedom Funds were the owners of record, in the aggregate, of approximately 26% of the total outstanding shares of the Fund.

Effective after the close of business on June 6, 2014, 10,458,435 shares of the Fund held by the Fidelity Advisor Freedom Funds were redeemed for investments with a value of $986,638,301. The Fidelity Advisor Freedom Funds' ownership in the Fund was reduced to 0%. The Fund did not recognize gain or loss for federal income tax purposes.

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

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

EPGI-USAN-0714
1.786784.111

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

Equity Growth

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

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,072.20

$ 5.53

HypotheticalA

 

$ 1,000.00

$ 1,019.60

$ 5.39

Class T

1.28%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.20

$ 6.61

HypotheticalA

 

$ 1,000.00

$ 1,018.55

$ 6.44

Class B

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 1,068.00

$ 9.74

HypotheticalA

 

$ 1,000.00

$ 1,015.51

$ 9.50

Class C

1.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,068.40

$ 9.39

HypotheticalA

 

$ 1,000.00

$ 1,015.86

$ 9.15

Institutional Class

.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,073.90

$ 3.98

HypotheticalA

 

$ 1,000.00

$ 1,021.09

$ 3.88

Class Z

.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.70

$ 3.26

HypotheticalA

 

$ 1,000.00

$ 1,021.79

$ 3.18

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

Facebook, Inc. Class A

7.6

5.9

Gilead Sciences, Inc.

4.3

1.4

Keurig Green Mountain, Inc.

3.5

2.3

Harley-Davidson, Inc.

3.2

3.0

Microsoft Corp.

3.2

3.2

Google, Inc. Class A

2.5

3.8

Google, Inc. Class C

2.5

0.0

Apple, Inc.

2.3

2.6

Danaher Corp.

2.0

1.3

Actavis PLC

1.9

1.1

 

33.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

29.2

27.5

Consumer Discretionary

16.1

20.4

Health Care

13.8

16.9

Industrials

11.1

7.4

Consumer Staples

9.6

9.1

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

epg243463

Stocks 97.5%

 

epg243463

Stocks 98.0%

 

epg243466

Convertible
Securities 0.1%

 

epg243466

Convertible
Securities 0.1%

 

epg243469

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

epg243469

Short-Term
Investments and
Net Other Assets (Liabilities) 1.9%

 

* Foreign investments

11.1%

 

** Foreign investments

12.3%

 

epg243472

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.5%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 16.0%

Automobiles - 4.1%

Harley-Davidson, Inc.

1,631,954

$ 116,260

Tesla Motors, Inc. (a)(d)

159,863

33,215

 

149,475

Distributors - 0.3%

LKQ Corp. (a)

327,600

9,088

Diversified Consumer Services - 0.8%

Anhanguera Educacional Participacoes SA

1,851,978

13,309

Bright Horizons Family Solutions, Inc. (a)

183,700

7,161

H&R Block, Inc.

316,752

9,433

 

29,903

Hotels, Restaurants & Leisure - 3.4%

Chipotle Mexican Grill, Inc. (a)

26,485

14,490

Dunkin' Brands Group, Inc.

452,136

20,238

Las Vegas Sands Corp.

99,300

7,598

Starbucks Corp.

659,401

48,295

Yum! Brands, Inc.

444,579

34,370

 

124,991

Household Durables - 0.3%

Mohawk Industries, Inc. (a)

80,416

10,909

Internet & Catalog Retail - 1.0%

Amazon.com, Inc. (a)

56,834

17,763

TripAdvisor, Inc. (a)

182,864

17,769

 

35,532

Leisure Products - 0.1%

NJOY, Inc. (a)(e)

202,642

3,430

Media - 0.8%

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

548,938

28,457

Specialty Retail - 3.5%

CarMax, Inc. (a)

113,848

5,045

Five Below, Inc. (a)

127,900

4,630

GNC Holdings, Inc.

120,300

4,441

Home Depot, Inc.

840,444

67,429

TJX Companies, Inc.

137,559

7,490

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

178,852

15,185

Urban Outfitters, Inc. (a)

697,443

23,378

 

127,598

Textiles, Apparel & Luxury Goods - 1.7%

ECLAT Textile Co. Ltd.

1,033,560

10,668

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - continued

Michael Kors Holdings Ltd. (a)

204,197

$ 19,272

NIKE, Inc. Class B

419,457

32,260

 

62,200

TOTAL CONSUMER DISCRETIONARY

581,583

CONSUMER STAPLES - 9.6%

Beverages - 1.3%

Monster Beverage Corp. (a)

104,840

7,274

SABMiller PLC

372,034

20,648

The Coca-Cola Co.

426,326

17,441

 

45,363

Food & Staples Retailing - 0.9%

Costco Wholesale Corp.

166,200

19,283

Sprouts Farmers Market LLC

48,315

1,309

Whole Foods Market, Inc.

357,383

13,666

 

34,258

Food Products - 4.7%

Keurig Green Mountain, Inc.

1,102,591

124,350

Mead Johnson Nutrition Co. Class A

252,185

22,563

The Hershey Co.

232,859

22,666

 

169,579

Household Products - 1.8%

Procter & Gamble Co.

794,591

64,195

Personal Products - 0.9%

Estee Lauder Companies, Inc. Class A

77,200

5,915

Herbalife Ltd.

428,966

27,810

 

33,725

TOTAL CONSUMER STAPLES

347,120

ENERGY - 4.3%

Energy Equipment & Services - 2.0%

Dril-Quip, Inc. (a)

126,730

12,954

Halliburton Co.

150,800

9,748

Oceaneering International, Inc.

324,370

23,371

Pason Systems, Inc.

417,050

11,366

RigNet, Inc. (a)

325,698

15,445

 

72,884

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - 2.3%

Cheniere Energy, Inc. (a)

156,900

$ 10,686

Continental Resources, Inc. (a)

158,710

22,277

EOG Resources, Inc.

170,800

18,071

EQT Midstream Partners LP

13,000

1,068

Noble Energy, Inc.

133,000

9,585

Phillips 66 Partners LP

10,000

606

Pioneer Natural Resources Co.

83,502

17,549

Targa Resources Corp.

28,800

3,311

 

83,153

TOTAL ENERGY

156,037

FINANCIALS - 8.0%

Banks - 1.1%

HDFC Bank Ltd. sponsored ADR

866,396

39,014

Capital Markets - 5.1%

BlackRock, Inc. Class A

72,600

22,136

E*TRADE Financial Corp. (a)

1,217,511

24,801

Fortress Investment Group LLC

497,300

3,531

Harvest Capital Credit Corp.

82,524

1,197

Invesco Ltd.

1,044,123

38,319

KKR & Co. LP

463,304

10,531

Legg Mason, Inc.

306,058

14,948

The Blackstone Group LP

2,222,233

69,067

 

184,530

Consumer Finance - 0.7%

American Express Co.

216,823

19,839

Shriram Transport Finance Co. Ltd.

368,982

5,904

 

25,743

Diversified Financial Services - 0.9%

Berkshire Hathaway, Inc. Class B (a)

73,900

9,484

McGraw Hill Financial, Inc.

271,175

22,174

 

31,658

Real Estate Management & Development - 0.2%

Leopalace21 Corp. (a)

248,300

1,135

Realogy Holdings Corp. (a)

203,881

7,580

 

8,715

TOTAL FINANCIALS

289,660

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - 13.8%

Biotechnology - 8.8%

Acceleron Pharma, Inc.

146,400

$ 4,345

Actelion Ltd.

56,084

5,574

Alexion Pharmaceuticals, Inc. (a)

162,725

27,064

Biogen Idec, Inc. (a)

216,216

69,053

BioMarin Pharmaceutical, Inc. (a)

271,279

15,723

Cytokinetics, Inc. warrants 6/25/17 (a)

856,620

25

Enanta Pharmaceuticals, Inc. (a)(d)

319,656

12,141

Gilead Sciences, Inc. (a)

1,920,947

156,000

Insmed, Inc. (a)

887,520

11,662

Kamada (a)(d)

429,983

3,444

Ophthotech Corp.

152,216

6,195

uniQure B.V.

100,900

873

Vanda Pharmaceuticals, Inc. (a)

623,542

6,416

 

318,515

Health Care Equipment & Supplies - 0.5%

AxoGen, Inc. (a)

160,469

404

GI Dynamics, Inc. CDI (a)

547,818

278

The Cooper Companies, Inc.

145,993

18,836

 

19,518

Health Care Providers & Services - 0.4%

Apollo Hospitals Enterprise Ltd.

372,049

5,705

Qualicorp SA (a)

764,500

8,053

 

13,758

Health Care Technology - 0.1%

Cerner Corp. (a)

107,000

5,783

Life Sciences Tools & Services - 0.8%

Illumina, Inc. (a)

177,598

28,105

Pharmaceuticals - 3.2%

AbbVie, Inc.

460,251

25,005

Actavis PLC (a)

335,957

71,068

AVANIR Pharmaceuticals Class A (a)

449,144

2,371

Perrigo Co. PLC

125,091

17,288

 

115,732

TOTAL HEALTH CARE

501,411

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - 11.1%

Aerospace & Defense - 2.7%

TransDigm Group, Inc.

168,677

$ 31,831

United Technologies Corp.

578,711

67,258

 

99,089

Airlines - 0.2%

Ryanair Holdings PLC sponsored ADR (a)

113,180

6,435

Building Products - 0.3%

A.O. Smith Corp.

212,338

10,485

Commercial Services & Supplies - 0.6%

KAR Auction Services, Inc.

656,967

20,064

Construction & Engineering - 0.5%

Jacobs Engineering Group, Inc. (a)

305,615

16,830

MasTec, Inc. (a)

58,800

2,117

 

18,947

Electrical Equipment - 0.6%

AMETEK, Inc.

268,355

14,244

Power Solutions International, Inc. (a)

103,136

8,044

 

22,288

Industrial Conglomerates - 2.5%

Danaher Corp.

929,214

72,878

Roper Industries, Inc.

134,969

19,122

 

92,000

Machinery - 2.3%

Allison Transmission Holdings, Inc.

489,200

15,151

Caterpillar, Inc.

268,363

27,435

Manitowoc Co., Inc.

1,119,948

30,295

Sarine Technologies Ltd.

1,701,000

3,675

Sun Hydraulics Corp.

45,000

1,661

Weg SA

371,280

4,311

 

82,528

Professional Services - 0.8%

Equifax, Inc.

117,071

8,287

Verisk Analytics, Inc. (a)

321,529

19,031

 

27,318

Road & Rail - 0.6%

J.B. Hunt Transport Services, Inc.

277,000

21,512

TOTAL INDUSTRIALS

400,666

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - 29.2%

Communications Equipment - 0.5%

QUALCOMM, Inc.

222,400

$ 17,892

Electronic Equipment & Components - 0.7%

TE Connectivity Ltd.

429,023

25,510

Internet Software & Services - 15.7%

Cornerstone OnDemand, Inc. (a)

200,132

8,043

CoStar Group, Inc. (a)

30,100

4,772

Cvent, Inc.

457,278

11,441

Demandware, Inc. (a)

143,000

8,707

Facebook, Inc. Class A (a)

4,321,000

273,518

Google, Inc.:

Class A (a)

160,150

91,550

Class C (a)

160,150

89,841

Naver Corp.

35,174

26,121

SPS Commerce, Inc. (a)

195,299

11,111

Textura Corp. (d)

841,889

17,621

Xoom Corp. (a)

57,100

1,268

Yahoo!, Inc. (a)

763,753

26,464

 

570,457

IT Services - 2.2%

Gartner, Inc. Class A (a)

198,160

14,087

Visa, Inc. Class A

299,408

64,322

 

78,409

Semiconductors & Semiconductor Equipment - 0.2%

MediaTek, Inc.

521,000

8,448

Software - 7.6%

Activision Blizzard, Inc.

87,600

1,820

ANSYS, Inc. (a)

4,168

306

Computer Modelling Group Ltd.

432,800

11,971

Diligent Board Member Services, Inc. (a)

12,137

43

Electronic Arts, Inc. (a)

962,645

33,818

Fleetmatics Group PLC (a)

124,200

3,540

Microsoft Corp.

2,815,100

115,250

salesforce.com, Inc. (a)

1,126,092

59,266

ServiceNow, Inc. (a)

85,100

4,452

SolarWinds, Inc. (a)

233,812

9,140

Solera Holdings, Inc.

61,100

3,987

SS&C Technologies Holdings, Inc. (a)

620,646

26,471

The Rubicon Project, Inc. (d)

289,182

3,670

 

273,734

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 2.3%

Apple, Inc.

131,361

$ 83,152

TOTAL INFORMATION TECHNOLOGY

1,057,602

MATERIALS - 4.7%

Chemicals - 2.2%

FMC Corp.

291,153

22,291

Monsanto Co.

216,163

26,339

Sherwin-Williams Co.

142,145

29,084

 

77,714

Construction Materials - 2.5%

Eagle Materials, Inc.

601,850

52,343

James Hardie Industries PLC sponsored ADR

164,473

11,000

Vulcan Materials Co.

471,130

28,725

 

92,068

TOTAL MATERIALS

169,782

TELECOMMUNICATION SERVICES - 0.2%

Diversified Telecommunication Services - 0.2%

8x8, Inc. (a)

867,708

6,525

UTILITIES - 0.6%

Electric Utilities - 0.6%

ITC Holdings Corp.

630,289

23,069

TOTAL COMMON STOCKS

(Cost $2,718,813)


3,533,455

Convertible Preferred Stocks - 0.1%

 

 

 

 

CONSUMER DISCRETIONARY - 0.1%

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (e)

(Cost $4,044)

875,350


4,044

Money Market Funds - 2.9%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

58,215,913

$ 58,216

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

48,198,050

48,198

TOTAL MONEY MARKET FUNDS

(Cost $106,414)


106,414

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $2,829,271)

3,643,913

NET OTHER ASSETS (LIABILITIES) - (0.5)%

(19,631)

NET ASSETS - 100%

$ 3,624,282

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 $7,474,000 or 0.2% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Blu Homes, Inc. Series A, 5.00%

6/21/13

$ 4,044

NJOY, Inc.

9/11/13

$ 1,637

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
(Amount in thousands)

Fidelity Cash Central Fund

$ 34

Fidelity Securities Lending Cash Central Fund

388

Total

$ 422

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

$ 585,627

$ 578,153

$ -

$ 7,474

Consumer Staples

347,120

347,120

-

-

Energy

156,037

156,037

-

-

Financials

289,660

288,525

1,135

-

Health Care

501,411

501,386

25

-

Industrials

400,666

400,666

-

-

Information Technology

1,057,602

1,057,602

-

-

Materials

169,782

169,782

-

-

Telecommunication Services

6,525

6,525

-

-

Utilities

23,069

23,069

-

-

Money Market Funds

106,414

106,414

-

-

Total Investments in Securities:

$ 3,643,913

$ 3,635,279

$ 1,160

$ 7,474

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

United States of America

88.9%

Ireland

3.0%

India

1.5%

Bermuda

1.1%

Others (Individually Less Than 1%)

5.5%

 

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 $46,425) - See accompanying schedule:

Unaffiliated issuers (cost $2,722,857)

$ 3,537,499

 

Fidelity Central Funds (cost $106,414)

106,414

 

Total Investments (cost $2,829,271)

 

$ 3,643,913

Cash

 

91

Receivable for investments sold

48,410

Receivable for fund shares sold

1,374

Dividends receivable

2,811

Distributions receivable from Fidelity Central Funds

109

Prepaid expenses

1

Other receivables

159

Total assets

3,696,868

 

 

 

Liabilities

Payable for investments purchased

$ 15,994

Payable for fund shares redeemed

5,027

Accrued management fee

1,628

Distribution and service plan fees payable

849

Other affiliated payables

675

Other payables and accrued expenses

215

Collateral on securities loaned, at value

48,198

Total liabilities

72,586

 

 

 

Net Assets

$ 3,624,282

Net Assets consist of:

 

Paid in capital

$ 3,061,219

Accumulated net investment loss

(7,091)

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

(244,468)

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

814,622

Net Assets

$ 3,624,282

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 ($794,172.48 ÷ 9,158.679 shares)

$ 86.71

 

 

 

Maximum offering price per share (100/94.25 of $86.71)

$ 92.00

Class T:
Net Asset Value
and redemption price per share ($1,313,573.04 ÷ 15,269.614 shares)

$ 86.03

 

 

 

Maximum offering price per share (100/96.50 of $86.03)

$ 89.15

Class B:
Net Asset Value
and offering price per share ($19,942.37 ÷ 259.679 shares)A

$ 76.80

 

 

 

Class C:
Net Asset Value
and offering price per share ($162,860.44 ÷ 2,084.485 shares)A

$ 78.13

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,333,615.49 ÷ 14,385.949 shares)

$ 92.70

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($118.24 ÷ 1.274 shares)

$ 92.81

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

 

$ 16,305

Income from Fidelity Central Funds

 

422

Total income

 

16,727

 

 

 

Expenses

Management fee

$ 9,946

Transfer agent fees

3,548

Distribution and service plan fees

5,203

Accounting and security lending fees

523

Custodian fees and expenses

64

Independent trustees' compensation

8

Registration fees

66

Audit

37

Legal

10

Interest

1

Miscellaneous

14

Total expenses before reductions

19,420

Expense reductions

(38)

19,382

Net investment income (loss)

(2,655)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

267,292

Foreign currency transactions

(283)

Total net realized gain (loss)

 

267,009

Change in net unrealized appreciation (depreciation) on:

Investment securities

(17,027)

Assets and liabilities in foreign currencies

(19)

Total change in net unrealized appreciation (depreciation)

 

(17,046)

Net gain (loss)

249,963

Net increase (decrease) in net assets resulting from operations

$ 247,308

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)

$ (2,655)

$ (1,083)

Net realized gain (loss)

267,009

645,979

Change in net unrealized appreciation (depreciation)

(17,046)

266,591

Net increase (decrease) in net assets resulting from operations

247,308

911,487

Distributions to shareholders from net investment income

-

(3,311)

Share transactions - net increase (decrease)

(124,999)

(367,790)

Total increase (decrease) in net assets

122,309

540,386

 

 

 

Net Assets

Beginning of period

3,501,973

2,961,587

End of period (including accumulated net investment loss of $7,091 and accumulated net investment loss of $4,436, respectively)

$ 3,624,282

$ 3,501,973

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

$ 80.87

$ 61.77

$ 54.56

$ 50.75

$ 42.07

$ 34.36

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.06)

  (.05)

  .02

  (.04)

  (.14)

  (.01)

Net realized and unrealized gain (loss)

  5.90

  19.15

  7.30

  3.90

  8.82

  7.79

Total from investment operations

  5.84

  19.10

  7.32

  3.86

  8.68

  7.78

Distributions from net investment income

  -

  -

  -

  -

  -

  (.06)

Distributions from net realized gain

  -

  -

  (.11)

  (.05)

  -

  (.02)

Total distributions

  -

  -

  (.11)

  (.05)

  -

  (.07) I

Net asset value, end of period

$ 86.71

$ 80.87

$ 61.77

$ 54.56

$ 50.75

$ 42.07

Total Return B, C, D

  7.22%

  30.92%

  13.45%

  7.61%

  20.63%

  22.71%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.07% A

  1.11%

  1.14%

  1.15%

  1.16%

  1.19%

Expenses net of fee waivers, if any

  1.07% A

  1.11%

  1.14%

  1.15%

  1.16%

  1.19%

Expenses net of all reductions

  1.07% A

  1.10%

  1.14%

  1.14%

  1.15%

  1.18%

Net investment income (loss)

  (.15)% A

  (.07)%

  .04%

  (.08)%

  (.31)%

  (.04)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 794

$ 772

$ 632

$ 609

$ 636

$ 640

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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 Total distributions of $.07 per share is comprised of distributions from net investment income of $.059 and distributions from net realized gain of $.015 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

$ 80.31

$ 61.45

$ 54.26

$ 50.51

$ 41.94

$ 34.25

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.15)

  (.17)

  (.08)

  (.14)

  (.22)

  (.09)

Net realized and unrealized gain (loss)

  5.87

  19.03

  7.27

  3.89

  8.79

  7.78

Total from investment operations

  5.72

  18.86

  7.19

  3.75

  8.57

  7.69

Net asset value, end of period

$ 86.03

$ 80.31

$ 61.45

$ 54.26

$ 50.51

$ 41.94

Total Return B, C, D

  7.12%

  30.69%

  13.25%

  7.42%

  20.43%

  22.45%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.28% A

  1.29%

  1.31%

  1.32%

  1.34%

  1.39%

Expenses net of fee waivers, if any

  1.28% A

  1.29%

  1.31%

  1.32%

  1.34%

  1.39%

Expenses net of all reductions

  1.28% A

  1.28%

  1.31%

  1.31%

  1.33%

  1.39%

Net investment income (loss)

  (.35)% A

  (.25)%

  (.13)%

  (.25)%

  (.48)%

  (.24)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,314

$ 1,283

$ 1,108

$ 1,139

$ 1,246

$ 1,268

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 71.91

$ 55.36

$ 49.17

$ 46.04

$ 38.45

$ 31.57

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.36)

  (.52)

  (.39)

  (.42)

  (.44)

  (.26)

Net realized and unrealized gain (loss)

  5.25

  17.07

  6.58

  3.55

  8.03

  7.14

Total from investment operations

  4.89

  16.55

  6.19

  3.13

  7.59

  6.88

Net asset value, end of period

$ 76.80

$ 71.91

$ 55.36

$ 49.17

$ 46.04

$ 38.45

Total Return B, C, D

  6.80%

  29.90%

  12.59%

  6.80%

  19.74%

  21.79%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.89% A

  1.89%

  1.90%

  1.90%

  1.91%

  1.94%

Expenses net of fee waivers, if any

  1.89% A

  1.89%

  1.90%

  1.90%

  1.91%

  1.94%

Expenses net of all reductions

  1.89% A

  1.88%

  1.90%

  1.90%

  1.91%

  1.93%

Net investment income (loss)

  (.97)% A

  (.85)%

  (.72)%

  (.83)%

  (1.06)%

  (.79)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 20

$ 23

$ 26

$ 35

$ 54

$ 70

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 73.13

$ 56.27

$ 49.96

$ 46.77

$ 39.05

$ 32.06

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.34)

  (.50)

  (.37)

  (.41)

  (.44)

  (.26)

Net realized and unrealized gain (loss)

  5.34

  17.36

  6.68

  3.60

  8.16

  7.25

Total from investment operations

  5.00

  16.86

  6.31

  3.19

  7.72

  6.99

Net asset value, end of period

$ 78.13

$ 73.13

$ 56.27

$ 49.96

$ 46.77

$ 39.05

Total Return B, C, D

  6.84%

  29.96%

  12.63%

  6.82%

  19.77%

  21.80%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.82% A

  1.84%

  1.86%

  1.88%

  1.90%

  1.94%

Expenses net of fee waivers, if any

  1.82% A

  1.84%

  1.86%

  1.88%

  1.90%

  1.94%

Expenses net of all reductions

  1.81% A

  1.83%

  1.86%

  1.87%

  1.90%

  1.93%

Net investment income (loss)

  (.89)% A

  (.79)%

  (.68)%

  (.81)%

  (1.05)%

  (.79)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 163

$ 157

$ 133

$ 136

$ 143

$ 142

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 86.32

$ 65.92

$ 58.24

$ 54.14

$ 44.71

$ 36.61

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) D

  .07

  .20

  .25

  .16

  .02

  .12

Net realized and unrealized gain (loss)

  6.31

  20.40

  7.75

  4.16

  9.41

  8.27

Total from investment operations

  6.38

  20.60

  8.00

  4.32

  9.43

  8.39

Distributions from net investment income

  -

  (.20)

  -

  -

  -

  (.27)

Distributions from net realized gain

  -

  -

  (.32)

  (.22)

  -

  (.02)

Total distributions

  -

  (.20)

  (.32)

  (.22)

  -

  (.29) H

Net asset value, end of period

$ 92.70

$ 86.32

$ 65.92

$ 58.24

$ 54.14

$ 44.71

Total Return B, C

  7.39%

  31.36%

  13.83%

  7.99%

  21.09%

  23.11%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .77% A

  .78%

  .80%

  .80%

  .80%

  .85%

Expenses net of fee waivers, if any

  .77% A

  .78%

  .80%

  .80%

  .80%

  .85%

Expenses net of all reductions

  .77% A

  .77%

  .79%

  .79%

  .80%

  .84%

Net investment income (loss)

  .16% A

  .27%

  .39%

  .27%

  .05%

  .30%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,334

$ 1,266

$ 1,063

$ 897

$ 973

$ 983

Portfolio turnover rate F

  49% A

  81%

  73%

  70%

  71%

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

H Total distributions of $.29 per share is comprised of distributions from net investment income of $.274 and distributions from net realized gain of $.015 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

Years ended
November 30,

 

(Unaudited)

2013 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 86.36

$ 78.49

Income from Investment Operations

 

 

Net investment income (loss) D

  .13

  .09

Net realized and unrealized gain (loss)

  6.32

  7.78

Total from investment operations

  6.45

  7.87

Net asset value, end of period

$ 92.81

$ 86.36

Total ReturnB, C

  7.47%

  10.03%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  .64% A

  .64% A

Expenses net of fee waivers, if any

  .64% A

  .64% A

Expenses net of all reductions

  .63% A

  .63% A

Net investment income (loss)

  .29% A

  .38% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 118

 $ 110

Portfolio turnover rate F

  49% A

  81%

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® Equity Growth 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

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

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.

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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.

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.

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

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), redemptions in kind, partnerships, deferred trustees compensation, 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

$ 855,050

Gross unrealized depreciation

(50,835)

Net unrealized appreciation (depreciation) on securities and other investments

$ 804,215

 

 

Tax cost

$ 2,839,698

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

$ (503,654)

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 $872,566 and $1,019,659, 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. For the reporting period, the total annualized management fee rate was .55% 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%

$ 998

$ 24

Class T

.25%

.25%

3,290

43

Class B

.75%

.25%

109

82

Class C

.75%

.25%

806

42

 

 

 

$ 5,203

$ 191

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

$ 56

Class T

17

Class B*

6

Class C*

3

 

$ 82

* 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

$ 930

.23

Class T

1,228

.19

Class B

33

.30

Class C

181

.22

Institutional Class

1,176

.18

Class Z

-**

.04

 

$ 3,548

 

* Annualized

** Amount represents twenty-six dollars.

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 $13 for the period.

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

Borrower or Lender

Average Loan
Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,999

.31%

$ 1

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

7. Security Lending - continued

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 $209. 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 $388, including $23 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 $38 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

 

 

Institutional Class

$ -

$ 3,311

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
A

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

736

1,339

$ 63,191

$ 93,392

Shares redeemed

(1,120)

(2,021)

(95,589)

(140,383)

Net increase (decrease)

(384)

(682)

$ (32,398)

$ (46,991)

Class T

 

 

 

 

Shares sold

883

1,688

$ 74,683

$ 116,336

Shares redeemed

(1,594)

(3,732)

(134,254)

(255,751)

Net increase (decrease)

(711)

(2,044)

$ (59,571)

$ (139,415)

Semiannual Report

10. 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 B

 

 

 

 

Shares sold

2

5

$ 101

$ 343

Shares redeemed

(63)

(159)

(4,726)

(9,702)

Net increase (decrease)

(61)

(154)

$ (4,625)

$ (9,359)

Class C

 

 

 

 

Shares sold

124

155

$ 9,694

$ 9,843

Shares redeemed

(193)

(367)

(14,677)

(22,580)

Net increase (decrease)

(69)

(212)

$ (4,983)

$ (12,737)

Institutional Class

 

 

 

 

Shares sold

1,314

4,554

$ 120,410

$ 315,218

Reinvestment of distributions

-

50

-

3,246

Shares redeemed

(1,597)

(6,060) B

(143,832)

(477,852) B

Net increase (decrease)

(283)

(1,456)

$ (23,422)

$ (159,388)

Class Z

 

 

 

 

Shares sold

-

1

$ -

$ 100

Net increase (decrease)

-

1

$ -

$ 100

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.

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.

At the end of the period, the Fidelity Advisor Freedom Funds were the owners of record, in the aggregate, of approximately 26% of the total outstanding shares of the Fund.

Effective after the close of business on June 6, 2014, 10,458,435 shares of the Fund held by the Fidelity Advisor Freedom Funds were redeemed for investments with a value of $986,638,301. The Fidelity Advisor Freedom Funds' ownership in the Fund was reduced to 0%. The Fund did not recognize gain or loss for federal income tax purposes.

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

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

EPG-USAN-0714
1.786783.111

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor®

Equity Growth

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

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,072.20

$ 5.53

HypotheticalA

 

$ 1,000.00

$ 1,019.60

$ 5.39

Class T

1.28%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.20

$ 6.61

HypotheticalA

 

$ 1,000.00

$ 1,018.55

$ 6.44

Class B

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 1,068.00

$ 9.74

HypotheticalA

 

$ 1,000.00

$ 1,015.51

$ 9.50

Class C

1.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,068.40

$ 9.39

HypotheticalA

 

$ 1,000.00

$ 1,015.86

$ 9.15

Institutional Class

.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,073.90

$ 3.98

HypotheticalA

 

$ 1,000.00

$ 1,021.09

$ 3.88

Class Z

.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.70

$ 3.26

HypotheticalA

 

$ 1,000.00

$ 1,021.79

$ 3.18

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

Facebook, Inc. Class A

7.6

5.9

Gilead Sciences, Inc.

4.3

1.4

Keurig Green Mountain, Inc.

3.5

2.3

Harley-Davidson, Inc.

3.2

3.0

Microsoft Corp.

3.2

3.2

Google, Inc. Class A

2.5

3.8

Google, Inc. Class C

2.5

0.0

Apple, Inc.

2.3

2.6

Danaher Corp.

2.0

1.3

Actavis PLC

1.9

1.1

 

33.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

29.2

27.5

Consumer Discretionary

16.1

20.4

Health Care

13.8

16.9

Industrials

11.1

7.4

Consumer Staples

9.6

9.1

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

pgz362645

Stocks 97.5%

 

pgz362645

Stocks 98.0%

 

pgz362648

Convertible
Securities 0.1%

 

pgz362648

Convertible
Securities 0.1%

 

pgz362651

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

pgz362651

Short-Term
Investments and
Net Other Assets (Liabilities) 1.9%

 

* Foreign investments

11.1%

 

** Foreign investments

12.3%

 

pgz362654

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.5%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 16.0%

Automobiles - 4.1%

Harley-Davidson, Inc.

1,631,954

$ 116,260

Tesla Motors, Inc. (a)(d)

159,863

33,215

 

149,475

Distributors - 0.3%

LKQ Corp. (a)

327,600

9,088

Diversified Consumer Services - 0.8%

Anhanguera Educacional Participacoes SA

1,851,978

13,309

Bright Horizons Family Solutions, Inc. (a)

183,700

7,161

H&R Block, Inc.

316,752

9,433

 

29,903

Hotels, Restaurants & Leisure - 3.4%

Chipotle Mexican Grill, Inc. (a)

26,485

14,490

Dunkin' Brands Group, Inc.

452,136

20,238

Las Vegas Sands Corp.

99,300

7,598

Starbucks Corp.

659,401

48,295

Yum! Brands, Inc.

444,579

34,370

 

124,991

Household Durables - 0.3%

Mohawk Industries, Inc. (a)

80,416

10,909

Internet & Catalog Retail - 1.0%

Amazon.com, Inc. (a)

56,834

17,763

TripAdvisor, Inc. (a)

182,864

17,769

 

35,532

Leisure Products - 0.1%

NJOY, Inc. (a)(e)

202,642

3,430

Media - 0.8%

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

548,938

28,457

Specialty Retail - 3.5%

CarMax, Inc. (a)

113,848

5,045

Five Below, Inc. (a)

127,900

4,630

GNC Holdings, Inc.

120,300

4,441

Home Depot, Inc.

840,444

67,429

TJX Companies, Inc.

137,559

7,490

Ulta Salon, Cosmetics & Fragrance, Inc. (a)

178,852

15,185

Urban Outfitters, Inc. (a)

697,443

23,378

 

127,598

Textiles, Apparel & Luxury Goods - 1.7%

ECLAT Textile Co. Ltd.

1,033,560

10,668

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - continued

Michael Kors Holdings Ltd. (a)

204,197

$ 19,272

NIKE, Inc. Class B

419,457

32,260

 

62,200

TOTAL CONSUMER DISCRETIONARY

581,583

CONSUMER STAPLES - 9.6%

Beverages - 1.3%

Monster Beverage Corp. (a)

104,840

7,274

SABMiller PLC

372,034

20,648

The Coca-Cola Co.

426,326

17,441

 

45,363

Food & Staples Retailing - 0.9%

Costco Wholesale Corp.

166,200

19,283

Sprouts Farmers Market LLC

48,315

1,309

Whole Foods Market, Inc.

357,383

13,666

 

34,258

Food Products - 4.7%

Keurig Green Mountain, Inc.

1,102,591

124,350

Mead Johnson Nutrition Co. Class A

252,185

22,563

The Hershey Co.

232,859

22,666

 

169,579

Household Products - 1.8%

Procter & Gamble Co.

794,591

64,195

Personal Products - 0.9%

Estee Lauder Companies, Inc. Class A

77,200

5,915

Herbalife Ltd.

428,966

27,810

 

33,725

TOTAL CONSUMER STAPLES

347,120

ENERGY - 4.3%

Energy Equipment & Services - 2.0%

Dril-Quip, Inc. (a)

126,730

12,954

Halliburton Co.

150,800

9,748

Oceaneering International, Inc.

324,370

23,371

Pason Systems, Inc.

417,050

11,366

RigNet, Inc. (a)

325,698

15,445

 

72,884

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - 2.3%

Cheniere Energy, Inc. (a)

156,900

$ 10,686

Continental Resources, Inc. (a)

158,710

22,277

EOG Resources, Inc.

170,800

18,071

EQT Midstream Partners LP

13,000

1,068

Noble Energy, Inc.

133,000

9,585

Phillips 66 Partners LP

10,000

606

Pioneer Natural Resources Co.

83,502

17,549

Targa Resources Corp.

28,800

3,311

 

83,153

TOTAL ENERGY

156,037

FINANCIALS - 8.0%

Banks - 1.1%

HDFC Bank Ltd. sponsored ADR

866,396

39,014

Capital Markets - 5.1%

BlackRock, Inc. Class A

72,600

22,136

E*TRADE Financial Corp. (a)

1,217,511

24,801

Fortress Investment Group LLC

497,300

3,531

Harvest Capital Credit Corp.

82,524

1,197

Invesco Ltd.

1,044,123

38,319

KKR & Co. LP

463,304

10,531

Legg Mason, Inc.

306,058

14,948

The Blackstone Group LP

2,222,233

69,067

 

184,530

Consumer Finance - 0.7%

American Express Co.

216,823

19,839

Shriram Transport Finance Co. Ltd.

368,982

5,904

 

25,743

Diversified Financial Services - 0.9%

Berkshire Hathaway, Inc. Class B (a)

73,900

9,484

McGraw Hill Financial, Inc.

271,175

22,174

 

31,658

Real Estate Management & Development - 0.2%

Leopalace21 Corp. (a)

248,300

1,135

Realogy Holdings Corp. (a)

203,881

7,580

 

8,715

TOTAL FINANCIALS

289,660

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - 13.8%

Biotechnology - 8.8%

Acceleron Pharma, Inc.

146,400

$ 4,345

Actelion Ltd.

56,084

5,574

Alexion Pharmaceuticals, Inc. (a)

162,725

27,064

Biogen Idec, Inc. (a)

216,216

69,053

BioMarin Pharmaceutical, Inc. (a)

271,279

15,723

Cytokinetics, Inc. warrants 6/25/17 (a)

856,620

25

Enanta Pharmaceuticals, Inc. (a)(d)

319,656

12,141

Gilead Sciences, Inc. (a)

1,920,947

156,000

Insmed, Inc. (a)

887,520

11,662

Kamada (a)(d)

429,983

3,444

Ophthotech Corp.

152,216

6,195

uniQure B.V.

100,900

873

Vanda Pharmaceuticals, Inc. (a)

623,542

6,416

 

318,515

Health Care Equipment & Supplies - 0.5%

AxoGen, Inc. (a)

160,469

404

GI Dynamics, Inc. CDI (a)

547,818

278

The Cooper Companies, Inc.

145,993

18,836

 

19,518

Health Care Providers & Services - 0.4%

Apollo Hospitals Enterprise Ltd.

372,049

5,705

Qualicorp SA (a)

764,500

8,053

 

13,758

Health Care Technology - 0.1%

Cerner Corp. (a)

107,000

5,783

Life Sciences Tools & Services - 0.8%

Illumina, Inc. (a)

177,598

28,105

Pharmaceuticals - 3.2%

AbbVie, Inc.

460,251

25,005

Actavis PLC (a)

335,957

71,068

AVANIR Pharmaceuticals Class A (a)

449,144

2,371

Perrigo Co. PLC

125,091

17,288

 

115,732

TOTAL HEALTH CARE

501,411

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - 11.1%

Aerospace & Defense - 2.7%

TransDigm Group, Inc.

168,677

$ 31,831

United Technologies Corp.

578,711

67,258

 

99,089

Airlines - 0.2%

Ryanair Holdings PLC sponsored ADR (a)

113,180

6,435

Building Products - 0.3%

A.O. Smith Corp.

212,338

10,485

Commercial Services & Supplies - 0.6%

KAR Auction Services, Inc.

656,967

20,064

Construction & Engineering - 0.5%

Jacobs Engineering Group, Inc. (a)

305,615

16,830

MasTec, Inc. (a)

58,800

2,117

 

18,947

Electrical Equipment - 0.6%

AMETEK, Inc.

268,355

14,244

Power Solutions International, Inc. (a)

103,136

8,044

 

22,288

Industrial Conglomerates - 2.5%

Danaher Corp.

929,214

72,878

Roper Industries, Inc.

134,969

19,122

 

92,000

Machinery - 2.3%

Allison Transmission Holdings, Inc.

489,200

15,151

Caterpillar, Inc.

268,363

27,435

Manitowoc Co., Inc.

1,119,948

30,295

Sarine Technologies Ltd.

1,701,000

3,675

Sun Hydraulics Corp.

45,000

1,661

Weg SA

371,280

4,311

 

82,528

Professional Services - 0.8%

Equifax, Inc.

117,071

8,287

Verisk Analytics, Inc. (a)

321,529

19,031

 

27,318

Road & Rail - 0.6%

J.B. Hunt Transport Services, Inc.

277,000

21,512

TOTAL INDUSTRIALS

400,666

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - 29.2%

Communications Equipment - 0.5%

QUALCOMM, Inc.

222,400

$ 17,892

Electronic Equipment & Components - 0.7%

TE Connectivity Ltd.

429,023

25,510

Internet Software & Services - 15.7%

Cornerstone OnDemand, Inc. (a)

200,132

8,043

CoStar Group, Inc. (a)

30,100

4,772

Cvent, Inc.

457,278

11,441

Demandware, Inc. (a)

143,000

8,707

Facebook, Inc. Class A (a)

4,321,000

273,518

Google, Inc.:

Class A (a)

160,150

91,550

Class C (a)

160,150

89,841

Naver Corp.

35,174

26,121

SPS Commerce, Inc. (a)

195,299

11,111

Textura Corp. (d)

841,889

17,621

Xoom Corp. (a)

57,100

1,268

Yahoo!, Inc. (a)

763,753

26,464

 

570,457

IT Services - 2.2%

Gartner, Inc. Class A (a)

198,160

14,087

Visa, Inc. Class A

299,408

64,322

 

78,409

Semiconductors & Semiconductor Equipment - 0.2%

MediaTek, Inc.

521,000

8,448

Software - 7.6%

Activision Blizzard, Inc.

87,600

1,820

ANSYS, Inc. (a)

4,168

306

Computer Modelling Group Ltd.

432,800

11,971

Diligent Board Member Services, Inc. (a)

12,137

43

Electronic Arts, Inc. (a)

962,645

33,818

Fleetmatics Group PLC (a)

124,200

3,540

Microsoft Corp.

2,815,100

115,250

salesforce.com, Inc. (a)

1,126,092

59,266

ServiceNow, Inc. (a)

85,100

4,452

SolarWinds, Inc. (a)

233,812

9,140

Solera Holdings, Inc.

61,100

3,987

SS&C Technologies Holdings, Inc. (a)

620,646

26,471

The Rubicon Project, Inc. (d)

289,182

3,670

 

273,734

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 2.3%

Apple, Inc.

131,361

$ 83,152

TOTAL INFORMATION TECHNOLOGY

1,057,602

MATERIALS - 4.7%

Chemicals - 2.2%

FMC Corp.

291,153

22,291

Monsanto Co.

216,163

26,339

Sherwin-Williams Co.

142,145

29,084

 

77,714

Construction Materials - 2.5%

Eagle Materials, Inc.

601,850

52,343

James Hardie Industries PLC sponsored ADR

164,473

11,000

Vulcan Materials Co.

471,130

28,725

 

92,068

TOTAL MATERIALS

169,782

TELECOMMUNICATION SERVICES - 0.2%

Diversified Telecommunication Services - 0.2%

8x8, Inc. (a)

867,708

6,525

UTILITIES - 0.6%

Electric Utilities - 0.6%

ITC Holdings Corp.

630,289

23,069

TOTAL COMMON STOCKS

(Cost $2,718,813)


3,533,455

Convertible Preferred Stocks - 0.1%

 

 

 

 

CONSUMER DISCRETIONARY - 0.1%

Household Durables - 0.1%

Blu Homes, Inc. Series A, 5.00% (e)

(Cost $4,044)

875,350


4,044

Money Market Funds - 2.9%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

58,215,913

$ 58,216

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

48,198,050

48,198

TOTAL MONEY MARKET FUNDS

(Cost $106,414)


106,414

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $2,829,271)

3,643,913

NET OTHER ASSETS (LIABILITIES) - (0.5)%

(19,631)

NET ASSETS - 100%

$ 3,624,282

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 $7,474,000 or 0.2% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Blu Homes, Inc. Series A, 5.00%

6/21/13

$ 4,044

NJOY, Inc.

9/11/13

$ 1,637

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
(Amount in thousands)

Fidelity Cash Central Fund

$ 34

Fidelity Securities Lending Cash Central Fund

388

Total

$ 422

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

$ 585,627

$ 578,153

$ -

$ 7,474

Consumer Staples

347,120

347,120

-

-

Energy

156,037

156,037

-

-

Financials

289,660

288,525

1,135

-

Health Care

501,411

501,386

25

-

Industrials

400,666

400,666

-

-

Information Technology

1,057,602

1,057,602

-

-

Materials

169,782

169,782

-

-

Telecommunication Services

6,525

6,525

-

-

Utilities

23,069

23,069

-

-

Money Market Funds

106,414

106,414

-

-

Total Investments in Securities:

$ 3,643,913

$ 3,635,279

$ 1,160

$ 7,474

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

United States of America

88.9%

Ireland

3.0%

India

1.5%

Bermuda

1.1%

Others (Individually Less Than 1%)

5.5%

 

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 $46,425) - See accompanying schedule:

Unaffiliated issuers (cost $2,722,857)

$ 3,537,499

 

Fidelity Central Funds (cost $106,414)

106,414

 

Total Investments (cost $2,829,271)

 

$ 3,643,913

Cash

 

91

Receivable for investments sold

48,410

Receivable for fund shares sold

1,374

Dividends receivable

2,811

Distributions receivable from Fidelity Central Funds

109

Prepaid expenses

1

Other receivables

159

Total assets

3,696,868

 

 

 

Liabilities

Payable for investments purchased

$ 15,994

Payable for fund shares redeemed

5,027

Accrued management fee

1,628

Distribution and service plan fees payable

849

Other affiliated payables

675

Other payables and accrued expenses

215

Collateral on securities loaned, at value

48,198

Total liabilities

72,586

 

 

 

Net Assets

$ 3,624,282

Net Assets consist of:

 

Paid in capital

$ 3,061,219

Accumulated net investment loss

(7,091)

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

(244,468)

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

814,622

Net Assets

$ 3,624,282

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 ($794,172.48 ÷ 9,158.679 shares)

$ 86.71

 

 

 

Maximum offering price per share (100/94.25 of $86.71)

$ 92.00

Class T:
Net Asset Value
and redemption price per share ($1,313,573.04 ÷ 15,269.614 shares)

$ 86.03

 

 

 

Maximum offering price per share (100/96.50 of $86.03)

$ 89.15

Class B:
Net Asset Value
and offering price per share ($19,942.37 ÷ 259.679 shares)A

$ 76.80

 

 

 

Class C:
Net Asset Value
and offering price per share ($162,860.44 ÷ 2,084.485 shares)A

$ 78.13

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,333,615.49 ÷ 14,385.949 shares)

$ 92.70

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($118.24 ÷ 1.274 shares)

$ 92.81

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

 

$ 16,305

Income from Fidelity Central Funds

 

422

Total income

 

16,727

 

 

 

Expenses

Management fee

$ 9,946

Transfer agent fees

3,548

Distribution and service plan fees

5,203

Accounting and security lending fees

523

Custodian fees and expenses

64

Independent trustees' compensation

8

Registration fees

66

Audit

37

Legal

10

Interest

1

Miscellaneous

14

Total expenses before reductions

19,420

Expense reductions

(38)

19,382

Net investment income (loss)

(2,655)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

267,292

Foreign currency transactions

(283)

Total net realized gain (loss)

 

267,009

Change in net unrealized appreciation (depreciation) on:

Investment securities

(17,027)

Assets and liabilities in foreign currencies

(19)

Total change in net unrealized appreciation (depreciation)

 

(17,046)

Net gain (loss)

249,963

Net increase (decrease) in net assets resulting from operations

$ 247,308

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)

$ (2,655)

$ (1,083)

Net realized gain (loss)

267,009

645,979

Change in net unrealized appreciation (depreciation)

(17,046)

266,591

Net increase (decrease) in net assets resulting from operations

247,308

911,487

Distributions to shareholders from net investment income

-

(3,311)

Share transactions - net increase (decrease)

(124,999)

(367,790)

Total increase (decrease) in net assets

122,309

540,386

 

 

 

Net Assets

Beginning of period

3,501,973

2,961,587

End of period (including accumulated net investment loss of $7,091 and accumulated net investment loss of $4,436, respectively)

$ 3,624,282

$ 3,501,973

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

$ 80.87

$ 61.77

$ 54.56

$ 50.75

$ 42.07

$ 34.36

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.06)

  (.05)

  .02

  (.04)

  (.14)

  (.01)

Net realized and unrealized gain (loss)

  5.90

  19.15

  7.30

  3.90

  8.82

  7.79

Total from investment operations

  5.84

  19.10

  7.32

  3.86

  8.68

  7.78

Distributions from net investment income

  -

  -

  -

  -

  -

  (.06)

Distributions from net realized gain

  -

  -

  (.11)

  (.05)

  -

  (.02)

Total distributions

  -

  -

  (.11)

  (.05)

  -

  (.07) I

Net asset value, end of period

$ 86.71

$ 80.87

$ 61.77

$ 54.56

$ 50.75

$ 42.07

Total Return B, C, D

  7.22%

  30.92%

  13.45%

  7.61%

  20.63%

  22.71%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.07% A

  1.11%

  1.14%

  1.15%

  1.16%

  1.19%

Expenses net of fee waivers, if any

  1.07% A

  1.11%

  1.14%

  1.15%

  1.16%

  1.19%

Expenses net of all reductions

  1.07% A

  1.10%

  1.14%

  1.14%

  1.15%

  1.18%

Net investment income (loss)

  (.15)% A

  (.07)%

  .04%

  (.08)%

  (.31)%

  (.04)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 794

$ 772

$ 632

$ 609

$ 636

$ 640

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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 Total distributions of $.07 per share is comprised of distributions from net investment income of $.059 and distributions from net realized gain of $.015 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

$ 80.31

$ 61.45

$ 54.26

$ 50.51

$ 41.94

$ 34.25

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.15)

  (.17)

  (.08)

  (.14)

  (.22)

  (.09)

Net realized and unrealized gain (loss)

  5.87

  19.03

  7.27

  3.89

  8.79

  7.78

Total from investment operations

  5.72

  18.86

  7.19

  3.75

  8.57

  7.69

Net asset value, end of period

$ 86.03

$ 80.31

$ 61.45

$ 54.26

$ 50.51

$ 41.94

Total Return B, C, D

  7.12%

  30.69%

  13.25%

  7.42%

  20.43%

  22.45%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.28% A

  1.29%

  1.31%

  1.32%

  1.34%

  1.39%

Expenses net of fee waivers, if any

  1.28% A

  1.29%

  1.31%

  1.32%

  1.34%

  1.39%

Expenses net of all reductions

  1.28% A

  1.28%

  1.31%

  1.31%

  1.33%

  1.39%

Net investment income (loss)

  (.35)% A

  (.25)%

  (.13)%

  (.25)%

  (.48)%

  (.24)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,314

$ 1,283

$ 1,108

$ 1,139

$ 1,246

$ 1,268

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 71.91

$ 55.36

$ 49.17

$ 46.04

$ 38.45

$ 31.57

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.36)

  (.52)

  (.39)

  (.42)

  (.44)

  (.26)

Net realized and unrealized gain (loss)

  5.25

  17.07

  6.58

  3.55

  8.03

  7.14

Total from investment operations

  4.89

  16.55

  6.19

  3.13

  7.59

  6.88

Net asset value, end of period

$ 76.80

$ 71.91

$ 55.36

$ 49.17

$ 46.04

$ 38.45

Total Return B, C, D

  6.80%

  29.90%

  12.59%

  6.80%

  19.74%

  21.79%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.89% A

  1.89%

  1.90%

  1.90%

  1.91%

  1.94%

Expenses net of fee waivers, if any

  1.89% A

  1.89%

  1.90%

  1.90%

  1.91%

  1.94%

Expenses net of all reductions

  1.89% A

  1.88%

  1.90%

  1.90%

  1.91%

  1.93%

Net investment income (loss)

  (.97)% A

  (.85)%

  (.72)%

  (.83)%

  (1.06)%

  (.79)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 20

$ 23

$ 26

$ 35

$ 54

$ 70

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 73.13

$ 56.27

$ 49.96

$ 46.77

$ 39.05

$ 32.06

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.34)

  (.50)

  (.37)

  (.41)

  (.44)

  (.26)

Net realized and unrealized gain (loss)

  5.34

  17.36

  6.68

  3.60

  8.16

  7.25

Total from investment operations

  5.00

  16.86

  6.31

  3.19

  7.72

  6.99

Net asset value, end of period

$ 78.13

$ 73.13

$ 56.27

$ 49.96

$ 46.77

$ 39.05

Total Return B, C, D

  6.84%

  29.96%

  12.63%

  6.82%

  19.77%

  21.80%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.82% A

  1.84%

  1.86%

  1.88%

  1.90%

  1.94%

Expenses net of fee waivers, if any

  1.82% A

  1.84%

  1.86%

  1.88%

  1.90%

  1.94%

Expenses net of all reductions

  1.81% A

  1.83%

  1.86%

  1.87%

  1.90%

  1.93%

Net investment income (loss)

  (.89)% A

  (.79)%

  (.68)%

  (.81)%

  (1.05)%

  (.79)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 163

$ 157

$ 133

$ 136

$ 143

$ 142

Portfolio turnover rate G

  49% A

  81%

  73%

  70%

  71%

  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 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

$ 86.32

$ 65.92

$ 58.24

$ 54.14

$ 44.71

$ 36.61

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) D

  .07

  .20

  .25

  .16

  .02

  .12

Net realized and unrealized gain (loss)

  6.31

  20.40

  7.75

  4.16

  9.41

  8.27

Total from investment operations

  6.38

  20.60

  8.00

  4.32

  9.43

  8.39

Distributions from net investment income

  -

  (.20)

  -

  -

  -

  (.27)

Distributions from net realized gain

  -

  -

  (.32)

  (.22)

  -

  (.02)

Total distributions

  -

  (.20)

  (.32)

  (.22)

  -

  (.29) H

Net asset value, end of period

$ 92.70

$ 86.32

$ 65.92

$ 58.24

$ 54.14

$ 44.71

Total Return B, C

  7.39%

  31.36%

  13.83%

  7.99%

  21.09%

  23.11%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .77% A

  .78%

  .80%

  .80%

  .80%

  .85%

Expenses net of fee waivers, if any

  .77% A

  .78%

  .80%

  .80%

  .80%

  .85%

Expenses net of all reductions

  .77% A

  .77%

  .79%

  .79%

  .80%

  .84%

Net investment income (loss)

  .16% A

  .27%

  .39%

  .27%

  .05%

  .30%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,334

$ 1,266

$ 1,063

$ 897

$ 973

$ 983

Portfolio turnover rate F

  49% A

  81%

  73%

  70%

  71%

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

H Total distributions of $.29 per share is comprised of distributions from net investment income of $.274 and distributions from net realized gain of $.015 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

Years ended
November 30,

 

(Unaudited)

2013 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 86.36

$ 78.49

Income from Investment Operations

 

 

Net investment income (loss) D

  .13

  .09

Net realized and unrealized gain (loss)

  6.32

  7.78

Total from investment operations

  6.45

  7.87

Net asset value, end of period

$ 92.81

$ 86.36

Total ReturnB, C

  7.47%

  10.03%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  .64% A

  .64% A

Expenses net of fee waivers, if any

  .64% A

  .64% A

Expenses net of all reductions

  .63% A

  .63% A

Net investment income (loss)

  .29% A

  .38% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 118

 $ 110

Portfolio turnover rate F

  49% A

  81%

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® Equity Growth 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

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

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.

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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.

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.

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

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), redemptions in kind, partnerships, deferred trustees compensation, 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

$ 855,050

Gross unrealized depreciation

(50,835)

Net unrealized appreciation (depreciation) on securities and other investments

$ 804,215

 

 

Tax cost

$ 2,839,698

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

$ (503,654)

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 $872,566 and $1,019,659, 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. For the reporting period, the total annualized management fee rate was .55% 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%

$ 998

$ 24

Class T

.25%

.25%

3,290

43

Class B

.75%

.25%

109

82

Class C

.75%

.25%

806

42

 

 

 

$ 5,203

$ 191

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

$ 56

Class T

17

Class B*

6

Class C*

3

 

$ 82

* 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

$ 930

.23

Class T

1,228

.19

Class B

33

.30

Class C

181

.22

Institutional Class

1,176

.18

Class Z

-**

.04

 

$ 3,548

 

* Annualized

** Amount represents twenty-six dollars.

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 $13 for the period.

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

Borrower or Lender

Average Loan
Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,999

.31%

$ 1

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

7. Security Lending - continued

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 $209. 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 $388, including $23 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 $38 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

 

 

Institutional Class

$ -

$ 3,311

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
A

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

736

1,339

$ 63,191

$ 93,392

Shares redeemed

(1,120)

(2,021)

(95,589)

(140,383)

Net increase (decrease)

(384)

(682)

$ (32,398)

$ (46,991)

Class T

 

 

 

 

Shares sold

883

1,688

$ 74,683

$ 116,336

Shares redeemed

(1,594)

(3,732)

(134,254)

(255,751)

Net increase (decrease)

(711)

(2,044)

$ (59,571)

$ (139,415)

Semiannual Report

10. 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 B

 

 

 

 

Shares sold

2

5

$ 101

$ 343

Shares redeemed

(63)

(159)

(4,726)

(9,702)

Net increase (decrease)

(61)

(154)

$ (4,625)

$ (9,359)

Class C

 

 

 

 

Shares sold

124

155

$ 9,694

$ 9,843

Shares redeemed

(193)

(367)

(14,677)

(22,580)

Net increase (decrease)

(69)

(212)

$ (4,983)

$ (12,737)

Institutional Class

 

 

 

 

Shares sold

1,314

4,554

$ 120,410

$ 315,218

Reinvestment of distributions

-

50

-

3,246

Shares redeemed

(1,597)

(6,060) B

(143,832)

(477,852) B

Net increase (decrease)

(283)

(1,456)

$ (23,422)

$ (159,388)

Class Z

 

 

 

 

Shares sold

-

1

$ -

$ 100

Net increase (decrease)

-

1

$ -

$ 100

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.

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.

At the end of the period, the Fidelity Advisor Freedom Funds were the owners of record, in the aggregate, of approximately 26% of the total outstanding shares of the Fund.

Effective after the close of business on June 6, 2014, 10,458,435 shares of the Fund held by the Fidelity Advisor Freedom Funds were redeemed for investments with a value of $986,638,301. The Fidelity Advisor Freedom Funds' ownership in the Fund was reduced to 0%. The Fund did not recognize gain or loss for federal income tax purposes.

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

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

EPGZ-USAN-0714
1.9585494.100

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

Equity 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

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.50

$ 4.95

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

Class T

1.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.50

$ 6.08

HypotheticalA

 

$ 1,000.00

$ 1,019.05

$ 5.94

Class B

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.20

$ 9.26

HypotheticalA

 

$ 1,000.00

$ 1,015.96

$ 9.05

Class C

1.72%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.70

$ 8.85

HypotheticalA

 

$ 1,000.00

$ 1,016.36

$ 8.65

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,069.10

$ 3.61

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

Class Z

.54%

 

 

 

Actual

 

$ 1,000.00

$ 1,070.00

$ 2.79

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

JPMorgan Chase & Co.

3.9

4.0

Chevron Corp.

3.0

2.9

Cisco Systems, Inc.

2.5

2.2

General Electric Co.

2.4

2.5

MetLife, Inc.

2.3

2.3

Procter & Gamble Co.

2.1

2.1

Johnson & Johnson

2.1

1.9

Verizon Communications, Inc.

1.8

1.3

Exxon Mobil Corp.

1.8

2.4

Wells Fargo & Co.

1.8

3.0

 

23.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.0

21.4

Energy

14.9

14.0

Information Technology

11.9

11.5

Consumer Staples

10.6

8.8

Industrials

9.6

10.4

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

pii302268

Stocks 90.2%

 

pii302268

Stocks 90.8%

 

pii302271

Bonds 0.2%

 

pii302271

Bonds 0.1%

 

pii302274

Convertible
Securities 4.5%

 

pii302274

Convertible
Securities 4.5%

 

pii302277

Other Investments 0.6%

 

pii302277

Other Investments 0.3%

 

pii302280

Short-Term
Investments and
Net Other Assets
(Liabilities) 4.5%

 

pii302280

Short-Term
Investments and
Net Other Assets
(Liabilities) 4.3%

 

* Foreign investments

10.5%

 

** Foreign investments

11.5%

 

* Written options

0.0%

 

** Written options

(0.1%)

 

pii302283

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 89.8%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 6.6%

Auto Components - 0.2%

Gentex Corp.

189,860

$ 5,491

Hotels, Restaurants & Leisure - 2.1%

Darden Restaurants, Inc. (e)

229,600

11,508

McDonald's Corp.

242,117

24,558

Texas Roadhouse, Inc. Class A

214,562

5,424

Yum! Brands, Inc.

151,121

11,683

 

53,173

Leisure Products - 0.3%

New Academy Holding Co. LLC unit (a)(j)(k)

52,800

7,546

Media - 1.6%

Comcast Corp. Class A

626,874

32,723

Sinclair Broadcast Group, Inc. Class A

212,235

6,278

 

39,001

Multiline Retail - 1.8%

Kohl's Corp.

273,776

14,904

Target Corp.

515,455

29,257

 

44,161

Specialty Retail - 0.6%

Abercrombie & Fitch Co. Class A

148,043

5,627

Foot Locker, Inc.

133,131

6,414

Staples, Inc.

369,733

4,159

 

16,200

TOTAL CONSUMER DISCRETIONARY

165,572

CONSUMER STAPLES - 10.6%

Beverages - 2.0%

Molson Coors Brewing Co. Class B

162,005

10,649

PepsiCo, Inc.

113,122

9,992

The Coca-Cola Co.

726,672

29,728

 

50,369

Food & Staples Retailing - 1.6%

CVS Caremark Corp.

185,000

14,489

Wal-Mart Stores, Inc.

154,750

11,880

Walgreen Co.

208,844

15,018

 

41,387

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food Products - 0.9%

B&G Foods, Inc. Class A

70,054

$ 2,400

Kellogg Co.

285,552

19,697

 

22,097

Household Products - 2.1%

Procter & Gamble Co.

654,217

52,854

Tobacco - 4.0%

Altria Group, Inc.

692,065

28,762

British American Tobacco PLC sponsored ADR

100,511

12,188

Japan Tobacco, Inc.

38,700

1,315

Lorillard, Inc.

454,553

28,260

Philip Morris International, Inc.

161,212

14,274

Reynolds American, Inc.

245,446

14,636

 

99,435

TOTAL CONSUMER STAPLES

266,142

ENERGY - 14.0%

Energy Equipment & Services - 1.8%

Ensco PLC Class A

192,324

10,128

National Oilwell Varco, Inc.

141,849

11,613

Noble Corp.

307,414

9,671

Schlumberger Ltd.

119,457

12,428

 

43,840

Oil, Gas & Consumable Fuels - 12.2%

Access Midstream Partners LP

81,247

5,118

Anadarko Petroleum Corp.

124,445

12,800

Apache Corp.

214,027

19,952

Canadian Natural Resources Ltd.

359,300

14,623

Chevron Corp.

604,769

74,260

CONSOL Energy, Inc.

250,475

11,063

EV Energy Partners LP

243,025

8,975

Exxon Mobil Corp.

450,560

45,295

Gazprom OAO sponsored ADR (Reg. S)

136,300

1,111

Holly Energy Partners LP

114,912

4,061

HollyFrontier Corp.

58,877

2,900

Imperial Oil Ltd.

129,500

6,376

Legacy Reserves LP

115,099

3,384

Markwest Energy Partners LP

257,191

15,933

Occidental Petroleum Corp.

154,423

15,394

Royal Dutch Shell PLC Class A sponsored ADR

140,158

11,016

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Scorpio Tankers, Inc.

126,500

$ 1,147

Suncor Energy, Inc.

486,500

18,723

The Williams Companies, Inc.

695,250

32,649

Williams Partners LP

61,100

3,245

 

308,025

TOTAL ENERGY

351,865

FINANCIALS - 22.8%

Banks - 9.3%

Bank of America Corp.

270,900

4,101

CIT Group, Inc. (i)

72,362

3,219

Citigroup, Inc.

236,500

11,250

Comerica, Inc.

104,780

5,026

FirstMerit Corp.

169,240

3,160

JPMorgan Chase & Co.

1,763,557

98,004

M&T Bank Corp. (e)

194,017

23,548

PNC Financial Services Group, Inc.

71,200

6,071

Standard Chartered PLC (United Kingdom)

405,343

9,121

U.S. Bancorp

560,100

23,631

Valley National Bancorp (e)

226,900

2,199

Wells Fargo & Co.

871,950

44,278

 

233,608

Capital Markets - 5.4%

Apollo Global Management LLC Class A

161,502

4,010

Apollo Investment Corp.

888,252

7,444

Ares Capital Corp.

325,442

5,611

Ares Management LP

114,800

2,181

Ashmore Group PLC (e)

837,305

4,959

BlackRock, Inc. Class A

37,577

11,457

Carlyle Group LP

142,800

4,423

Charles Schwab Corp.

195,406

4,926

Greenhill & Co., Inc. (e)

54,823

2,726

Invesco Ltd.

124,100

4,554

KKR & Co. LP

1,665,196

37,850

Morgan Stanley

375,942

11,602

State Street Corp.

154,599

10,091

The Blackstone Group LP

828,703

25,756

 

137,590

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Diversified Financial Services - 0.6%

Berkshire Hathaway, Inc. Class B (a)

93,785

$ 12,036

TPG Specialty Lending, Inc.

126,100

2,672

 

14,708

Insurance - 4.7%

ACE Ltd.

202,111

20,961

Allied World Assurance Co. Holdings Ltd.

34,500

1,294

Brasil Insurance Participacoes e Administracao SA

539,700

1,927

esure Group PLC

611,000

2,724

MetLife, Inc.

1,115,557

56,815

Prudential Financial, Inc.

115,898

9,522

The Chubb Corp.

134,667

12,478

The Travelers Companies, Inc.

136,849

12,789

 

118,510

Real Estate Investment Trusts - 2.6%

American Capital Agency Corp.

433,580

10,289

Annaly Capital Management, Inc.

802,994

9,467

CBL & Associates Properties, Inc.

280,000

5,270

Coresite Realty Corp.

101,920

3,231

First Potomac Realty Trust

473,077

6,188

Home Properties, Inc.

153,430

9,540

Piedmont Office Realty Trust, Inc. Class A (e)

157,535

2,933

Rayonier, Inc.

97,852

4,658

Retail Properties America, Inc.

375,097

5,641

Two Harbors Investment Corp.

565,041

5,950

Ventas, Inc.

42,294

2,825

 

65,992

Real Estate Management & Development - 0.1%

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

96,000

1,788

Thrifts & Mortgage Finance - 0.1%

Radian Group, Inc.

124,900

1,801

TOTAL FINANCIALS

573,997

HEALTH CARE - 7.9%

Biotechnology - 0.4%

Amgen, Inc.

80,149

9,296

Health Care Equipment & Supplies - 0.6%

Baxter International, Inc.

91,000

6,771

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

Covidien PLC

71,700

$ 5,242

St. Jude Medical, Inc.

40,262

2,613

 

14,626

Health Care Providers & Services - 0.9%

Aetna, Inc.

41,215

3,196

Quest Diagnostics, Inc.

100,036

5,991

UnitedHealth Group, Inc.

167,876

13,368

WellPoint, Inc.

44

5

 

22,560

Pharmaceuticals - 6.0%

AbbVie, Inc.

47,354

2,573

Astellas Pharma, Inc.

617,100

7,939

AstraZeneca PLC sponsored ADR

162,212

11,712

Johnson & Johnson

512,218

51,970

Merck & Co., Inc.

519,268

30,045

Pfizer, Inc.

863,813

25,595

Sanofi SA

72,826

7,786

Teva Pharmaceutical Industries Ltd. sponsored ADR

277,398

14,006

 

151,626

TOTAL HEALTH CARE

198,108

INDUSTRIALS - 9.1%

Aerospace & Defense - 0.8%

United Technologies Corp.

175,807

20,432

Air Freight & Logistics - 2.3%

C.H. Robinson Worldwide, Inc.

206,479

12,360

PostNL NV (a)

757,600

3,714

United Parcel Service, Inc. Class B

393,490

40,876

 

56,950

Airlines - 0.1%

Copa Holdings SA Class A

8,700

1,243

Commercial Services & Supplies - 1.3%

Intrum Justitia AB

161,784

5,036

KAR Auction Services, Inc.

156,904

4,792

Republic Services, Inc.

634,789

22,472

 

32,300

Electrical Equipment - 0.6%

Eaton Corp. PLC

53,300

3,928

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - continued

Emerson Electric Co.

76,270

$ 5,089

Hubbell, Inc. Class B

48,569

5,683

 

14,700

Industrial Conglomerates - 2.4%

General Electric Co.

2,292,733

61,422

Machinery - 0.8%

Cummins, Inc.

50,637

7,744

Stanley Black & Decker, Inc. (i)

151,826

13,270

 

21,014

Professional Services - 0.5%

Acacia Research Corp.

202,860

3,274

Bureau Veritas SA

86,073

2,595

Michael Page International PLC

732,018

5,628

 

11,497

Road & Rail - 0.3%

Union Pacific Corp.

43,902

8,748

TOTAL INDUSTRIALS

228,306

INFORMATION TECHNOLOGY - 11.1%

Communications Equipment - 2.9%

Cisco Systems, Inc.

2,548,453

62,743

QUALCOMM, Inc.

129,689

10,433

 

73,176

Electronic Equipment & Components - 0.4%

TE Connectivity Ltd.

159,030

9,456

Internet Software & Services - 0.3%

Yahoo!, Inc. (a)

241,700

8,375

IT Services - 3.5%

Accenture PLC Class A

81,896

6,670

IBM Corp.

239,223

44,103

Paychex, Inc.

763,278

31,378

Quindell PLC

5,244,900

1,824

Xerox Corp.

410,915

5,075

 

89,050

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 1.6%

Applied Materials, Inc.

957,177

$ 19,325

Broadcom Corp. Class A

677,529

21,593

 

40,918

Software - 1.8%

CA Technologies, Inc.

230,081

6,601

Microsoft Corp. (i)

928,138

37,998

 

44,599

Technology Hardware, Storage & Peripherals - 0.6%

Apple, Inc.

15,103

9,560

EMC Corp.

216,519

5,751

 

15,311

TOTAL INFORMATION TECHNOLOGY

280,885

MATERIALS - 1.3%

Chemicals - 0.4%

Potash Corp. of Saskatchewan, Inc.

66,400

2,410

RPM International, Inc.

145,099

6,249

Tronox Ltd. Class A

76,965

2,045

 

10,704

Metals & Mining - 0.9%

Commercial Metals Co.

294,254

5,223

Freeport-McMoRan Copper & Gold, Inc.

465,414

15,847

Goldcorp, Inc.

13,700

322

SunCoke Energy Partners LP

38,412

1,101

 

22,493

TOTAL MATERIALS

33,197

TELECOMMUNICATION SERVICES - 3.5%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

679,727

24,110

Verizon Communications, Inc.

923,006

46,113

Verizon Communications, Inc. CDI

128,984

6,435

 

76,658

Wireless Telecommunication Services - 0.4%

Vodafone Group PLC

3,076,582

10,787

TOTAL TELECOMMUNICATION SERVICES

87,445

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 2.9%

Electric Utilities - 2.9%

American Electric Power Co., Inc.

317,915

$ 16,961

Hawaiian Electric Industries, Inc. (e)

218,498

5,255

Pinnacle West Capital Corp.

42,500

2,355

PPL Corp.

478,591

16,794

Southern Co.

561,125

24,566

Xcel Energy, Inc.

262,029

8,060

 

73,991

Multi-Utilities - 0.0%

CenterPoint Energy, Inc.

30,314

731

TOTAL UTILITIES

74,722

TOTAL COMMON STOCKS

(Cost $1,868,328)


2,260,239

Preferred Stocks - 1.6%

 

 

 

 

Convertible Preferred Stocks - 1.2%

CONSUMER STAPLES - 0.0%

Food Products - 0.0%

Post Holdings, Inc. 5.25% (a)

10,000

1,058

FINANCIALS - 0.3%

Real Estate Investment Trusts - 0.3%

American Tower Corp. Series A, 5.25% (a)

13,000

1,391

Crown Castle International Corp. Series A, 4.50%

43,800

4,556

Weyerhaeuser Co. Series A, 6.375%

43,200

2,531

 

8,478

HEALTH CARE - 0.2%

Health Care Equipment & Supplies - 0.2%

Alere, Inc. 3.00%

11,539

3,623

INDUSTRIALS - 0.1%

Aerospace & Defense - 0.1%

United Technologies Corp. 7.50%

31,500

2,073

Preferred Stocks - continued

Shares

Value (000s)

Convertible Preferred Stocks - continued

UTILITIES - 0.6%

Electric Utilities - 0.2%

NextEra Energy, Inc.:

5.889%

35,144

$ 2,195

Series E, 5.599%

61,200

3,927

 

6,122

Multi-Utilities - 0.4%

CenterPoint Energy, Inc. 2.00% ZENS

70,100

3,821

Dominion Resources, Inc.:

Series A, 6.125%

43,400

2,486

Series B, 6.00%

43,400

2,502

 

8,809

TOTAL UTILITIES

14,931

TOTAL CONVERTIBLE PREFERRED STOCKS

30,163

Nonconvertible Preferred Stocks - 0.4%

FINANCIALS - 0.4%

Consumer Finance - 0.4%

Ally Financial, Inc.:

7.00% (g)

8,531

8,604

Series A, 8.50%

60,466

1,672

 

10,276

TOTAL PREFERRED STOCKS

(Cost $35,784)


40,439

Corporate Bonds - 3.5%

 

Principal Amount (000s) (d)

 

Convertible Bonds - 3.3%

CONSUMER DISCRETIONARY - 0.3%

Automobiles - 0.2%

Ford Motor Co. 4.25% 11/15/16

$ 800

1,531

Volkswagen International Finance NV 5.5% 11/9/15 (g)

EUR

2,400

3,908

 

5,439

Diversified Consumer Services - 0.1%

Carriage Services, Inc. 2.75% 3/15/21 (g)

1,000

1,078

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - 0.0%

Liberty Media Corp. 3.5% 1/15/31

$ 958

$ 887

TOTAL CONSUMER DISCRETIONARY

7,404

ENERGY - 0.4%

Oil, Gas & Consumable Fuels - 0.4%

Amyris, Inc. 3% 2/27/17

516

421

BPZ Energy, Inc. 8.5% 10/1/17

1,070

1,252

Chesapeake Energy Corp. 2.5% 5/15/37

3,600

3,802

Clean Energy Fuels Corp. 5.25% 10/1/18 (g)

1,410

1,358

Ship Finance International Ltd. 3.25% 2/1/18

2,810

3,143

 

9,976

FINANCIALS - 0.4%

Capital Markets - 0.1%

Ares Capital Corp. 5.75% 2/1/16

1,830

1,960

Insurance - 0.1%

Fidelity National Financial, Inc. 4.25% 8/15/18

1,850

3,069

Thrifts & Mortgage Finance - 0.2%

MGIC Investment Corp. 9% 4/1/63 (g)

3,390

4,335

TOTAL FINANCIALS

9,364

HEALTH CARE - 0.8%

Biotechnology - 0.1%

Gilead Sciences, Inc. 1.625% 5/1/16

250

892

Theravance, Inc. 2.125% 1/15/23

2,260

2,698

 

3,590

Health Care Equipment & Supplies - 0.1%

Teleflex, Inc. 3.875% 8/1/17

1,380

2,445

Health Care Providers & Services - 0.6%

HealthSouth Corp. 2% 12/1/43

4,116

4,445

Molina Healthcare, Inc. 1.125% 1/15/20

1,590

1,979

WellPoint, Inc. 2.75% 10/15/42

5,070

7,871

 

14,295

TOTAL HEALTH CARE

20,330

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

INDUSTRIALS - 0.3%

Commercial Services & Supplies - 0.1%

Covanta Holding Corp. 3.25% 7/1/14

$ 1,830

$ 2,162

Construction & Engineering - 0.1%

Layne Christensen Co. 4.25% 11/15/18 (g)

1,080

1,046

MasTec, Inc.:

4% 6/15/14

890

2,020

4.25% 12/15/14

420

980

 

4,046

Machinery - 0.1%

Navistar International Corp. 4.75% 4/15/19 (g)

1,530

1,566

TOTAL INDUSTRIALS

7,774

INFORMATION TECHNOLOGY - 0.8%

Communications Equipment - 0.2%

InterDigital, Inc. 2.5% 3/15/16

4,730

4,919

Liberty Interactive LLC 0.75% 3/30/43

1,250

1,631

 

6,550

Semiconductors & Semiconductor Equipment - 0.4%

Canadian Solar, Inc. 4.25% 2/15/19 (g)

1,760

1,709

GT Advanced Technologies, Inc.:

3% 10/1/17

3,530

8,086

3% 12/15/20

720

1,171

 

10,966

Software - 0.2%

TiVo, Inc. 4% 3/15/16 (g)

3,230

4,070

TOTAL INFORMATION TECHNOLOGY

21,586

MATERIALS - 0.2%

Metals & Mining - 0.2%

Goldcorp, Inc. 2% 8/1/14

3,120

3,126

Newmont Mining Corp. 1.25% 7/15/14

2,000

2,000

 

5,126

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

UTILITIES - 0.1%

Electric Utilities - 0.1%

NRG Yield, Inc. 3.5% 2/1/19 (g)

$ 2,480

$ 2,769

TOTAL CONVERTIBLE BONDS

84,329

Nonconvertible Bonds - 0.2%

INDUSTRIALS - 0.1%

Commercial Services & Supplies - 0.1%

APX Group, Inc. 8.75% 12/1/20

2,545

2,596

MATERIALS - 0.1%

Metals & Mining - 0.1%

JMC Steel Group, Inc. 8.25% 3/15/18 (g)

1,489

1,526

Walter Energy, Inc. 8.5% 4/15/21

2,030

1,096

 

2,622

TOTAL NONCONVERTIBLE BONDS

5,218

TOTAL CORPORATE BONDS

(Cost $79,021)


89,547

Other - 0.5%

ENERGY - 0.5%

Oil, Gas & Consumable Fuels - 0.5%

EQTY ER Holdings, LLC 12% 1/28/18 (f)(k)(l)

5,667

5,667

Shares

 

EQTY ER Holdings, LLC (f)(k)(l)

2,833,333

6,344

TOTAL OTHER

(Cost $8,504) .


12,011

Preferred Securities - 0.1%

 

Principal Amount (000s) (d)

Value (000s)

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

Baggot Securities Ltd. 10.24% (g)(h)

(Cost $1,520)

EUR

990

 

$ 1,514

Money Market Funds - 5.1%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

109,101,870

109,102

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

18,367,948

18,368

TOTAL MONEY MARKET FUNDS

(Cost $127,470)


127,470

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $2,120,627)

2,531,220

NET OTHER ASSETS (LIABILITIES) - (0.6)%

(14,962)

NET ASSETS - 100%

$ 2,516,258

Written Options

Expiration Date/Exercise Price

Number of Contracts

Premium (000s)

Value (000s)

Call Options

CIT Group, Inc.

7/19/14 -
$50.00

362

$ 39

$ (3)

Microsoft Corp.

7/19/14 -
$42.00

1,420

105

(69)

Stanley Black & Decker, Inc.

7/19/14 -
$85.00

800

120

(260)

TOTAL WRITTEN OPTIONS

$ 264

$ (332)

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 $33,483,000 or 1.3% of net assets.

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

(i) Security or a portion of the security is pledged as collateral for call options written. At period end, the value of securities pledged amounted to $14,416,000.

(j) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is owned by the Fund.

(k) 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 $21,345,000 or 0.8% 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

$ 1,920

EQTY ER Holdings, LLC 12% 1/28/18

1/29/13

$ 5,667

EQTY ER Holdings, LLC

1/29/13

$ 2,833

New Academy Holding Co. LLC unit

8/1/11

$ 5,565

(l) Investments represent a non-operating interest in oil and gas wells through an entity owned by the fund that is treated as a corporation for U.S. tax purposes.

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

$ 31

Fidelity Securities Lending Cash Central Fund

46

Total

$ 77

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

Income

Value,
end of
period

EQTY ER Holdings, LLC 12% 1/28/18

$ 5,667

$ -

$ -

$ 680

$ 5,667

EQTY ER Holdings, LLC

2,833

-

-

-

6,344

Total

$ 8,500

$ -

$ -

$ 680

$ 12,011

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

$ 165,572

$ 158,026

$ -

$ 7,546

Consumer Staples

267,200

265,885

1,315

-

Energy

351,865

351,865

-

-

Financials

592,751

575,272

15,691

1,788

Health Care

201,731

186,006

15,725

-

Industrials

230,379

230,379

-

-

Information Technology

280,885

280,885

-

-

Materials

33,197

33,197

-

-

Telecommunication Services

87,445

76,658

10,787

-

Utilities

89,653

79,710

9,943

-

Corporate Bonds

89,547

-

89,547

-

Other/Energy

12,011

-

12,011

Preferred Securities

1,514

-

1,514

-

Money Market Funds

127,470

127,470

-

-

Total Investments in Securities:

$ 2,531,220

$ 2,365,353

$ 156,533

$ 9,334

Derivative Instruments:

Liabilities

Written Options

$ (332)

$ (332)

$ -

$ -

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

Value
(Amounts in thousands)

 

Asset

Liability

Equity Risk

Written Options (a)

$ -

$ (332)

Total Value of Derivatives

$ -

$ (332)

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

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

United States of America

89.5%

United Kingdom

3.6%

Canada

1.9%

Switzerland

1.2%

Others (Individually Less Than 1%)

3.8%

 

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 $17,865) - See accompanying schedule:

Unaffiliated issuers (cost $1,984,653)

$ 2,391,739

 

Fidelity Central Funds (cost $127,470)

127,470

 

Other affiliated issuers (cost $8,504)

12,011

 

Total Investments (cost $2,120,627)

 

$ 2,531,220

Receivable for investments sold

1,739

Receivable for fund shares sold

1,149

Dividends receivable

6,120

Interest receivable

887

Distributions receivable from Fidelity Central Funds

33

Prepaid expenses

1

Other receivables

112

Total assets

2,541,261

 

 

 

Liabilities

Payable for investments purchased

$ 158

Payable for fund shares redeemed

2,597

Accrued management fee

935

Distribution and service plan fees payable

765

Written options, at value (premium received $264)

332

Other affiliated payables

486

Other payables and accrued expenses

141

Deferred taxes

1,221

Collateral on securities loaned, at value

18,368

Total liabilities

25,003

 

 

 

Net Assets

$ 2,516,258

Net Assets consist of:

 

Paid in capital

$ 2,069,457

Undistributed net investment income

9,777

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

27,721

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

409,303

Net Assets

$ 2,516,258

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 ($797,658.2 ÷ 24,009.150 shares)

$ 33.22

 

 

 

Maximum offering price per share (100/94.25 of $33.22)

$ 35.25

Class T:
Net Asset Value
and redemption price per share ($998,240.7 ÷ 29,577.247 shares)

$ 33.75

 

 

 

Maximum offering price per share (100/96.50 of $33.75)

$ 34.97

Class B:
Net Asset Value
and offering price per share ($22,333.3 ÷ 667.811 shares)A

$ 33.44

 

 

 

Class C:
Net Asset Value
and offering price per share ($207,192.6 ÷ 6,208.987 shares)A

$ 33.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($490,721.1 ÷ 14,296.338 shares)

$ 34.32

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($111.6 ÷ 3.251 shares)

$ 34.33

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

 

$ 36,790

Special dividends

 

8,544

Interest (including $680 earned from other affiliated issuers)

 

1,931

Income from Fidelity Central Funds

 

77

Total income

 

47,342

 

 

 

Expenses

Management fee

$ 5,547

Transfer agent fees

2,520

Distribution and service plan fees

4,534

Accounting and security lending fees

369

Custodian fees and expenses

28

Independent trustees' compensation

5

Registration fees

69

Audit

43

Legal

5

Miscellaneous

8

Total expenses before reductions

13,128

Expense reductions

(29)

13,099

Net investment income (loss)

34,243

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

133,745

Foreign currency transactions

3

Written options

1,505

Total net realized gain (loss)

 

135,253

Change in net unrealized appreciation (depreciation) on:

Investment securities

(9,063)

Assets and liabilities in foreign currencies

(16)

Written options

588

Total change in net unrealized appreciation (depreciation)

 

(8,491)

Net gain (loss)

126,762

Net increase (decrease) in net assets resulting from operations

$ 161,005

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)

$ 34,243

$ 45,925

Net realized gain (loss)

135,253

210,951

Change in net unrealized appreciation (depreciation)

(8,491)

276,538

Net increase (decrease) in net assets resulting
from operations

161,005

533,414

Distributions to shareholders from net investment income

(35,573)

(43,731)

Distributions to shareholders from net realized gain

-

(2,444)

Total distributions

(35,573)

(46,175)

Share transactions - net increase (decrease)

(75,628)

(140,174)

Total increase (decrease) in net assets

49,804

347,065

 

 

 

Net Assets

Beginning of period

2,466,454

2,119,389

End of period (including undistributed net investment income of $9,777 and undistributed net investment income of $11,107, respectively)

$ 2,516,258

$ 2,466,454

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

$ 31.60

$ 25.55

$ 22.18

$ 21.07

$ 20.26

$ 16.72

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .46 I

  .60

  .61

  .42

  .25

  .28

Net realized and unrealized gain (loss)

  1.65

  6.06

  3.32

  1.11

  .81

  3.58

Total from investment operations

  2.11

  6.66

  3.93

  1.53

  1.06

  3.86

Distributions from net investment income

  (.49)

  (.58)

  (.56)

  (.42)

  (.25)

  (.32)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.49)

  (.61)

  (.56)

  (.42)

  (.25)

  (.32)

Net asset value, end of period

$ 33.22

$ 31.60

$ 25.55

$ 22.18

$ 21.07

$ 20.26

Total Return B, C, D

  6.75%

  26.43%

  17.90%

  7.25%

  5.26%

  23.58%

Ratios to Average Net Assets F,H

 

 

 

 

 

Expenses before reductions

  .96% A

  .98%

  1.02%

  1.03%

  1.04%

  1.07%

Expenses net of fee waivers, if any

  .96% A

  .98%

  1.02%

  1.03%

  1.04%

  1.07%

Expenses net of all reductions

  .96% A

  .97%

  1.01%

  1.02%

  1.04%

  1.07%

Net investment income (loss)

  2.89% A,I

  2.07%

  2.52%

  1.82%

  1.21%

  1.67%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 798

$ 777

$ 646

$ 634

$ 719

$ 831

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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 Investment income per share reflects a large, non-recurring dividends which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.19%.

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

$ 32.09

$ 25.94

$ 22.50

$ 21.37

$ 20.54

$ 16.94

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .43 I

  .55

  .57

  .38

  .22

  .25

Net realized and unrealized gain (loss)

  1.68

  6.15

  3.37

  1.13

  .82

  3.63

Total from investment operations

  2.11

  6.70

  3.94

  1.51

  1.04

  3.88

Distributions from net investment income

  (.45)

  (.52)

  (.50)

  (.38)

  (.21)

  (.28)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.45)

  (.55)

  (.50)

  (.38)

  (.21)

  (.28)

Net asset value, end of period

$ 33.75

$ 32.09

$ 25.94

$ 22.50

$ 21.37

$ 20.54

Total Return B, C, D

  6.65%

  26.14%

  17.70%

  7.02%

  5.09%

  23.35%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.18% A

  1.19%

  1.21%

  1.22%

  1.23%

  1.28%

Expenses net of fee waivers, if any

  1.18% A

  1.19%

  1.21%

  1.22%

  1.23%

  1.28%

Expenses net of all reductions

  1.18% A

  1.18%

  1.21%

  1.21%

  1.22%

  1.27%

Net investment income (loss)

  2.67% A,I

  1.86%

  2.32%

  1.63%

  1.03%

  1.47%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 998

$ 984

$ 854

$ 862

$ 1,108

$ 1,264

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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 Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend>, the ratio of net investment income (loss) to average net assets would have been 1.97%.

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

$ 31.79

$ 25.69

$ 22.29

$ 21.16

$ 20.33

$ 16.77

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .33 I

  .36

  .42

  .24

  .09

  .15

Net realized and unrealized gain (loss)

  1.66

  6.10

  3.34

  1.12

  .82

  3.59

Total from investment operations

  1.99

  6.46

  3.76

  1.36

  .91

  3.74

Distributions from net investment income

  (.34)

  (.33)

  (.36)

  (.23)

  (.08)

  (.18)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.34)

  (.36)

  (.36)

  (.23)

  (.08)

  (.18)

Net asset value, end of period

$ 33.44

$ 31.79

$ 25.69

$ 22.29

$ 21.16

$ 20.33

Total Return B, C, D

  6.32%

  25.39%

  16.97%

  6.43%

  4.49%

  22.59%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.80% A

  1.80%

  1.80%

  1.81%

  1.82%

  1.84%

Expenses net of fee waivers, if any

  1.80% A

  1.80%

  1.80%

  1.81%

  1.82%

  1.84%

Expenses net of all reductions

  1.79% A

  1.79%

  1.80%

  1.80%

  1.81%

  1.84%

Net investment income (loss)

  2.05% A,I

  1.26%

  1.73%

  1.04%

  .44%

  .90%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 22

$ 27

$ 31

$ 42

$ 63

$ 88

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.36%.

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

$ 31.73

$ 25.66

$ 22.27

$ 21.16

$ 20.34

$ 16.78

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .34 I

  .38

  .43

  .25

  .09

  .16

Net realized and unrealized gain (loss)

  1.66

  6.09

  3.33

  1.11

  .82

  3.59

Total from investment operations

  2.00

  6.47

  3.76

  1.36

  .91

  3.75

Distributions from net investment income

  (.36)

  (.37)

  (.37)

  (.25)

  (.09)

  (.19)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.36)

  (.40)

  (.37)

  (.25)

  (.09)

  (.19)

Net asset value, end of period

$ 33.37

$ 31.73

$ 25.66

$ 22.27

$ 21.16

$ 20.34

Total Return B, C, D

  6.37%

  25.46%

  17.03%

  6.40%

  4.50%

  22.63%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.72% A

  1.74%

  1.77%

  1.78%

  1.80%

  1.83%

Expenses net of fee waivers, if any

  1.72% A

  1.74%

  1.77%

  1.78%

  1.80%

  1.83%

Expenses net of all reductions

  1.72% A

  1.73%

  1.77%

  1.77%

  1.79%

  1.83%

Net investment income (loss)

  2.13% A,I

  1.32%

  1.76%

  1.06%

  .46%

  .91%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 207

$ 195

$ 143

$ 134

$ 149

$ 165

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.43%.

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

$ 32.62

$ 26.36

$ 22.86

$ 21.70

$ 20.85

$ 17.20

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .52 H

  .70

  .70

  .50

  .32

  .34

Net realized and unrealized gain (loss)

  1.71

  6.24

  3.43

  1.14

  .83

  3.68

Total from investment operations

  2.23

  6.94

  4.13

  1.64

  1.15

  4.02

Distributions from net investment income

  (.53)

  (.65)

  (.63)

  (.48)

  (.30)

  (.37)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.53)

  (.68)

  (.63)

  (.48)

  (.30)

  (.37)

Net asset value, end of period

$ 34.32

$ 32.62

$ 26.36

$ 22.86

$ 21.70

$ 20.85

Total Return B, C

  6.91%

  26.72%

  18.27%

  7.55%

  5.56%

  23.90%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .70% A

  .72%

  .73%

  .74%

  .77%

  .79%

Expenses net of fee waivers, if any

  .70% A

  .72%

  .73%

  .74%

  .77%

  .79%

Expenses net of all reductions

  .70% A

  .71%

  .73%

  .73%

  .76%

  .78%

Net investment income (loss)

  3.15% A,H

  2.34%

  2.80%

  2.10%

  1.49%

  1.96%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 491

$ 483

$ 445

$ 360

$ 464

$ 1,127

Portfolio turnover rate F

  41% A

  34%

  49%

  89%

  29%

  76%

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.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.45%.

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

$ 32.63

$ 31.44

Income from Investment Operations

 

 

Net investment income (loss) D

  .55 I

  .23

Net realized and unrealized gain (loss)

  1.70

  1.12

Total from investment operations

  2.25

  1.35

Distributions from net investment income

  (.55)

  (.16)

Net asset value, end of period

$ 34.33

$ 32.63

Total Return B, C

  7.00%

  4.30%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .54% A

  .54% A

Expenses net of fee waivers, if any

  .54% A

  .54% A

Expenses net of all reductions

  .54% A

  .54% A

Net investment income (loss)

  3.31% A,I

  2.37% A

Supplemental Data

 

 

Net assets, end of period (000s omitted)

$ 112

$ 104

Portfolio turnover rate F

  41% 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 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. 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 Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.61%.

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® Equity 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, 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 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

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 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

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.

Exchange-traded options are valued using the last sale price or, in the absence of a sale, the last offering price and are categorized as Level 1 in the hierarchy.

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of 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

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. 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.

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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. One of the Fund's investments, EQTY ER Holdings, LLC, is owned through an entity that is treated as a corporation for U.S. tax purposes and may be subject to federal and state taxes upon disposition. The tax liability may differ materially depending on conditions when the investment is disposed. At period end, the estimated tax liability for this investment is presented as "Deferred taxes" in the Statement of Assets and Liabilities and included in "Change in net unrealized appreciation (depreciation) on investment securities" in the Statement of Operations.

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

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

Book-tax differences are primarily due to foreign currency transactions, partnerships, market discount, equity-debt classifications, deferred trustees compensation, 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

$ 436,501

Gross unrealized depreciation

(34,771)

Net unrealized appreciation (depreciation) on securities and other investments

$ 401,730

 

 

Tax cost

$ 2,129,490

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

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

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

$ (100,096)

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 options. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

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

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

Equity Risk

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

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

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

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

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

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

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

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

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options" and are representative of volume of activity during the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Options - continued

During the period, the Fund recognized net realized gain (loss) of $1,505 and a change in net unrealized appreciation (depreciation) of $588 related to its investment in written options. This amount is included in the Statement of Operations.

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

Written Options

Number of
Contracts

Amount of
Premiums

Outstanding at beginning of period

13

$ 831

Options Opened

35

2,747

Options Exercised

(18)

(1,450)

Options Closed

(14)

(877)

Options Expired

(13)

(987)

Outstanding at end of period

3

$ 264

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $492,345 and $574,742, respectively.

6. Fees and Other Transactions with Affiliates.

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

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

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

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%

$ 974

$ 20

Class T

.25%

.25%

2,439

21

Class B

.75%

.25%

123

93

Class C

.75%

.25%

998

116

 

 

 

$ 4,534

$ 250

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.

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

 

Retained
by FDC

Class A

$ 66

Class T

20

Class B*

7

Class C*

9

 

$ 102

* 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 843

.22

Class T

912

.19

Class B

37

.30

Class C

225

.23

Institutional Class

503

.21

Class Z

-**

.05

 

$ 2,520

 

* Annualized

** Amount represents twenty-four dollars.

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 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 $2 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

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 $46. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $29 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net investment income

 

 

Class A

$ 11,878

$ 14,351

Class T

13,497

16,481

Class B

268

359

Class C

2,250

2,111

Institutional Class

7,678

10,429

Class Z

2

-*

Total

$ 35,573

$ 43,731

From net realized gain

 

 

Class A

$ -

$ 754

Class T

-

982

Class B

-

36

Class C

-

167

Institutional Class

-

505

Total

$ -

$ 2,444

A Distributions for Class Z are for the period November 30, 2013 (commencement of sale of shares) to November 30, 2013.

* Amount represents four hundred ninety-six dollars.

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

1,638

3,676

$ 52,192

$ 106,691

Reinvestment of distributions

347

505

10,973

13,926

Shares redeemed

(2,583)

(4,869)

(82,531)

(139,536)

Net increase (decrease)

(598)

(688)

$ (19,366)

$ (18,919)

Class T

 

 

 

 

Shares sold

1,708

3,948

$ 55,411

$ 115,563

Reinvestment of distributions

405

601

12,999

16,778

Shares redeemed

(3,218)

(6,787)

(103,853)

(197,631)

Net increase (decrease)

(1,105)

(2,238)

$ (35,443)

$ (65,290)

Class B

 

 

 

 

Shares sold

14

42

$ 450

$ 1,216

Reinvestment of distributions

8

13

244

359

Shares redeemed

(208)

(423)

(6,694)

(12,147)

Net increase (decrease)

(186)

(368)

$ (6,000)

$ (10,572)

Semiannual Report

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 C

 

 

 

 

Shares sold

550

1,636

$ 17,608

$ 48,035

Reinvestment of distributions

62

72

1,976

1,992

Shares redeemed

(539)

(1,139)

(17,325)

(33,153)

Net increase (decrease)

73

569

$ 2,259

$ 16,874

Institutional Class

 

 

 

 

Shares sold

2,084

2,274

$ 68,480

$ 67,514

Reinvestment of distributions

225

369

7,349

10,496

Shares redeemed

(2,804)

(4,733)

(92,909)

(140,377)

Net increase (decrease)

(495)

(2,090)

$ (17,080)

$ (62,367)

Class Z

 

 

 

 

Shares sold

-

3

$ -

$ 100

Reinvestment of distributions

-*

-**

2

-***

Net increase (decrease)

-

3

$ 2

$ 100

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

* Amount represents fifty-four shares.

** Amount represents seventy-two shares.

*** Amount represents four hundred ninety-six dollars.

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

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

EPII-USAN-0714
1.786786.111

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor®

Equity 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

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.50

$ 4.95

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

Class T

1.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.50

$ 6.08

HypotheticalA

 

$ 1,000.00

$ 1,019.05

$ 5.94

Class B

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.20

$ 9.26

HypotheticalA

 

$ 1,000.00

$ 1,015.96

$ 9.05

Class C

1.72%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.70

$ 8.85

HypotheticalA

 

$ 1,000.00

$ 1,016.36

$ 8.65

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,069.10

$ 3.61

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

Class Z

.54%

 

 

 

Actual

 

$ 1,000.00

$ 1,070.00

$ 2.79

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

JPMorgan Chase & Co.

3.9

4.0

Chevron Corp.

3.0

2.9

Cisco Systems, Inc.

2.5

2.2

General Electric Co.

2.4

2.5

MetLife, Inc.

2.3

2.3

Procter & Gamble Co.

2.1

2.1

Johnson & Johnson

2.1

1.9

Verizon Communications, Inc.

1.8

1.3

Exxon Mobil Corp.

1.8

2.4

Wells Fargo & Co.

1.8

3.0

 

23.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.0

21.4

Energy

14.9

14.0

Information Technology

11.9

11.5

Consumer Staples

10.6

8.8

Industrials

9.6

10.4

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

epi302243

Stocks 90.2%

 

epi302243

Stocks 90.8%

 

epi302246

Bonds 0.2%

 

epi302246

Bonds 0.1%

 

epi302249

Convertible
Securities 4.5%

 

epi302249

Convertible
Securities 4.5%

 

epi302252

Other Investments 0.6%

 

epi302252

Other Investments 0.3%

 

epi302255

Short-Term
Investments and
Net Other Assets
(Liabilities) 4.5%

 

epi302255

Short-Term
Investments and
Net Other Assets
(Liabilities) 4.3%

 

* Foreign investments

10.5%

 

** Foreign investments

11.5%

 

* Written options

0.0%

 

** Written options

(0.1%)

 

epi302258

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 89.8%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 6.6%

Auto Components - 0.2%

Gentex Corp.

189,860

$ 5,491

Hotels, Restaurants & Leisure - 2.1%

Darden Restaurants, Inc. (e)

229,600

11,508

McDonald's Corp.

242,117

24,558

Texas Roadhouse, Inc. Class A

214,562

5,424

Yum! Brands, Inc.

151,121

11,683

 

53,173

Leisure Products - 0.3%

New Academy Holding Co. LLC unit (a)(j)(k)

52,800

7,546

Media - 1.6%

Comcast Corp. Class A

626,874

32,723

Sinclair Broadcast Group, Inc. Class A

212,235

6,278

 

39,001

Multiline Retail - 1.8%

Kohl's Corp.

273,776

14,904

Target Corp.

515,455

29,257

 

44,161

Specialty Retail - 0.6%

Abercrombie & Fitch Co. Class A

148,043

5,627

Foot Locker, Inc.

133,131

6,414

Staples, Inc.

369,733

4,159

 

16,200

TOTAL CONSUMER DISCRETIONARY

165,572

CONSUMER STAPLES - 10.6%

Beverages - 2.0%

Molson Coors Brewing Co. Class B

162,005

10,649

PepsiCo, Inc.

113,122

9,992

The Coca-Cola Co.

726,672

29,728

 

50,369

Food & Staples Retailing - 1.6%

CVS Caremark Corp.

185,000

14,489

Wal-Mart Stores, Inc.

154,750

11,880

Walgreen Co.

208,844

15,018

 

41,387

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food Products - 0.9%

B&G Foods, Inc. Class A

70,054

$ 2,400

Kellogg Co.

285,552

19,697

 

22,097

Household Products - 2.1%

Procter & Gamble Co.

654,217

52,854

Tobacco - 4.0%

Altria Group, Inc.

692,065

28,762

British American Tobacco PLC sponsored ADR

100,511

12,188

Japan Tobacco, Inc.

38,700

1,315

Lorillard, Inc.

454,553

28,260

Philip Morris International, Inc.

161,212

14,274

Reynolds American, Inc.

245,446

14,636

 

99,435

TOTAL CONSUMER STAPLES

266,142

ENERGY - 14.0%

Energy Equipment & Services - 1.8%

Ensco PLC Class A

192,324

10,128

National Oilwell Varco, Inc.

141,849

11,613

Noble Corp.

307,414

9,671

Schlumberger Ltd.

119,457

12,428

 

43,840

Oil, Gas & Consumable Fuels - 12.2%

Access Midstream Partners LP

81,247

5,118

Anadarko Petroleum Corp.

124,445

12,800

Apache Corp.

214,027

19,952

Canadian Natural Resources Ltd.

359,300

14,623

Chevron Corp.

604,769

74,260

CONSOL Energy, Inc.

250,475

11,063

EV Energy Partners LP

243,025

8,975

Exxon Mobil Corp.

450,560

45,295

Gazprom OAO sponsored ADR (Reg. S)

136,300

1,111

Holly Energy Partners LP

114,912

4,061

HollyFrontier Corp.

58,877

2,900

Imperial Oil Ltd.

129,500

6,376

Legacy Reserves LP

115,099

3,384

Markwest Energy Partners LP

257,191

15,933

Occidental Petroleum Corp.

154,423

15,394

Royal Dutch Shell PLC Class A sponsored ADR

140,158

11,016

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Scorpio Tankers, Inc.

126,500

$ 1,147

Suncor Energy, Inc.

486,500

18,723

The Williams Companies, Inc.

695,250

32,649

Williams Partners LP

61,100

3,245

 

308,025

TOTAL ENERGY

351,865

FINANCIALS - 22.8%

Banks - 9.3%

Bank of America Corp.

270,900

4,101

CIT Group, Inc. (i)

72,362

3,219

Citigroup, Inc.

236,500

11,250

Comerica, Inc.

104,780

5,026

FirstMerit Corp.

169,240

3,160

JPMorgan Chase & Co.

1,763,557

98,004

M&T Bank Corp. (e)

194,017

23,548

PNC Financial Services Group, Inc.

71,200

6,071

Standard Chartered PLC (United Kingdom)

405,343

9,121

U.S. Bancorp

560,100

23,631

Valley National Bancorp (e)

226,900

2,199

Wells Fargo & Co.

871,950

44,278

 

233,608

Capital Markets - 5.4%

Apollo Global Management LLC Class A

161,502

4,010

Apollo Investment Corp.

888,252

7,444

Ares Capital Corp.

325,442

5,611

Ares Management LP

114,800

2,181

Ashmore Group PLC (e)

837,305

4,959

BlackRock, Inc. Class A

37,577

11,457

Carlyle Group LP

142,800

4,423

Charles Schwab Corp.

195,406

4,926

Greenhill & Co., Inc. (e)

54,823

2,726

Invesco Ltd.

124,100

4,554

KKR & Co. LP

1,665,196

37,850

Morgan Stanley

375,942

11,602

State Street Corp.

154,599

10,091

The Blackstone Group LP

828,703

25,756

 

137,590

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Diversified Financial Services - 0.6%

Berkshire Hathaway, Inc. Class B (a)

93,785

$ 12,036

TPG Specialty Lending, Inc.

126,100

2,672

 

14,708

Insurance - 4.7%

ACE Ltd.

202,111

20,961

Allied World Assurance Co. Holdings Ltd.

34,500

1,294

Brasil Insurance Participacoes e Administracao SA

539,700

1,927

esure Group PLC

611,000

2,724

MetLife, Inc.

1,115,557

56,815

Prudential Financial, Inc.

115,898

9,522

The Chubb Corp.

134,667

12,478

The Travelers Companies, Inc.

136,849

12,789

 

118,510

Real Estate Investment Trusts - 2.6%

American Capital Agency Corp.

433,580

10,289

Annaly Capital Management, Inc.

802,994

9,467

CBL & Associates Properties, Inc.

280,000

5,270

Coresite Realty Corp.

101,920

3,231

First Potomac Realty Trust

473,077

6,188

Home Properties, Inc.

153,430

9,540

Piedmont Office Realty Trust, Inc. Class A (e)

157,535

2,933

Rayonier, Inc.

97,852

4,658

Retail Properties America, Inc.

375,097

5,641

Two Harbors Investment Corp.

565,041

5,950

Ventas, Inc.

42,294

2,825

 

65,992

Real Estate Management & Development - 0.1%

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

96,000

1,788

Thrifts & Mortgage Finance - 0.1%

Radian Group, Inc.

124,900

1,801

TOTAL FINANCIALS

573,997

HEALTH CARE - 7.9%

Biotechnology - 0.4%

Amgen, Inc.

80,149

9,296

Health Care Equipment & Supplies - 0.6%

Baxter International, Inc.

91,000

6,771

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

Covidien PLC

71,700

$ 5,242

St. Jude Medical, Inc.

40,262

2,613

 

14,626

Health Care Providers & Services - 0.9%

Aetna, Inc.

41,215

3,196

Quest Diagnostics, Inc.

100,036

5,991

UnitedHealth Group, Inc.

167,876

13,368

WellPoint, Inc.

44

5

 

22,560

Pharmaceuticals - 6.0%

AbbVie, Inc.

47,354

2,573

Astellas Pharma, Inc.

617,100

7,939

AstraZeneca PLC sponsored ADR

162,212

11,712

Johnson & Johnson

512,218

51,970

Merck & Co., Inc.

519,268

30,045

Pfizer, Inc.

863,813

25,595

Sanofi SA

72,826

7,786

Teva Pharmaceutical Industries Ltd. sponsored ADR

277,398

14,006

 

151,626

TOTAL HEALTH CARE

198,108

INDUSTRIALS - 9.1%

Aerospace & Defense - 0.8%

United Technologies Corp.

175,807

20,432

Air Freight & Logistics - 2.3%

C.H. Robinson Worldwide, Inc.

206,479

12,360

PostNL NV (a)

757,600

3,714

United Parcel Service, Inc. Class B

393,490

40,876

 

56,950

Airlines - 0.1%

Copa Holdings SA Class A

8,700

1,243

Commercial Services & Supplies - 1.3%

Intrum Justitia AB

161,784

5,036

KAR Auction Services, Inc.

156,904

4,792

Republic Services, Inc.

634,789

22,472

 

32,300

Electrical Equipment - 0.6%

Eaton Corp. PLC

53,300

3,928

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - continued

Emerson Electric Co.

76,270

$ 5,089

Hubbell, Inc. Class B

48,569

5,683

 

14,700

Industrial Conglomerates - 2.4%

General Electric Co.

2,292,733

61,422

Machinery - 0.8%

Cummins, Inc.

50,637

7,744

Stanley Black & Decker, Inc. (i)

151,826

13,270

 

21,014

Professional Services - 0.5%

Acacia Research Corp.

202,860

3,274

Bureau Veritas SA

86,073

2,595

Michael Page International PLC

732,018

5,628

 

11,497

Road & Rail - 0.3%

Union Pacific Corp.

43,902

8,748

TOTAL INDUSTRIALS

228,306

INFORMATION TECHNOLOGY - 11.1%

Communications Equipment - 2.9%

Cisco Systems, Inc.

2,548,453

62,743

QUALCOMM, Inc.

129,689

10,433

 

73,176

Electronic Equipment & Components - 0.4%

TE Connectivity Ltd.

159,030

9,456

Internet Software & Services - 0.3%

Yahoo!, Inc. (a)

241,700

8,375

IT Services - 3.5%

Accenture PLC Class A

81,896

6,670

IBM Corp.

239,223

44,103

Paychex, Inc.

763,278

31,378

Quindell PLC

5,244,900

1,824

Xerox Corp.

410,915

5,075

 

89,050

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 1.6%

Applied Materials, Inc.

957,177

$ 19,325

Broadcom Corp. Class A

677,529

21,593

 

40,918

Software - 1.8%

CA Technologies, Inc.

230,081

6,601

Microsoft Corp. (i)

928,138

37,998

 

44,599

Technology Hardware, Storage & Peripherals - 0.6%

Apple, Inc.

15,103

9,560

EMC Corp.

216,519

5,751

 

15,311

TOTAL INFORMATION TECHNOLOGY

280,885

MATERIALS - 1.3%

Chemicals - 0.4%

Potash Corp. of Saskatchewan, Inc.

66,400

2,410

RPM International, Inc.

145,099

6,249

Tronox Ltd. Class A

76,965

2,045

 

10,704

Metals & Mining - 0.9%

Commercial Metals Co.

294,254

5,223

Freeport-McMoRan Copper & Gold, Inc.

465,414

15,847

Goldcorp, Inc.

13,700

322

SunCoke Energy Partners LP

38,412

1,101

 

22,493

TOTAL MATERIALS

33,197

TELECOMMUNICATION SERVICES - 3.5%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

679,727

24,110

Verizon Communications, Inc.

923,006

46,113

Verizon Communications, Inc. CDI

128,984

6,435

 

76,658

Wireless Telecommunication Services - 0.4%

Vodafone Group PLC

3,076,582

10,787

TOTAL TELECOMMUNICATION SERVICES

87,445

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 2.9%

Electric Utilities - 2.9%

American Electric Power Co., Inc.

317,915

$ 16,961

Hawaiian Electric Industries, Inc. (e)

218,498

5,255

Pinnacle West Capital Corp.

42,500

2,355

PPL Corp.

478,591

16,794

Southern Co.

561,125

24,566

Xcel Energy, Inc.

262,029

8,060

 

73,991

Multi-Utilities - 0.0%

CenterPoint Energy, Inc.

30,314

731

TOTAL UTILITIES

74,722

TOTAL COMMON STOCKS

(Cost $1,868,328)


2,260,239

Preferred Stocks - 1.6%

 

 

 

 

Convertible Preferred Stocks - 1.2%

CONSUMER STAPLES - 0.0%

Food Products - 0.0%

Post Holdings, Inc. 5.25% (a)

10,000

1,058

FINANCIALS - 0.3%

Real Estate Investment Trusts - 0.3%

American Tower Corp. Series A, 5.25% (a)

13,000

1,391

Crown Castle International Corp. Series A, 4.50%

43,800

4,556

Weyerhaeuser Co. Series A, 6.375%

43,200

2,531

 

8,478

HEALTH CARE - 0.2%

Health Care Equipment & Supplies - 0.2%

Alere, Inc. 3.00%

11,539

3,623

INDUSTRIALS - 0.1%

Aerospace & Defense - 0.1%

United Technologies Corp. 7.50%

31,500

2,073

Preferred Stocks - continued

Shares

Value (000s)

Convertible Preferred Stocks - continued

UTILITIES - 0.6%

Electric Utilities - 0.2%

NextEra Energy, Inc.:

5.889%

35,144

$ 2,195

Series E, 5.599%

61,200

3,927

 

6,122

Multi-Utilities - 0.4%

CenterPoint Energy, Inc. 2.00% ZENS

70,100

3,821

Dominion Resources, Inc.:

Series A, 6.125%

43,400

2,486

Series B, 6.00%

43,400

2,502

 

8,809

TOTAL UTILITIES

14,931

TOTAL CONVERTIBLE PREFERRED STOCKS

30,163

Nonconvertible Preferred Stocks - 0.4%

FINANCIALS - 0.4%

Consumer Finance - 0.4%

Ally Financial, Inc.:

7.00% (g)

8,531

8,604

Series A, 8.50%

60,466

1,672

 

10,276

TOTAL PREFERRED STOCKS

(Cost $35,784)


40,439

Corporate Bonds - 3.5%

 

Principal Amount (000s) (d)

 

Convertible Bonds - 3.3%

CONSUMER DISCRETIONARY - 0.3%

Automobiles - 0.2%

Ford Motor Co. 4.25% 11/15/16

$ 800

1,531

Volkswagen International Finance NV 5.5% 11/9/15 (g)

EUR

2,400

3,908

 

5,439

Diversified Consumer Services - 0.1%

Carriage Services, Inc. 2.75% 3/15/21 (g)

1,000

1,078

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - 0.0%

Liberty Media Corp. 3.5% 1/15/31

$ 958

$ 887

TOTAL CONSUMER DISCRETIONARY

7,404

ENERGY - 0.4%

Oil, Gas & Consumable Fuels - 0.4%

Amyris, Inc. 3% 2/27/17

516

421

BPZ Energy, Inc. 8.5% 10/1/17

1,070

1,252

Chesapeake Energy Corp. 2.5% 5/15/37

3,600

3,802

Clean Energy Fuels Corp. 5.25% 10/1/18 (g)

1,410

1,358

Ship Finance International Ltd. 3.25% 2/1/18

2,810

3,143

 

9,976

FINANCIALS - 0.4%

Capital Markets - 0.1%

Ares Capital Corp. 5.75% 2/1/16

1,830

1,960

Insurance - 0.1%

Fidelity National Financial, Inc. 4.25% 8/15/18

1,850

3,069

Thrifts & Mortgage Finance - 0.2%

MGIC Investment Corp. 9% 4/1/63 (g)

3,390

4,335

TOTAL FINANCIALS

9,364

HEALTH CARE - 0.8%

Biotechnology - 0.1%

Gilead Sciences, Inc. 1.625% 5/1/16

250

892

Theravance, Inc. 2.125% 1/15/23

2,260

2,698

 

3,590

Health Care Equipment & Supplies - 0.1%

Teleflex, Inc. 3.875% 8/1/17

1,380

2,445

Health Care Providers & Services - 0.6%

HealthSouth Corp. 2% 12/1/43

4,116

4,445

Molina Healthcare, Inc. 1.125% 1/15/20

1,590

1,979

WellPoint, Inc. 2.75% 10/15/42

5,070

7,871

 

14,295

TOTAL HEALTH CARE

20,330

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

INDUSTRIALS - 0.3%

Commercial Services & Supplies - 0.1%

Covanta Holding Corp. 3.25% 7/1/14

$ 1,830

$ 2,162

Construction & Engineering - 0.1%

Layne Christensen Co. 4.25% 11/15/18 (g)

1,080

1,046

MasTec, Inc.:

4% 6/15/14

890

2,020

4.25% 12/15/14

420

980

 

4,046

Machinery - 0.1%

Navistar International Corp. 4.75% 4/15/19 (g)

1,530

1,566

TOTAL INDUSTRIALS

7,774

INFORMATION TECHNOLOGY - 0.8%

Communications Equipment - 0.2%

InterDigital, Inc. 2.5% 3/15/16

4,730

4,919

Liberty Interactive LLC 0.75% 3/30/43

1,250

1,631

 

6,550

Semiconductors & Semiconductor Equipment - 0.4%

Canadian Solar, Inc. 4.25% 2/15/19 (g)

1,760

1,709

GT Advanced Technologies, Inc.:

3% 10/1/17

3,530

8,086

3% 12/15/20

720

1,171

 

10,966

Software - 0.2%

TiVo, Inc. 4% 3/15/16 (g)

3,230

4,070

TOTAL INFORMATION TECHNOLOGY

21,586

MATERIALS - 0.2%

Metals & Mining - 0.2%

Goldcorp, Inc. 2% 8/1/14

3,120

3,126

Newmont Mining Corp. 1.25% 7/15/14

2,000

2,000

 

5,126

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

UTILITIES - 0.1%

Electric Utilities - 0.1%

NRG Yield, Inc. 3.5% 2/1/19 (g)

$ 2,480

$ 2,769

TOTAL CONVERTIBLE BONDS

84,329

Nonconvertible Bonds - 0.2%

INDUSTRIALS - 0.1%

Commercial Services & Supplies - 0.1%

APX Group, Inc. 8.75% 12/1/20

2,545

2,596

MATERIALS - 0.1%

Metals & Mining - 0.1%

JMC Steel Group, Inc. 8.25% 3/15/18 (g)

1,489

1,526

Walter Energy, Inc. 8.5% 4/15/21

2,030

1,096

 

2,622

TOTAL NONCONVERTIBLE BONDS

5,218

TOTAL CORPORATE BONDS

(Cost $79,021)


89,547

Other - 0.5%

ENERGY - 0.5%

Oil, Gas & Consumable Fuels - 0.5%

EQTY ER Holdings, LLC 12% 1/28/18 (f)(k)(l)

5,667

5,667

Shares

 

EQTY ER Holdings, LLC (f)(k)(l)

2,833,333

6,344

TOTAL OTHER

(Cost $8,504) .


12,011

Preferred Securities - 0.1%

 

Principal Amount (000s) (d)

Value (000s)

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

Baggot Securities Ltd. 10.24% (g)(h)

(Cost $1,520)

EUR

990

 

$ 1,514

Money Market Funds - 5.1%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

109,101,870

109,102

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

18,367,948

18,368

TOTAL MONEY MARKET FUNDS

(Cost $127,470)


127,470

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $2,120,627)

2,531,220

NET OTHER ASSETS (LIABILITIES) - (0.6)%

(14,962)

NET ASSETS - 100%

$ 2,516,258

Written Options

Expiration Date/Exercise Price

Number of Contracts

Premium (000s)

Value (000s)

Call Options

CIT Group, Inc.

7/19/14 -
$50.00

362

$ 39

$ (3)

Microsoft Corp.

7/19/14 -
$42.00

1,420

105

(69)

Stanley Black & Decker, Inc.

7/19/14 -
$85.00

800

120

(260)

TOTAL WRITTEN OPTIONS

$ 264

$ (332)

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 $33,483,000 or 1.3% of net assets.

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

(i) Security or a portion of the security is pledged as collateral for call options written. At period end, the value of securities pledged amounted to $14,416,000.

(j) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is owned by the Fund.

(k) 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 $21,345,000 or 0.8% 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

$ 1,920

EQTY ER Holdings, LLC 12% 1/28/18

1/29/13

$ 5,667

EQTY ER Holdings, LLC

1/29/13

$ 2,833

New Academy Holding Co. LLC unit

8/1/11

$ 5,565

(l) Investments represent a non-operating interest in oil and gas wells through an entity owned by the fund that is treated as a corporation for U.S. tax purposes.

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

$ 31

Fidelity Securities Lending Cash Central Fund

46

Total

$ 77

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

Income

Value,
end of
period

EQTY ER Holdings, LLC 12% 1/28/18

$ 5,667

$ -

$ -

$ 680

$ 5,667

EQTY ER Holdings, LLC

2,833

-

-

-

6,344

Total

$ 8,500

$ -

$ -

$ 680

$ 12,011

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

$ 165,572

$ 158,026

$ -

$ 7,546

Consumer Staples

267,200

265,885

1,315

-

Energy

351,865

351,865

-

-

Financials

592,751

575,272

15,691

1,788

Health Care

201,731

186,006

15,725

-

Industrials

230,379

230,379

-

-

Information Technology

280,885

280,885

-

-

Materials

33,197

33,197

-

-

Telecommunication Services

87,445

76,658

10,787

-

Utilities

89,653

79,710

9,943

-

Corporate Bonds

89,547

-

89,547

-

Other/Energy

12,011

-

12,011

Preferred Securities

1,514

-

1,514

-

Money Market Funds

127,470

127,470

-

-

Total Investments in Securities:

$ 2,531,220

$ 2,365,353

$ 156,533

$ 9,334

Derivative Instruments:

Liabilities

Written Options

$ (332)

$ (332)

$ -

$ -

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

Value
(Amounts in thousands)

 

Asset

Liability

Equity Risk

Written Options (a)

$ -

$ (332)

Total Value of Derivatives

$ -

$ (332)

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

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

United States of America

89.5%

United Kingdom

3.6%

Canada

1.9%

Switzerland

1.2%

Others (Individually Less Than 1%)

3.8%

 

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 $17,865) - See accompanying schedule:

Unaffiliated issuers (cost $1,984,653)

$ 2,391,739

 

Fidelity Central Funds (cost $127,470)

127,470

 

Other affiliated issuers (cost $8,504)

12,011

 

Total Investments (cost $2,120,627)

 

$ 2,531,220

Receivable for investments sold

1,739

Receivable for fund shares sold

1,149

Dividends receivable

6,120

Interest receivable

887

Distributions receivable from Fidelity Central Funds

33

Prepaid expenses

1

Other receivables

112

Total assets

2,541,261

 

 

 

Liabilities

Payable for investments purchased

$ 158

Payable for fund shares redeemed

2,597

Accrued management fee

935

Distribution and service plan fees payable

765

Written options, at value (premium received $264)

332

Other affiliated payables

486

Other payables and accrued expenses

141

Deferred taxes

1,221

Collateral on securities loaned, at value

18,368

Total liabilities

25,003

 

 

 

Net Assets

$ 2,516,258

Net Assets consist of:

 

Paid in capital

$ 2,069,457

Undistributed net investment income

9,777

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

27,721

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

409,303

Net Assets

$ 2,516,258

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 ($797,658.2 ÷ 24,009.150 shares)

$ 33.22

 

 

 

Maximum offering price per share (100/94.25 of $33.22)

$ 35.25

Class T:
Net Asset Value
and redemption price per share ($998,240.7 ÷ 29,577.247 shares)

$ 33.75

 

 

 

Maximum offering price per share (100/96.50 of $33.75)

$ 34.97

Class B:
Net Asset Value
and offering price per share ($22,333.3 ÷ 667.811 shares)A

$ 33.44

 

 

 

Class C:
Net Asset Value
and offering price per share ($207,192.6 ÷ 6,208.987 shares)A

$ 33.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($490,721.1 ÷ 14,296.338 shares)

$ 34.32

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($111.6 ÷ 3.251 shares)

$ 34.33

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

 

$ 36,790

Special dividends

 

8,544

Interest (including $680 earned from other affiliated issuers)

 

1,931

Income from Fidelity Central Funds

 

77

Total income

 

47,342

 

 

 

Expenses

Management fee

$ 5,547

Transfer agent fees

2,520

Distribution and service plan fees

4,534

Accounting and security lending fees

369

Custodian fees and expenses

28

Independent trustees' compensation

5

Registration fees

69

Audit

43

Legal

5

Miscellaneous

8

Total expenses before reductions

13,128

Expense reductions

(29)

13,099

Net investment income (loss)

34,243

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

133,745

Foreign currency transactions

3

Written options

1,505

Total net realized gain (loss)

 

135,253

Change in net unrealized appreciation (depreciation) on:

Investment securities

(9,063)

Assets and liabilities in foreign currencies

(16)

Written options

588

Total change in net unrealized appreciation (depreciation)

 

(8,491)

Net gain (loss)

126,762

Net increase (decrease) in net assets resulting from operations

$ 161,005

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)

$ 34,243

$ 45,925

Net realized gain (loss)

135,253

210,951

Change in net unrealized appreciation (depreciation)

(8,491)

276,538

Net increase (decrease) in net assets resulting
from operations

161,005

533,414

Distributions to shareholders from net investment income

(35,573)

(43,731)

Distributions to shareholders from net realized gain

-

(2,444)

Total distributions

(35,573)

(46,175)

Share transactions - net increase (decrease)

(75,628)

(140,174)

Total increase (decrease) in net assets

49,804

347,065

 

 

 

Net Assets

Beginning of period

2,466,454

2,119,389

End of period (including undistributed net investment income of $9,777 and undistributed net investment income of $11,107, respectively)

$ 2,516,258

$ 2,466,454

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

$ 31.60

$ 25.55

$ 22.18

$ 21.07

$ 20.26

$ 16.72

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .46 I

  .60

  .61

  .42

  .25

  .28

Net realized and unrealized gain (loss)

  1.65

  6.06

  3.32

  1.11

  .81

  3.58

Total from investment operations

  2.11

  6.66

  3.93

  1.53

  1.06

  3.86

Distributions from net investment income

  (.49)

  (.58)

  (.56)

  (.42)

  (.25)

  (.32)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.49)

  (.61)

  (.56)

  (.42)

  (.25)

  (.32)

Net asset value, end of period

$ 33.22

$ 31.60

$ 25.55

$ 22.18

$ 21.07

$ 20.26

Total Return B, C, D

  6.75%

  26.43%

  17.90%

  7.25%

  5.26%

  23.58%

Ratios to Average Net Assets F,H

 

 

 

 

 

Expenses before reductions

  .96% A

  .98%

  1.02%

  1.03%

  1.04%

  1.07%

Expenses net of fee waivers, if any

  .96% A

  .98%

  1.02%

  1.03%

  1.04%

  1.07%

Expenses net of all reductions

  .96% A

  .97%

  1.01%

  1.02%

  1.04%

  1.07%

Net investment income (loss)

  2.89% A,I

  2.07%

  2.52%

  1.82%

  1.21%

  1.67%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 798

$ 777

$ 646

$ 634

$ 719

$ 831

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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 Investment income per share reflects a large, non-recurring dividends which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.19%.

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

$ 32.09

$ 25.94

$ 22.50

$ 21.37

$ 20.54

$ 16.94

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .43 I

  .55

  .57

  .38

  .22

  .25

Net realized and unrealized gain (loss)

  1.68

  6.15

  3.37

  1.13

  .82

  3.63

Total from investment operations

  2.11

  6.70

  3.94

  1.51

  1.04

  3.88

Distributions from net investment income

  (.45)

  (.52)

  (.50)

  (.38)

  (.21)

  (.28)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.45)

  (.55)

  (.50)

  (.38)

  (.21)

  (.28)

Net asset value, end of period

$ 33.75

$ 32.09

$ 25.94

$ 22.50

$ 21.37

$ 20.54

Total Return B, C, D

  6.65%

  26.14%

  17.70%

  7.02%

  5.09%

  23.35%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.18% A

  1.19%

  1.21%

  1.22%

  1.23%

  1.28%

Expenses net of fee waivers, if any

  1.18% A

  1.19%

  1.21%

  1.22%

  1.23%

  1.28%

Expenses net of all reductions

  1.18% A

  1.18%

  1.21%

  1.21%

  1.22%

  1.27%

Net investment income (loss)

  2.67% A,I

  1.86%

  2.32%

  1.63%

  1.03%

  1.47%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 998

$ 984

$ 854

$ 862

$ 1,108

$ 1,264

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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 Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend>, the ratio of net investment income (loss) to average net assets would have been 1.97%.

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

$ 31.79

$ 25.69

$ 22.29

$ 21.16

$ 20.33

$ 16.77

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .33 I

  .36

  .42

  .24

  .09

  .15

Net realized and unrealized gain (loss)

  1.66

  6.10

  3.34

  1.12

  .82

  3.59

Total from investment operations

  1.99

  6.46

  3.76

  1.36

  .91

  3.74

Distributions from net investment income

  (.34)

  (.33)

  (.36)

  (.23)

  (.08)

  (.18)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.34)

  (.36)

  (.36)

  (.23)

  (.08)

  (.18)

Net asset value, end of period

$ 33.44

$ 31.79

$ 25.69

$ 22.29

$ 21.16

$ 20.33

Total Return B, C, D

  6.32%

  25.39%

  16.97%

  6.43%

  4.49%

  22.59%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.80% A

  1.80%

  1.80%

  1.81%

  1.82%

  1.84%

Expenses net of fee waivers, if any

  1.80% A

  1.80%

  1.80%

  1.81%

  1.82%

  1.84%

Expenses net of all reductions

  1.79% A

  1.79%

  1.80%

  1.80%

  1.81%

  1.84%

Net investment income (loss)

  2.05% A,I

  1.26%

  1.73%

  1.04%

  .44%

  .90%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 22

$ 27

$ 31

$ 42

$ 63

$ 88

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.36%.

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

$ 31.73

$ 25.66

$ 22.27

$ 21.16

$ 20.34

$ 16.78

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .34 I

  .38

  .43

  .25

  .09

  .16

Net realized and unrealized gain (loss)

  1.66

  6.09

  3.33

  1.11

  .82

  3.59

Total from investment operations

  2.00

  6.47

  3.76

  1.36

  .91

  3.75

Distributions from net investment income

  (.36)

  (.37)

  (.37)

  (.25)

  (.09)

  (.19)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.36)

  (.40)

  (.37)

  (.25)

  (.09)

  (.19)

Net asset value, end of period

$ 33.37

$ 31.73

$ 25.66

$ 22.27

$ 21.16

$ 20.34

Total Return B, C, D

  6.37%

  25.46%

  17.03%

  6.40%

  4.50%

  22.63%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.72% A

  1.74%

  1.77%

  1.78%

  1.80%

  1.83%

Expenses net of fee waivers, if any

  1.72% A

  1.74%

  1.77%

  1.78%

  1.80%

  1.83%

Expenses net of all reductions

  1.72% A

  1.73%

  1.77%

  1.77%

  1.79%

  1.83%

Net investment income (loss)

  2.13% A,I

  1.32%

  1.76%

  1.06%

  .46%

  .91%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 207

$ 195

$ 143

$ 134

$ 149

$ 165

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.43%.

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

$ 32.62

$ 26.36

$ 22.86

$ 21.70

$ 20.85

$ 17.20

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .52 H

  .70

  .70

  .50

  .32

  .34

Net realized and unrealized gain (loss)

  1.71

  6.24

  3.43

  1.14

  .83

  3.68

Total from investment operations

  2.23

  6.94

  4.13

  1.64

  1.15

  4.02

Distributions from net investment income

  (.53)

  (.65)

  (.63)

  (.48)

  (.30)

  (.37)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.53)

  (.68)

  (.63)

  (.48)

  (.30)

  (.37)

Net asset value, end of period

$ 34.32

$ 32.62

$ 26.36

$ 22.86

$ 21.70

$ 20.85

Total Return B, C

  6.91%

  26.72%

  18.27%

  7.55%

  5.56%

  23.90%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .70% A

  .72%

  .73%

  .74%

  .77%

  .79%

Expenses net of fee waivers, if any

  .70% A

  .72%

  .73%

  .74%

  .77%

  .79%

Expenses net of all reductions

  .70% A

  .71%

  .73%

  .73%

  .76%

  .78%

Net investment income (loss)

  3.15% A,H

  2.34%

  2.80%

  2.10%

  1.49%

  1.96%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 491

$ 483

$ 445

$ 360

$ 464

$ 1,127

Portfolio turnover rate F

  41% A

  34%

  49%

  89%

  29%

  76%

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.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.45%.

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

$ 32.63

$ 31.44

Income from Investment Operations

 

 

Net investment income (loss) D

  .55 I

  .23

Net realized and unrealized gain (loss)

  1.70

  1.12

Total from investment operations

  2.25

  1.35

Distributions from net investment income

  (.55)

  (.16)

Net asset value, end of period

$ 34.33

$ 32.63

Total Return B, C

  7.00%

  4.30%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .54% A

  .54% A

Expenses net of fee waivers, if any

  .54% A

  .54% A

Expenses net of all reductions

  .54% A

  .54% A

Net investment income (loss)

  3.31% A,I

  2.37% A

Supplemental Data

 

 

Net assets, end of period (000s omitted)

$ 112

$ 104

Portfolio turnover rate F

  41% 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 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. 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 Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.61%.

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® Equity 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, 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 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

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 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

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.

Exchange-traded options are valued using the last sale price or, in the absence of a sale, the last offering price and are categorized as Level 1 in the hierarchy.

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of 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

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. 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.

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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. One of the Fund's investments, EQTY ER Holdings, LLC, is owned through an entity that is treated as a corporation for U.S. tax purposes and may be subject to federal and state taxes upon disposition. The tax liability may differ materially depending on conditions when the investment is disposed. At period end, the estimated tax liability for this investment is presented as "Deferred taxes" in the Statement of Assets and Liabilities and included in "Change in net unrealized appreciation (depreciation) on investment securities" in the Statement of Operations.

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

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

Book-tax differences are primarily due to foreign currency transactions, partnerships, market discount, equity-debt classifications, deferred trustees compensation, 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

$ 436,501

Gross unrealized depreciation

(34,771)

Net unrealized appreciation (depreciation) on securities and other investments

$ 401,730

 

 

Tax cost

$ 2,129,490

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

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

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

$ (100,096)

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 options. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

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

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

Equity Risk

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

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

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

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

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

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

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

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

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options" and are representative of volume of activity during the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Options - continued

During the period, the Fund recognized net realized gain (loss) of $1,505 and a change in net unrealized appreciation (depreciation) of $588 related to its investment in written options. This amount is included in the Statement of Operations.

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

Written Options

Number of
Contracts

Amount of
Premiums

Outstanding at beginning of period

13

$ 831

Options Opened

35

2,747

Options Exercised

(18)

(1,450)

Options Closed

(14)

(877)

Options Expired

(13)

(987)

Outstanding at end of period

3

$ 264

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $492,345 and $574,742, respectively.

6. Fees and Other Transactions with Affiliates.

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

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

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

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%

$ 974

$ 20

Class T

.25%

.25%

2,439

21

Class B

.75%

.25%

123

93

Class C

.75%

.25%

998

116

 

 

 

$ 4,534

$ 250

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.

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

 

Retained
by FDC

Class A

$ 66

Class T

20

Class B*

7

Class C*

9

 

$ 102

* 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 843

.22

Class T

912

.19

Class B

37

.30

Class C

225

.23

Institutional Class

503

.21

Class Z

-**

.05

 

$ 2,520

 

* Annualized

** Amount represents twenty-four dollars.

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 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 $2 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

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 $46. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $29 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net investment income

 

 

Class A

$ 11,878

$ 14,351

Class T

13,497

16,481

Class B

268

359

Class C

2,250

2,111

Institutional Class

7,678

10,429

Class Z

2

-*

Total

$ 35,573

$ 43,731

From net realized gain

 

 

Class A

$ -

$ 754

Class T

-

982

Class B

-

36

Class C

-

167

Institutional Class

-

505

Total

$ -

$ 2,444

A Distributions for Class Z are for the period November 30, 2013 (commencement of sale of shares) to November 30, 2013.

* Amount represents four hundred ninety-six dollars.

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

1,638

3,676

$ 52,192

$ 106,691

Reinvestment of distributions

347

505

10,973

13,926

Shares redeemed

(2,583)

(4,869)

(82,531)

(139,536)

Net increase (decrease)

(598)

(688)

$ (19,366)

$ (18,919)

Class T

 

 

 

 

Shares sold

1,708

3,948

$ 55,411

$ 115,563

Reinvestment of distributions

405

601

12,999

16,778

Shares redeemed

(3,218)

(6,787)

(103,853)

(197,631)

Net increase (decrease)

(1,105)

(2,238)

$ (35,443)

$ (65,290)

Class B

 

 

 

 

Shares sold

14

42

$ 450

$ 1,216

Reinvestment of distributions

8

13

244

359

Shares redeemed

(208)

(423)

(6,694)

(12,147)

Net increase (decrease)

(186)

(368)

$ (6,000)

$ (10,572)

Semiannual Report

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 C

 

 

 

 

Shares sold

550

1,636

$ 17,608

$ 48,035

Reinvestment of distributions

62

72

1,976

1,992

Shares redeemed

(539)

(1,139)

(17,325)

(33,153)

Net increase (decrease)

73

569

$ 2,259

$ 16,874

Institutional Class

 

 

 

 

Shares sold

2,084

2,274

$ 68,480

$ 67,514

Reinvestment of distributions

225

369

7,349

10,496

Shares redeemed

(2,804)

(4,733)

(92,909)

(140,377)

Net increase (decrease)

(495)

(2,090)

$ (17,080)

$ (62,367)

Class Z

 

 

 

 

Shares sold

-

3

$ -

$ 100

Reinvestment of distributions

-*

-**

2

-***

Net increase (decrease)

-

3

$ 2

$ 100

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

* Amount represents fifty-four shares.

** Amount represents seventy-two shares.

*** Amount represents four hundred ninety-six dollars.

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

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

EPI-USAN-0714
1.786785.111

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

Equity Income
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

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.50

$ 4.95

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

Class T

1.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.50

$ 6.08

HypotheticalA

 

$ 1,000.00

$ 1,019.05

$ 5.94

Class B

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.20

$ 9.26

HypotheticalA

 

$ 1,000.00

$ 1,015.96

$ 9.05

Class C

1.72%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.70

$ 8.85

HypotheticalA

 

$ 1,000.00

$ 1,016.36

$ 8.65

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,069.10

$ 3.61

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

Class Z

.54%

 

 

 

Actual

 

$ 1,000.00

$ 1,070.00

$ 2.79

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

JPMorgan Chase & Co.

3.9

4.0

Chevron Corp.

3.0

2.9

Cisco Systems, Inc.

2.5

2.2

General Electric Co.

2.4

2.5

MetLife, Inc.

2.3

2.3

Procter & Gamble Co.

2.1

2.1

Johnson & Johnson

2.1

1.9

Verizon Communications, Inc.

1.8

1.3

Exxon Mobil Corp.

1.8

2.4

Wells Fargo & Co.

1.8

3.0

 

23.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.0

21.4

Energy

14.9

14.0

Information Technology

11.9

11.5

Consumer Staples

10.6

8.8

Industrials

9.6

10.4

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

piz453296

Stocks 90.2%

 

piz453296

Stocks 90.8%

 

piz453299

Bonds 0.2%

 

piz453299

Bonds 0.1%

 

piz453302

Convertible
Securities 4.5%

 

piz453302

Convertible
Securities 4.5%

 

piz453305

Other Investments 0.6%

 

piz453305

Other Investments 0.3%

 

piz453308

Short-Term
Investments and
Net Other Assets
(Liabilities) 4.5%

 

piz453308

Short-Term
Investments and
Net Other Assets
(Liabilities) 4.3%

 

* Foreign investments

10.5%

 

** Foreign investments

11.5%

 

* Written options

0.0%

 

** Written options

(0.1%)

 

piz453311

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 89.8%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 6.6%

Auto Components - 0.2%

Gentex Corp.

189,860

$ 5,491

Hotels, Restaurants & Leisure - 2.1%

Darden Restaurants, Inc. (e)

229,600

11,508

McDonald's Corp.

242,117

24,558

Texas Roadhouse, Inc. Class A

214,562

5,424

Yum! Brands, Inc.

151,121

11,683

 

53,173

Leisure Products - 0.3%

New Academy Holding Co. LLC unit (a)(j)(k)

52,800

7,546

Media - 1.6%

Comcast Corp. Class A

626,874

32,723

Sinclair Broadcast Group, Inc. Class A

212,235

6,278

 

39,001

Multiline Retail - 1.8%

Kohl's Corp.

273,776

14,904

Target Corp.

515,455

29,257

 

44,161

Specialty Retail - 0.6%

Abercrombie & Fitch Co. Class A

148,043

5,627

Foot Locker, Inc.

133,131

6,414

Staples, Inc.

369,733

4,159

 

16,200

TOTAL CONSUMER DISCRETIONARY

165,572

CONSUMER STAPLES - 10.6%

Beverages - 2.0%

Molson Coors Brewing Co. Class B

162,005

10,649

PepsiCo, Inc.

113,122

9,992

The Coca-Cola Co.

726,672

29,728

 

50,369

Food & Staples Retailing - 1.6%

CVS Caremark Corp.

185,000

14,489

Wal-Mart Stores, Inc.

154,750

11,880

Walgreen Co.

208,844

15,018

 

41,387

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food Products - 0.9%

B&G Foods, Inc. Class A

70,054

$ 2,400

Kellogg Co.

285,552

19,697

 

22,097

Household Products - 2.1%

Procter & Gamble Co.

654,217

52,854

Tobacco - 4.0%

Altria Group, Inc.

692,065

28,762

British American Tobacco PLC sponsored ADR

100,511

12,188

Japan Tobacco, Inc.

38,700

1,315

Lorillard, Inc.

454,553

28,260

Philip Morris International, Inc.

161,212

14,274

Reynolds American, Inc.

245,446

14,636

 

99,435

TOTAL CONSUMER STAPLES

266,142

ENERGY - 14.0%

Energy Equipment & Services - 1.8%

Ensco PLC Class A

192,324

10,128

National Oilwell Varco, Inc.

141,849

11,613

Noble Corp.

307,414

9,671

Schlumberger Ltd.

119,457

12,428

 

43,840

Oil, Gas & Consumable Fuels - 12.2%

Access Midstream Partners LP

81,247

5,118

Anadarko Petroleum Corp.

124,445

12,800

Apache Corp.

214,027

19,952

Canadian Natural Resources Ltd.

359,300

14,623

Chevron Corp.

604,769

74,260

CONSOL Energy, Inc.

250,475

11,063

EV Energy Partners LP

243,025

8,975

Exxon Mobil Corp.

450,560

45,295

Gazprom OAO sponsored ADR (Reg. S)

136,300

1,111

Holly Energy Partners LP

114,912

4,061

HollyFrontier Corp.

58,877

2,900

Imperial Oil Ltd.

129,500

6,376

Legacy Reserves LP

115,099

3,384

Markwest Energy Partners LP

257,191

15,933

Occidental Petroleum Corp.

154,423

15,394

Royal Dutch Shell PLC Class A sponsored ADR

140,158

11,016

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Scorpio Tankers, Inc.

126,500

$ 1,147

Suncor Energy, Inc.

486,500

18,723

The Williams Companies, Inc.

695,250

32,649

Williams Partners LP

61,100

3,245

 

308,025

TOTAL ENERGY

351,865

FINANCIALS - 22.8%

Banks - 9.3%

Bank of America Corp.

270,900

4,101

CIT Group, Inc. (i)

72,362

3,219

Citigroup, Inc.

236,500

11,250

Comerica, Inc.

104,780

5,026

FirstMerit Corp.

169,240

3,160

JPMorgan Chase & Co.

1,763,557

98,004

M&T Bank Corp. (e)

194,017

23,548

PNC Financial Services Group, Inc.

71,200

6,071

Standard Chartered PLC (United Kingdom)

405,343

9,121

U.S. Bancorp

560,100

23,631

Valley National Bancorp (e)

226,900

2,199

Wells Fargo & Co.

871,950

44,278

 

233,608

Capital Markets - 5.4%

Apollo Global Management LLC Class A

161,502

4,010

Apollo Investment Corp.

888,252

7,444

Ares Capital Corp.

325,442

5,611

Ares Management LP

114,800

2,181

Ashmore Group PLC (e)

837,305

4,959

BlackRock, Inc. Class A

37,577

11,457

Carlyle Group LP

142,800

4,423

Charles Schwab Corp.

195,406

4,926

Greenhill & Co., Inc. (e)

54,823

2,726

Invesco Ltd.

124,100

4,554

KKR & Co. LP

1,665,196

37,850

Morgan Stanley

375,942

11,602

State Street Corp.

154,599

10,091

The Blackstone Group LP

828,703

25,756

 

137,590

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Diversified Financial Services - 0.6%

Berkshire Hathaway, Inc. Class B (a)

93,785

$ 12,036

TPG Specialty Lending, Inc.

126,100

2,672

 

14,708

Insurance - 4.7%

ACE Ltd.

202,111

20,961

Allied World Assurance Co. Holdings Ltd.

34,500

1,294

Brasil Insurance Participacoes e Administracao SA

539,700

1,927

esure Group PLC

611,000

2,724

MetLife, Inc.

1,115,557

56,815

Prudential Financial, Inc.

115,898

9,522

The Chubb Corp.

134,667

12,478

The Travelers Companies, Inc.

136,849

12,789

 

118,510

Real Estate Investment Trusts - 2.6%

American Capital Agency Corp.

433,580

10,289

Annaly Capital Management, Inc.

802,994

9,467

CBL & Associates Properties, Inc.

280,000

5,270

Coresite Realty Corp.

101,920

3,231

First Potomac Realty Trust

473,077

6,188

Home Properties, Inc.

153,430

9,540

Piedmont Office Realty Trust, Inc. Class A (e)

157,535

2,933

Rayonier, Inc.

97,852

4,658

Retail Properties America, Inc.

375,097

5,641

Two Harbors Investment Corp.

565,041

5,950

Ventas, Inc.

42,294

2,825

 

65,992

Real Estate Management & Development - 0.1%

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

96,000

1,788

Thrifts & Mortgage Finance - 0.1%

Radian Group, Inc.

124,900

1,801

TOTAL FINANCIALS

573,997

HEALTH CARE - 7.9%

Biotechnology - 0.4%

Amgen, Inc.

80,149

9,296

Health Care Equipment & Supplies - 0.6%

Baxter International, Inc.

91,000

6,771

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

Covidien PLC

71,700

$ 5,242

St. Jude Medical, Inc.

40,262

2,613

 

14,626

Health Care Providers & Services - 0.9%

Aetna, Inc.

41,215

3,196

Quest Diagnostics, Inc.

100,036

5,991

UnitedHealth Group, Inc.

167,876

13,368

WellPoint, Inc.

44

5

 

22,560

Pharmaceuticals - 6.0%

AbbVie, Inc.

47,354

2,573

Astellas Pharma, Inc.

617,100

7,939

AstraZeneca PLC sponsored ADR

162,212

11,712

Johnson & Johnson

512,218

51,970

Merck & Co., Inc.

519,268

30,045

Pfizer, Inc.

863,813

25,595

Sanofi SA

72,826

7,786

Teva Pharmaceutical Industries Ltd. sponsored ADR

277,398

14,006

 

151,626

TOTAL HEALTH CARE

198,108

INDUSTRIALS - 9.1%

Aerospace & Defense - 0.8%

United Technologies Corp.

175,807

20,432

Air Freight & Logistics - 2.3%

C.H. Robinson Worldwide, Inc.

206,479

12,360

PostNL NV (a)

757,600

3,714

United Parcel Service, Inc. Class B

393,490

40,876

 

56,950

Airlines - 0.1%

Copa Holdings SA Class A

8,700

1,243

Commercial Services & Supplies - 1.3%

Intrum Justitia AB

161,784

5,036

KAR Auction Services, Inc.

156,904

4,792

Republic Services, Inc.

634,789

22,472

 

32,300

Electrical Equipment - 0.6%

Eaton Corp. PLC

53,300

3,928

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - continued

Emerson Electric Co.

76,270

$ 5,089

Hubbell, Inc. Class B

48,569

5,683

 

14,700

Industrial Conglomerates - 2.4%

General Electric Co.

2,292,733

61,422

Machinery - 0.8%

Cummins, Inc.

50,637

7,744

Stanley Black & Decker, Inc. (i)

151,826

13,270

 

21,014

Professional Services - 0.5%

Acacia Research Corp.

202,860

3,274

Bureau Veritas SA

86,073

2,595

Michael Page International PLC

732,018

5,628

 

11,497

Road & Rail - 0.3%

Union Pacific Corp.

43,902

8,748

TOTAL INDUSTRIALS

228,306

INFORMATION TECHNOLOGY - 11.1%

Communications Equipment - 2.9%

Cisco Systems, Inc.

2,548,453

62,743

QUALCOMM, Inc.

129,689

10,433

 

73,176

Electronic Equipment & Components - 0.4%

TE Connectivity Ltd.

159,030

9,456

Internet Software & Services - 0.3%

Yahoo!, Inc. (a)

241,700

8,375

IT Services - 3.5%

Accenture PLC Class A

81,896

6,670

IBM Corp.

239,223

44,103

Paychex, Inc.

763,278

31,378

Quindell PLC

5,244,900

1,824

Xerox Corp.

410,915

5,075

 

89,050

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 1.6%

Applied Materials, Inc.

957,177

$ 19,325

Broadcom Corp. Class A

677,529

21,593

 

40,918

Software - 1.8%

CA Technologies, Inc.

230,081

6,601

Microsoft Corp. (i)

928,138

37,998

 

44,599

Technology Hardware, Storage & Peripherals - 0.6%

Apple, Inc.

15,103

9,560

EMC Corp.

216,519

5,751

 

15,311

TOTAL INFORMATION TECHNOLOGY

280,885

MATERIALS - 1.3%

Chemicals - 0.4%

Potash Corp. of Saskatchewan, Inc.

66,400

2,410

RPM International, Inc.

145,099

6,249

Tronox Ltd. Class A

76,965

2,045

 

10,704

Metals & Mining - 0.9%

Commercial Metals Co.

294,254

5,223

Freeport-McMoRan Copper & Gold, Inc.

465,414

15,847

Goldcorp, Inc.

13,700

322

SunCoke Energy Partners LP

38,412

1,101

 

22,493

TOTAL MATERIALS

33,197

TELECOMMUNICATION SERVICES - 3.5%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

679,727

24,110

Verizon Communications, Inc.

923,006

46,113

Verizon Communications, Inc. CDI

128,984

6,435

 

76,658

Wireless Telecommunication Services - 0.4%

Vodafone Group PLC

3,076,582

10,787

TOTAL TELECOMMUNICATION SERVICES

87,445

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 2.9%

Electric Utilities - 2.9%

American Electric Power Co., Inc.

317,915

$ 16,961

Hawaiian Electric Industries, Inc. (e)

218,498

5,255

Pinnacle West Capital Corp.

42,500

2,355

PPL Corp.

478,591

16,794

Southern Co.

561,125

24,566

Xcel Energy, Inc.

262,029

8,060

 

73,991

Multi-Utilities - 0.0%

CenterPoint Energy, Inc.

30,314

731

TOTAL UTILITIES

74,722

TOTAL COMMON STOCKS

(Cost $1,868,328)


2,260,239

Preferred Stocks - 1.6%

 

 

 

 

Convertible Preferred Stocks - 1.2%

CONSUMER STAPLES - 0.0%

Food Products - 0.0%

Post Holdings, Inc. 5.25% (a)

10,000

1,058

FINANCIALS - 0.3%

Real Estate Investment Trusts - 0.3%

American Tower Corp. Series A, 5.25% (a)

13,000

1,391

Crown Castle International Corp. Series A, 4.50%

43,800

4,556

Weyerhaeuser Co. Series A, 6.375%

43,200

2,531

 

8,478

HEALTH CARE - 0.2%

Health Care Equipment & Supplies - 0.2%

Alere, Inc. 3.00%

11,539

3,623

INDUSTRIALS - 0.1%

Aerospace & Defense - 0.1%

United Technologies Corp. 7.50%

31,500

2,073

Preferred Stocks - continued

Shares

Value (000s)

Convertible Preferred Stocks - continued

UTILITIES - 0.6%

Electric Utilities - 0.2%

NextEra Energy, Inc.:

5.889%

35,144

$ 2,195

Series E, 5.599%

61,200

3,927

 

6,122

Multi-Utilities - 0.4%

CenterPoint Energy, Inc. 2.00% ZENS

70,100

3,821

Dominion Resources, Inc.:

Series A, 6.125%

43,400

2,486

Series B, 6.00%

43,400

2,502

 

8,809

TOTAL UTILITIES

14,931

TOTAL CONVERTIBLE PREFERRED STOCKS

30,163

Nonconvertible Preferred Stocks - 0.4%

FINANCIALS - 0.4%

Consumer Finance - 0.4%

Ally Financial, Inc.:

7.00% (g)

8,531

8,604

Series A, 8.50%

60,466

1,672

 

10,276

TOTAL PREFERRED STOCKS

(Cost $35,784)


40,439

Corporate Bonds - 3.5%

 

Principal Amount (000s) (d)

 

Convertible Bonds - 3.3%

CONSUMER DISCRETIONARY - 0.3%

Automobiles - 0.2%

Ford Motor Co. 4.25% 11/15/16

$ 800

1,531

Volkswagen International Finance NV 5.5% 11/9/15 (g)

EUR

2,400

3,908

 

5,439

Diversified Consumer Services - 0.1%

Carriage Services, Inc. 2.75% 3/15/21 (g)

1,000

1,078

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - 0.0%

Liberty Media Corp. 3.5% 1/15/31

$ 958

$ 887

TOTAL CONSUMER DISCRETIONARY

7,404

ENERGY - 0.4%

Oil, Gas & Consumable Fuels - 0.4%

Amyris, Inc. 3% 2/27/17

516

421

BPZ Energy, Inc. 8.5% 10/1/17

1,070

1,252

Chesapeake Energy Corp. 2.5% 5/15/37

3,600

3,802

Clean Energy Fuels Corp. 5.25% 10/1/18 (g)

1,410

1,358

Ship Finance International Ltd. 3.25% 2/1/18

2,810

3,143

 

9,976

FINANCIALS - 0.4%

Capital Markets - 0.1%

Ares Capital Corp. 5.75% 2/1/16

1,830

1,960

Insurance - 0.1%

Fidelity National Financial, Inc. 4.25% 8/15/18

1,850

3,069

Thrifts & Mortgage Finance - 0.2%

MGIC Investment Corp. 9% 4/1/63 (g)

3,390

4,335

TOTAL FINANCIALS

9,364

HEALTH CARE - 0.8%

Biotechnology - 0.1%

Gilead Sciences, Inc. 1.625% 5/1/16

250

892

Theravance, Inc. 2.125% 1/15/23

2,260

2,698

 

3,590

Health Care Equipment & Supplies - 0.1%

Teleflex, Inc. 3.875% 8/1/17

1,380

2,445

Health Care Providers & Services - 0.6%

HealthSouth Corp. 2% 12/1/43

4,116

4,445

Molina Healthcare, Inc. 1.125% 1/15/20

1,590

1,979

WellPoint, Inc. 2.75% 10/15/42

5,070

7,871

 

14,295

TOTAL HEALTH CARE

20,330

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

INDUSTRIALS - 0.3%

Commercial Services & Supplies - 0.1%

Covanta Holding Corp. 3.25% 7/1/14

$ 1,830

$ 2,162

Construction & Engineering - 0.1%

Layne Christensen Co. 4.25% 11/15/18 (g)

1,080

1,046

MasTec, Inc.:

4% 6/15/14

890

2,020

4.25% 12/15/14

420

980

 

4,046

Machinery - 0.1%

Navistar International Corp. 4.75% 4/15/19 (g)

1,530

1,566

TOTAL INDUSTRIALS

7,774

INFORMATION TECHNOLOGY - 0.8%

Communications Equipment - 0.2%

InterDigital, Inc. 2.5% 3/15/16

4,730

4,919

Liberty Interactive LLC 0.75% 3/30/43

1,250

1,631

 

6,550

Semiconductors & Semiconductor Equipment - 0.4%

Canadian Solar, Inc. 4.25% 2/15/19 (g)

1,760

1,709

GT Advanced Technologies, Inc.:

3% 10/1/17

3,530

8,086

3% 12/15/20

720

1,171

 

10,966

Software - 0.2%

TiVo, Inc. 4% 3/15/16 (g)

3,230

4,070

TOTAL INFORMATION TECHNOLOGY

21,586

MATERIALS - 0.2%

Metals & Mining - 0.2%

Goldcorp, Inc. 2% 8/1/14

3,120

3,126

Newmont Mining Corp. 1.25% 7/15/14

2,000

2,000

 

5,126

Corporate Bonds - continued

 

Principal Amount (000s) (d)

Value (000s)

Convertible Bonds - continued

UTILITIES - 0.1%

Electric Utilities - 0.1%

NRG Yield, Inc. 3.5% 2/1/19 (g)

$ 2,480

$ 2,769

TOTAL CONVERTIBLE BONDS

84,329

Nonconvertible Bonds - 0.2%

INDUSTRIALS - 0.1%

Commercial Services & Supplies - 0.1%

APX Group, Inc. 8.75% 12/1/20

2,545

2,596

MATERIALS - 0.1%

Metals & Mining - 0.1%

JMC Steel Group, Inc. 8.25% 3/15/18 (g)

1,489

1,526

Walter Energy, Inc. 8.5% 4/15/21

2,030

1,096

 

2,622

TOTAL NONCONVERTIBLE BONDS

5,218

TOTAL CORPORATE BONDS

(Cost $79,021)


89,547

Other - 0.5%

ENERGY - 0.5%

Oil, Gas & Consumable Fuels - 0.5%

EQTY ER Holdings, LLC 12% 1/28/18 (f)(k)(l)

5,667

5,667

Shares

 

EQTY ER Holdings, LLC (f)(k)(l)

2,833,333

6,344

TOTAL OTHER

(Cost $8,504) .


12,011

Preferred Securities - 0.1%

 

Principal Amount (000s) (d)

Value (000s)

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

Baggot Securities Ltd. 10.24% (g)(h)

(Cost $1,520)

EUR

990

 

$ 1,514

Money Market Funds - 5.1%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

109,101,870

109,102

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

18,367,948

18,368

TOTAL MONEY MARKET FUNDS

(Cost $127,470)


127,470

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $2,120,627)

2,531,220

NET OTHER ASSETS (LIABILITIES) - (0.6)%

(14,962)

NET ASSETS - 100%

$ 2,516,258

Written Options

Expiration Date/Exercise Price

Number of Contracts

Premium (000s)

Value (000s)

Call Options

CIT Group, Inc.

7/19/14 -
$50.00

362

$ 39

$ (3)

Microsoft Corp.

7/19/14 -
$42.00

1,420

105

(69)

Stanley Black & Decker, Inc.

7/19/14 -
$85.00

800

120

(260)

TOTAL WRITTEN OPTIONS

$ 264

$ (332)

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 $33,483,000 or 1.3% of net assets.

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

(i) Security or a portion of the security is pledged as collateral for call options written. At period end, the value of securities pledged amounted to $14,416,000.

(j) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is owned by the Fund.

(k) 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 $21,345,000 or 0.8% 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

$ 1,920

EQTY ER Holdings, LLC 12% 1/28/18

1/29/13

$ 5,667

EQTY ER Holdings, LLC

1/29/13

$ 2,833

New Academy Holding Co. LLC unit

8/1/11

$ 5,565

(l) Investments represent a non-operating interest in oil and gas wells through an entity owned by the fund that is treated as a corporation for U.S. tax purposes.

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

$ 31

Fidelity Securities Lending Cash Central Fund

46

Total

$ 77

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

Income

Value,
end of
period

EQTY ER Holdings, LLC 12% 1/28/18

$ 5,667

$ -

$ -

$ 680

$ 5,667

EQTY ER Holdings, LLC

2,833

-

-

-

6,344

Total

$ 8,500

$ -

$ -

$ 680

$ 12,011

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

$ 165,572

$ 158,026

$ -

$ 7,546

Consumer Staples

267,200

265,885

1,315

-

Energy

351,865

351,865

-

-

Financials

592,751

575,272

15,691

1,788

Health Care

201,731

186,006

15,725

-

Industrials

230,379

230,379

-

-

Information Technology

280,885

280,885

-

-

Materials

33,197

33,197

-

-

Telecommunication Services

87,445

76,658

10,787

-

Utilities

89,653

79,710

9,943

-

Corporate Bonds

89,547

-

89,547

-

Other/Energy

12,011

-

12,011

Preferred Securities

1,514

-

1,514

-

Money Market Funds

127,470

127,470

-

-

Total Investments in Securities:

$ 2,531,220

$ 2,365,353

$ 156,533

$ 9,334

Derivative Instruments:

Liabilities

Written Options

$ (332)

$ (332)

$ -

$ -

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

Value
(Amounts in thousands)

 

Asset

Liability

Equity Risk

Written Options (a)

$ -

$ (332)

Total Value of Derivatives

$ -

$ (332)

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

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

United States of America

89.5%

United Kingdom

3.6%

Canada

1.9%

Switzerland

1.2%

Others (Individually Less Than 1%)

3.8%

 

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 $17,865) - See accompanying schedule:

Unaffiliated issuers (cost $1,984,653)

$ 2,391,739

 

Fidelity Central Funds (cost $127,470)

127,470

 

Other affiliated issuers (cost $8,504)

12,011

 

Total Investments (cost $2,120,627)

 

$ 2,531,220

Receivable for investments sold

1,739

Receivable for fund shares sold

1,149

Dividends receivable

6,120

Interest receivable

887

Distributions receivable from Fidelity Central Funds

33

Prepaid expenses

1

Other receivables

112

Total assets

2,541,261

 

 

 

Liabilities

Payable for investments purchased

$ 158

Payable for fund shares redeemed

2,597

Accrued management fee

935

Distribution and service plan fees payable

765

Written options, at value (premium received $264)

332

Other affiliated payables

486

Other payables and accrued expenses

141

Deferred taxes

1,221

Collateral on securities loaned, at value

18,368

Total liabilities

25,003

 

 

 

Net Assets

$ 2,516,258

Net Assets consist of:

 

Paid in capital

$ 2,069,457

Undistributed net investment income

9,777

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

27,721

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

409,303

Net Assets

$ 2,516,258

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 ($797,658.2 ÷ 24,009.150 shares)

$ 33.22

 

 

 

Maximum offering price per share (100/94.25 of $33.22)

$ 35.25

Class T:
Net Asset Value
and redemption price per share ($998,240.7 ÷ 29,577.247 shares)

$ 33.75

 

 

 

Maximum offering price per share (100/96.50 of $33.75)

$ 34.97

Class B:
Net Asset Value
and offering price per share ($22,333.3 ÷ 667.811 shares)A

$ 33.44

 

 

 

Class C:
Net Asset Value
and offering price per share ($207,192.6 ÷ 6,208.987 shares)A

$ 33.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($490,721.1 ÷ 14,296.338 shares)

$ 34.32

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($111.6 ÷ 3.251 shares)

$ 34.33

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

 

$ 36,790

Special dividends

 

8,544

Interest (including $680 earned from other affiliated issuers)

 

1,931

Income from Fidelity Central Funds

 

77

Total income

 

47,342

 

 

 

Expenses

Management fee

$ 5,547

Transfer agent fees

2,520

Distribution and service plan fees

4,534

Accounting and security lending fees

369

Custodian fees and expenses

28

Independent trustees' compensation

5

Registration fees

69

Audit

43

Legal

5

Miscellaneous

8

Total expenses before reductions

13,128

Expense reductions

(29)

13,099

Net investment income (loss)

34,243

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

133,745

Foreign currency transactions

3

Written options

1,505

Total net realized gain (loss)

 

135,253

Change in net unrealized appreciation (depreciation) on:

Investment securities

(9,063)

Assets and liabilities in foreign currencies

(16)

Written options

588

Total change in net unrealized appreciation (depreciation)

 

(8,491)

Net gain (loss)

126,762

Net increase (decrease) in net assets resulting from operations

$ 161,005

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)

$ 34,243

$ 45,925

Net realized gain (loss)

135,253

210,951

Change in net unrealized appreciation (depreciation)

(8,491)

276,538

Net increase (decrease) in net assets resulting
from operations

161,005

533,414

Distributions to shareholders from net investment income

(35,573)

(43,731)

Distributions to shareholders from net realized gain

-

(2,444)

Total distributions

(35,573)

(46,175)

Share transactions - net increase (decrease)

(75,628)

(140,174)

Total increase (decrease) in net assets

49,804

347,065

 

 

 

Net Assets

Beginning of period

2,466,454

2,119,389

End of period (including undistributed net investment income of $9,777 and undistributed net investment income of $11,107, respectively)

$ 2,516,258

$ 2,466,454

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

$ 31.60

$ 25.55

$ 22.18

$ 21.07

$ 20.26

$ 16.72

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .46 I

  .60

  .61

  .42

  .25

  .28

Net realized and unrealized gain (loss)

  1.65

  6.06

  3.32

  1.11

  .81

  3.58

Total from investment operations

  2.11

  6.66

  3.93

  1.53

  1.06

  3.86

Distributions from net investment income

  (.49)

  (.58)

  (.56)

  (.42)

  (.25)

  (.32)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.49)

  (.61)

  (.56)

  (.42)

  (.25)

  (.32)

Net asset value, end of period

$ 33.22

$ 31.60

$ 25.55

$ 22.18

$ 21.07

$ 20.26

Total Return B, C, D

  6.75%

  26.43%

  17.90%

  7.25%

  5.26%

  23.58%

Ratios to Average Net Assets F,H

 

 

 

 

 

Expenses before reductions

  .96% A

  .98%

  1.02%

  1.03%

  1.04%

  1.07%

Expenses net of fee waivers, if any

  .96% A

  .98%

  1.02%

  1.03%

  1.04%

  1.07%

Expenses net of all reductions

  .96% A

  .97%

  1.01%

  1.02%

  1.04%

  1.07%

Net investment income (loss)

  2.89% A,I

  2.07%

  2.52%

  1.82%

  1.21%

  1.67%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 798

$ 777

$ 646

$ 634

$ 719

$ 831

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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 Investment income per share reflects a large, non-recurring dividends which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.19%.

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

$ 32.09

$ 25.94

$ 22.50

$ 21.37

$ 20.54

$ 16.94

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .43 I

  .55

  .57

  .38

  .22

  .25

Net realized and unrealized gain (loss)

  1.68

  6.15

  3.37

  1.13

  .82

  3.63

Total from investment operations

  2.11

  6.70

  3.94

  1.51

  1.04

  3.88

Distributions from net investment income

  (.45)

  (.52)

  (.50)

  (.38)

  (.21)

  (.28)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.45)

  (.55)

  (.50)

  (.38)

  (.21)

  (.28)

Net asset value, end of period

$ 33.75

$ 32.09

$ 25.94

$ 22.50

$ 21.37

$ 20.54

Total Return B, C, D

  6.65%

  26.14%

  17.70%

  7.02%

  5.09%

  23.35%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.18% A

  1.19%

  1.21%

  1.22%

  1.23%

  1.28%

Expenses net of fee waivers, if any

  1.18% A

  1.19%

  1.21%

  1.22%

  1.23%

  1.28%

Expenses net of all reductions

  1.18% A

  1.18%

  1.21%

  1.21%

  1.22%

  1.27%

Net investment income (loss)

  2.67% A,I

  1.86%

  2.32%

  1.63%

  1.03%

  1.47%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 998

$ 984

$ 854

$ 862

$ 1,108

$ 1,264

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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 Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend>, the ratio of net investment income (loss) to average net assets would have been 1.97%.

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

$ 31.79

$ 25.69

$ 22.29

$ 21.16

$ 20.33

$ 16.77

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .33 I

  .36

  .42

  .24

  .09

  .15

Net realized and unrealized gain (loss)

  1.66

  6.10

  3.34

  1.12

  .82

  3.59

Total from investment operations

  1.99

  6.46

  3.76

  1.36

  .91

  3.74

Distributions from net investment income

  (.34)

  (.33)

  (.36)

  (.23)

  (.08)

  (.18)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.34)

  (.36)

  (.36)

  (.23)

  (.08)

  (.18)

Net asset value, end of period

$ 33.44

$ 31.79

$ 25.69

$ 22.29

$ 21.16

$ 20.33

Total Return B, C, D

  6.32%

  25.39%

  16.97%

  6.43%

  4.49%

  22.59%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.80% A

  1.80%

  1.80%

  1.81%

  1.82%

  1.84%

Expenses net of fee waivers, if any

  1.80% A

  1.80%

  1.80%

  1.81%

  1.82%

  1.84%

Expenses net of all reductions

  1.79% A

  1.79%

  1.80%

  1.80%

  1.81%

  1.84%

Net investment income (loss)

  2.05% A,I

  1.26%

  1.73%

  1.04%

  .44%

  .90%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 22

$ 27

$ 31

$ 42

$ 63

$ 88

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.36%.

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

$ 31.73

$ 25.66

$ 22.27

$ 21.16

$ 20.34

$ 16.78

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .34 I

  .38

  .43

  .25

  .09

  .16

Net realized and unrealized gain (loss)

  1.66

  6.09

  3.33

  1.11

  .82

  3.59

Total from investment operations

  2.00

  6.47

  3.76

  1.36

  .91

  3.75

Distributions from net investment income

  (.36)

  (.37)

  (.37)

  (.25)

  (.09)

  (.19)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.36)

  (.40)

  (.37)

  (.25)

  (.09)

  (.19)

Net asset value, end of period

$ 33.37

$ 31.73

$ 25.66

$ 22.27

$ 21.16

$ 20.34

Total Return B, C, D

  6.37%

  25.46%

  17.03%

  6.40%

  4.50%

  22.63%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.72% A

  1.74%

  1.77%

  1.78%

  1.80%

  1.83%

Expenses net of fee waivers, if any

  1.72% A

  1.74%

  1.77%

  1.78%

  1.80%

  1.83%

Expenses net of all reductions

  1.72% A

  1.73%

  1.77%

  1.77%

  1.79%

  1.83%

Net investment income (loss)

  2.13% A,I

  1.32%

  1.76%

  1.06%

  .46%

  .91%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 207

$ 195

$ 143

$ 134

$ 149

$ 165

Portfolio turnover rate G

  41% A

  34%

  49%

  89%

  29%

  76%

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.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.43%.

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

$ 32.62

$ 26.36

$ 22.86

$ 21.70

$ 20.85

$ 17.20

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .52 H

  .70

  .70

  .50

  .32

  .34

Net realized and unrealized gain (loss)

  1.71

  6.24

  3.43

  1.14

  .83

  3.68

Total from investment operations

  2.23

  6.94

  4.13

  1.64

  1.15

  4.02

Distributions from net investment income

  (.53)

  (.65)

  (.63)

  (.48)

  (.30)

  (.37)

Distributions from net realized gain

  -

  (.03)

  -

  -

  -

  -

Total distributions

  (.53)

  (.68)

  (.63)

  (.48)

  (.30)

  (.37)

Net asset value, end of period

$ 34.32

$ 32.62

$ 26.36

$ 22.86

$ 21.70

$ 20.85

Total Return B, C

  6.91%

  26.72%

  18.27%

  7.55%

  5.56%

  23.90%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .70% A

  .72%

  .73%

  .74%

  .77%

  .79%

Expenses net of fee waivers, if any

  .70% A

  .72%

  .73%

  .74%

  .77%

  .79%

Expenses net of all reductions

  .70% A

  .71%

  .73%

  .73%

  .76%

  .78%

Net investment income (loss)

  3.15% A,H

  2.34%

  2.80%

  2.10%

  1.49%

  1.96%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 491

$ 483

$ 445

$ 360

$ 464

$ 1,127

Portfolio turnover rate F

  41% A

  34%

  49%

  89%

  29%

  76%

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.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.45%.

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

$ 32.63

$ 31.44

Income from Investment Operations

 

 

Net investment income (loss) D

  .55 I

  .23

Net realized and unrealized gain (loss)

  1.70

  1.12

Total from investment operations

  2.25

  1.35

Distributions from net investment income

  (.55)

  (.16)

Net asset value, end of period

$ 34.33

$ 32.63

Total Return B, C

  7.00%

  4.30%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .54% A

  .54% A

Expenses net of fee waivers, if any

  .54% A

  .54% A

Expenses net of all reductions

  .54% A

  .54% A

Net investment income (loss)

  3.31% A,I

  2.37% A

Supplemental Data

 

 

Net assets, end of period (000s omitted)

$ 112

$ 104

Portfolio turnover rate F

  41% 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 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. 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 Investment income per share reflects a large, non-recurring dividend which amounted to $.11 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 2.61%.

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® Equity 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, 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 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

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 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

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.

Exchange-traded options are valued using the last sale price or, in the absence of a sale, the last offering price and are categorized as Level 1 in the hierarchy.

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of 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

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. 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.

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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. One of the Fund's investments, EQTY ER Holdings, LLC, is owned through an entity that is treated as a corporation for U.S. tax purposes and may be subject to federal and state taxes upon disposition. The tax liability may differ materially depending on conditions when the investment is disposed. At period end, the estimated tax liability for this investment is presented as "Deferred taxes" in the Statement of Assets and Liabilities and included in "Change in net unrealized appreciation (depreciation) on investment securities" in the Statement of Operations.

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

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

Book-tax differences are primarily due to foreign currency transactions, partnerships, market discount, equity-debt classifications, deferred trustees compensation, 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

$ 436,501

Gross unrealized depreciation

(34,771)

Net unrealized appreciation (depreciation) on securities and other investments

$ 401,730

 

 

Tax cost

$ 2,129,490

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

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

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

$ (100,096)

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 options. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

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

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

Equity Risk

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

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

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

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

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

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

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

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

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options" and are representative of volume of activity during the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Options - continued

During the period, the Fund recognized net realized gain (loss) of $1,505 and a change in net unrealized appreciation (depreciation) of $588 related to its investment in written options. This amount is included in the Statement of Operations.

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

Written Options

Number of
Contracts

Amount of
Premiums

Outstanding at beginning of period

13

$ 831

Options Opened

35

2,747

Options Exercised

(18)

(1,450)

Options Closed

(14)

(877)

Options Expired

(13)

(987)

Outstanding at end of period

3

$ 264

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $492,345 and $574,742, respectively.

6. Fees and Other Transactions with Affiliates.

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

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

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

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%

$ 974

$ 20

Class T

.25%

.25%

2,439

21

Class B

.75%

.25%

123

93

Class C

.75%

.25%

998

116

 

 

 

$ 4,534

$ 250

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.

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

 

Retained
by FDC

Class A

$ 66

Class T

20

Class B*

7

Class C*

9

 

$ 102

* 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 843

.22

Class T

912

.19

Class B

37

.30

Class C

225

.23

Institutional Class

503

.21

Class Z

-**

.05

 

$ 2,520

 

* Annualized

** Amount represents twenty-four dollars.

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 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 $2 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

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 $46. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $29 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

From net investment income

 

 

Class A

$ 11,878

$ 14,351

Class T

13,497

16,481

Class B

268

359

Class C

2,250

2,111

Institutional Class

7,678

10,429

Class Z

2

-*

Total

$ 35,573

$ 43,731

From net realized gain

 

 

Class A

$ -

$ 754

Class T

-

982

Class B

-

36

Class C

-

167

Institutional Class

-

505

Total

$ -

$ 2,444

A Distributions for Class Z are for the period November 30, 2013 (commencement of sale of shares) to November 30, 2013.

* Amount represents four hundred ninety-six dollars.

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

1,638

3,676

$ 52,192

$ 106,691

Reinvestment of distributions

347

505

10,973

13,926

Shares redeemed

(2,583)

(4,869)

(82,531)

(139,536)

Net increase (decrease)

(598)

(688)

$ (19,366)

$ (18,919)

Class T

 

 

 

 

Shares sold

1,708

3,948

$ 55,411

$ 115,563

Reinvestment of distributions

405

601

12,999

16,778

Shares redeemed

(3,218)

(6,787)

(103,853)

(197,631)

Net increase (decrease)

(1,105)

(2,238)

$ (35,443)

$ (65,290)

Class B

 

 

 

 

Shares sold

14

42

$ 450

$ 1,216

Reinvestment of distributions

8

13

244

359

Shares redeemed

(208)

(423)

(6,694)

(12,147)

Net increase (decrease)

(186)

(368)

$ (6,000)

$ (10,572)

Semiannual Report

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 C

 

 

 

 

Shares sold

550

1,636

$ 17,608

$ 48,035

Reinvestment of distributions

62

72

1,976

1,992

Shares redeemed

(539)

(1,139)

(17,325)

(33,153)

Net increase (decrease)

73

569

$ 2,259

$ 16,874

Institutional Class

 

 

 

 

Shares sold

2,084

2,274

$ 68,480

$ 67,514

Reinvestment of distributions

225

369

7,349

10,496

Shares redeemed

(2,804)

(4,733)

(92,909)

(140,377)

Net increase (decrease)

(495)

(2,090)

$ (17,080)

$ (62,367)

Class Z

 

 

 

 

Shares sold

-

3

$ -

$ 100

Reinvestment of distributions

-*

-**

2

-***

Net increase (decrease)

-

3

$ 2

$ 100

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

* Amount represents fifty-four shares.

** Amount represents seventy-two shares.

*** Amount represents four hundred ninety-six dollars.

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

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

EPIZ-USAN-0714
1.9585509.100

Fidelity Advisor®

Series Growth Opportunities Fund

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, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

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

Actual

.77%

$ 1,000.00

$ 1,042.50

$ 3.92

Hypothetical A

 

$ 1,000.00

$ 1,021.09

$ 3.88

A 5% return per year before expenses

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

* Expenses are equal to the Fund's 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.

4.5

4.3

salesforce.com, Inc.

3.6

3.7

Regeneron Pharmaceuticals, Inc.

2.9

3.0

Google, Inc. Class A

2.6

4.9

Google, Inc. Class C

2.5

0.0

Facebook, Inc. Class A

2.1

2.2

Keurig Green Mountain, Inc.

1.9

0.8

Comcast Corp. Class A

1.7

1.8

Visa, Inc. Class A

1.5

1.5

American Express Co.

1.5

1.1

 

24.8

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

33.8

31.5

Health Care

16.9

15.6

Consumer Discretionary

16.7

18.1

Consumer Staples

10.8

9.9

Industrials

8.4

7.3

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

axs1754283

Stocks 98.9%

 

axs1754283

Stocks and
Equity Futures 97.5%

 

axs1754286

Short-Term
Investments and
Net Other Assets (Liabilities) 1.1%

 

axs1754286

Short-Term
Investments and
Net Other Assets (Liabilities) 2.5%

 

* Foreign investments

5.6%

 

** Foreign investments

5.1%

 

axs1754289

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.9%

Shares

Value

CONSUMER DISCRETIONARY - 16.7%

Auto Components - 0.2%

Tenneco, Inc. (a)

30,300

$ 1,931,625

Automobiles - 0.6%

Tesla Motors, Inc. (a)(d)

27,100

5,630,567

Hotels, Restaurants & Leisure - 2.8%

Arcos Dorados Holdings, Inc. Class A (d)

59,800

532,220

Buffalo Wild Wings, Inc. (a)

14,400

2,080,944

Chipotle Mexican Grill, Inc. (a)

5,800

3,173,122

Chuy's Holdings, Inc. (a)

36,000

1,176,120

Dunkin' Brands Group, Inc.

49,300

2,206,668

Las Vegas Sands Corp.

35,200

2,693,504

McDonald's Corp.

35,700

3,621,051

Panera Bread Co. Class A (a)

15,400

2,365,594

Starbucks Corp.

79,700

5,837,228

Starwood Hotels & Resorts Worldwide, Inc.

15,200

1,213,720

 

24,900,171

Household Durables - 1.3%

Harman International Industries, Inc.

37,700

3,959,631

Lennar Corp. Class A

90,900

3,717,810

SodaStream International Ltd. (a)

18,900

705,915

Toll Brothers, Inc. (a)

60,200

2,180,444

Tupperware Brands Corp.

14,700

1,230,684

 

11,794,484

Internet & Catalog Retail - 1.6%

Amazon.com, Inc. (a)

29,200

9,126,460

JD.com, Inc. sponsored ADR

6,500

162,500

priceline.com, Inc. (a)

3,500

4,475,205

 

13,764,165

Media - 3.7%

AMC Networks, Inc. Class A (a)

50,700

3,137,316

Comcast Corp. Class A

290,700

15,174,540

DIRECTV (a)

22,000

1,813,680

IMAX Corp. (a)

118,700

3,113,501

Liberty Global PLC Class A (a)

19,500

877,890

Lions Gate Entertainment Corp. (d)

65,600

1,714,128

News Corp. Class A (a)

10,500

179,130

The Walt Disney Co.

32,700

2,747,127

Twenty-First Century Fox, Inc. Class A

119,300

4,224,413

 

32,981,725

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Multiline Retail - 0.2%

Target Corp.

24,900

$ 1,413,324

Specialty Retail - 2.8%

Bed Bath & Beyond, Inc. (a)

17,300

1,052,705

Cabela's, Inc. Class A (a)(d)

16,400

1,004,172

CarMax, Inc. (a)

56,200

2,490,222

DSW, Inc. Class A

35,100

879,255

Five Below, Inc. (a)

27,500

995,500

GNC Holdings, Inc.

37,500

1,384,500

Home Depot, Inc.

80,100

6,426,423

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

90,500

7,030,040

TJX Companies, Inc.

67,700

3,686,265

 

24,949,082

Textiles, Apparel & Luxury Goods - 3.5%

Fossil Group, Inc. (a)

38,800

4,064,688

Kate Spade & Co. (a)

50,400

1,835,064

lululemon athletica, Inc. (a)(d)

236,200

10,541,606

Michael Kors Holdings Ltd. (a)

60,900

5,747,742

NIKE, Inc. Class B

39,900

3,068,709

Prada SpA

126,300

944,853

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

35,400

1,575,300

Steven Madden Ltd. (a)

63,800

2,032,668

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

24,800

1,259,592

 

31,070,222

TOTAL CONSUMER DISCRETIONARY

148,435,365

CONSUMER STAPLES - 10.8%

Beverages - 1.7%

Monster Beverage Corp. (a)

37,500

2,601,750

PepsiCo, Inc.

47,900

4,231,007

SABMiller PLC

26,200

1,454,073

The Coca-Cola Co.

172,700

7,065,157

 

15,351,987

Food & Staples Retailing - 3.2%

Costco Wholesale Corp.

67,000

7,773,340

CVS Caremark Corp.

99,300

7,777,176

Fresh Market, Inc. (a)(d)

14,900

456,685

Wal-Mart Stores, Inc.

62,100

4,767,417

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Walgreen Co.

73,200

$ 5,263,812

Whole Foods Market, Inc.

52,300

1,999,952

 

28,038,382

Food Products - 2.4%

Bunge Ltd.

16,300

1,266,673

Keurig Green Mountain, Inc.

148,900

16,792,942

Mead Johnson Nutrition Co. Class A

24,700

2,209,909

Mondelez International, Inc.

33,200

1,248,984

 

21,518,508

Household Products - 0.9%

Procter & Gamble Co.

71,300

5,760,327

Svenska Cellulosa AB (SCA) (B Shares)

84,300

2,345,586

 

8,105,913

Personal Products - 0.4%

Avon Products, Inc.

27,400

391,546

Herbalife Ltd.

47,500

3,079,425

 

3,470,971

Tobacco - 2.2%

Altria Group, Inc.

206,400

8,577,984

Japan Tobacco, Inc.

9,400

319,303

Lorillard, Inc.

49,800

3,096,066

Philip Morris International, Inc.

80,500

7,127,470

 

19,120,823

TOTAL CONSUMER STAPLES

95,606,584

ENERGY - 5.0%

Energy Equipment & Services - 1.7%

FMC Technologies, Inc. (a)

25,500

1,480,530

Halliburton Co.

30,800

1,990,912

National Oilwell Varco, Inc.

21,900

1,792,953

Schlumberger Ltd.

92,600

9,634,104

 

14,898,499

Oil, Gas & Consumable Fuels - 3.3%

Anadarko Petroleum Corp.

18,900

1,944,054

Cabot Oil & Gas Corp.

52,600

1,906,224

Chesapeake Energy Corp.

37,400

1,074,128

Concho Resources, Inc. (a)

18,600

2,451,480

Continental Resources, Inc. (a)

23,100

3,242,316

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

EOG Resources, Inc.

11,200

$ 1,184,960

Exxon Mobil Corp.

200

20,106

Hess Corp.

35,600

3,250,280

Marathon Petroleum Corp.

8,200

732,998

Noble Energy, Inc.

17,300

1,246,811

Occidental Petroleum Corp.

53,900

5,373,291

PDC Energy, Inc. (a)

12,700

815,213

Peabody Energy Corp.

38,500

622,160

Phillips 66 Co.

9,700

822,463

Pioneer Natural Resources Co.

6,800

1,429,088

Range Resources Corp.

4,300

399,685

Southwestern Energy Co. (a)

21,200

963,964

Valero Energy Corp.

38,800

2,174,740

 

29,653,961

TOTAL ENERGY

44,552,460

FINANCIALS - 4.4%

Banks - 0.9%

Bank of America Corp.

74,600

1,129,444

Citigroup, Inc.

27,200

1,293,904

JPMorgan Chase & Co.

51,900

2,884,083

Signature Bank (a)

6,900

799,158

Wells Fargo & Co.

33,100

1,680,818

 

7,787,407

Capital Markets - 0.8%

BlackRock, Inc. Class A

6,100

1,859,890

Charles Schwab Corp.

145,600

3,670,576

Goldman Sachs Group, Inc.

6,400

1,022,784

T. Rowe Price Group, Inc.

7,900

644,087

 

7,197,337

Consumer Finance - 2.3%

American Express Co.

142,100

13,002,150

Discover Financial Services

121,100

7,160,643

 

20,162,793

Diversified Financial Services - 0.2%

BM&F BOVESPA SA

210,800

1,033,158

CME Group, Inc.

5,700

410,400

 

1,443,558

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - 0.1%

Simon Property Group, Inc.

7,100

$ 1,181,866

Washington Prime Group, Inc. (a)

3,550

70,610

 

1,252,476

Real Estate Management & Development - 0.1%

The St. Joe Co. (a)

29,700

699,138

TOTAL FINANCIALS

38,542,709

HEALTH CARE - 16.9%

Biotechnology - 11.7%

ACADIA Pharmaceuticals, Inc. (a)

49,135

1,014,638

Alexion Pharmaceuticals, Inc. (a)

36,100

6,004,152

Alkermes PLC (a)

11,000

503,910

Alnylam Pharmaceuticals, Inc. (a)

45,966

2,725,324

Amarin Corp. PLC ADR (a)(d)

64,500

90,945

Amgen, Inc.

61,100

7,086,989

Biogen Idec, Inc. (a)

12,300

3,928,251

BioMarin Pharmaceutical, Inc. (a)

35,600

2,063,376

Bluebird Bio, Inc.

22,200

513,264

Celgene Corp. (a)

14,600

2,234,238

Celldex Therapeutics, Inc. (a)

56,400

824,004

Cepheid, Inc. (a)

36,300

1,635,315

Clovis Oncology, Inc. (a)

4,300

220,203

Exelixis, Inc. (a)

80,879

267,709

Geron Corp. (a)

513,500

1,068,080

Gilead Sciences, Inc. (a)

148,600

12,067,806

ImmunoGen, Inc. (a)(d)

363,900

4,301,298

Immunomedics, Inc. (a)

1,700

5,661

Insmed, Inc. (a)

92,800

1,219,392

Intercept Pharmaceuticals, Inc. (a)

1,400

331,254

InterMune, Inc. (a)

27,800

1,101,436

Ironwood Pharmaceuticals, Inc. Class A (a)

45,018

644,658

Isis Pharmaceuticals, Inc. (a)

19,005

555,326

Lexicon Pharmaceuticals, Inc. (a)(d)

1,948,900

2,572,548

Merrimack Pharmaceuticals, Inc. (a)

163,000

1,266,510

NPS Pharmaceuticals, Inc. (a)

1,400

43,582

Ophthotech Corp.

15,700

638,990

Prothena Corp. PLC (a)

1,229

25,588

Receptos, Inc.

23,800

708,288

Regeneron Pharmaceuticals, Inc. (a)

84,700

25,999,512

Rigel Pharmaceuticals, Inc. (a)

181,900

598,451

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Biotechnology - continued

Seattle Genetics, Inc. (a)(d)

386,900

$ 12,910,853

Swedish Orphan Biovitrum AB (a)

106,000

1,351,928

Theravance, Inc. (a)(d)

86,000

2,463,900

Transition Therapeutics, Inc. (a)

178,600

909,074

uniQure B.V.

1,100

9,515

Vertex Pharmaceuticals, Inc. (a)

18,700

1,351,262

XOMA Corp. (a)

534,100

2,211,174

 

103,468,404

Health Care Equipment & Supplies - 0.8%

Abbott Laboratories

23,700

948,237

Align Technology, Inc. (a)

15,600

851,916

Baxter International, Inc.

10,500

781,305

Cyberonics, Inc. (a)

18,000

1,094,400

Insulet Corp. (a)

17,991

659,010

Steris Corp.

46,100

2,467,272

 

6,802,140

Health Care Providers & Services - 0.9%

Accretive Health, Inc. (a)(d)

158,100

1,184,169

BioScrip, Inc. (a)(d)

202,700

1,591,195

Catamaran Corp. (a)

17,100

753,359

Express Scripts Holding Co. (a)

34,100

2,437,127

McKesson Corp.

11,100

2,105,004

 

8,070,854

Health Care Technology - 0.6%

Allscripts Healthcare Solutions, Inc. (a)

193,900

2,858,086

athenahealth, Inc. (a)(d)

22,000

2,792,020

Castlight Health, Inc. Class B (d)

8,400

127,512

 

5,777,618

Life Sciences Tools & Services - 0.8%

Illumina, Inc. (a)

44,300

7,010,475

Pharmaceuticals - 2.1%

AbbVie, Inc.

40,800

2,216,664

Actavis PLC (a)

12,000

2,538,480

Allergan, Inc.

20,800

3,483,168

Auxilium Pharmaceuticals, Inc. (a)

59,800

1,338,324

Bristol-Myers Squibb Co.

44,900

2,233,326

Hospira, Inc. (a)

15,800

776,886

Jazz Pharmaceuticals PLC (a)

3,500

496,510

Johnson & Johnson

10,000

1,014,600

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - continued

Mylan, Inc. (a)

14,400

$ 717,696

Questcor Pharmaceuticals, Inc. (d)

14,300

1,288,859

Revance Therapeutics, Inc.

4,400

138,556

Valeant Pharmaceuticals International (Canada) (a)

15,500

2,034,741

XenoPort, Inc. (a)

47,400

191,970

 

18,469,780

TOTAL HEALTH CARE

149,599,271

INDUSTRIALS - 8.4%

Aerospace & Defense - 0.8%

Honeywell International, Inc.

33,200

3,092,580

The Boeing Co.

32,000

4,328,000

 

7,420,580

Air Freight & Logistics - 1.0%

FedEx Corp.

20,100

2,897,616

United Parcel Service, Inc. Class B

56,100

5,827,668

 

8,725,284

Airlines - 1.9%

Delta Air Lines, Inc.

41,600

1,660,256

Southwest Airlines Co.

144,600

3,824,670

Spirit Airlines, Inc. (a)

80,000

4,725,600

United Continental Holdings, Inc. (a)

148,200

6,575,634

 

16,786,160

Construction & Engineering - 0.2%

Quanta Services, Inc. (a)

53,200

1,806,140

Electrical Equipment - 0.3%

Acuity Brands, Inc.

23,847

2,993,037

Industrial Conglomerates - 1.4%

3M Co.

18,400

2,622,920

Danaher Corp.

83,500

6,548,905

General Electric Co.

69,200

1,853,868

Roper Industries, Inc.

10,300

1,459,304

 

12,484,997

Machinery - 0.5%

Caterpillar, Inc.

19,600

2,003,708

Cummins, Inc.

7,800

1,192,854

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - continued

ITT Corp.

6,300

$ 275,184

Xylem, Inc.

16,600

619,180

 

4,090,926

Professional Services - 0.0%

Paylocity Holding Corp. (a)

1,000

19,470

Road & Rail - 2.3%

CSX Corp.

84,500

2,484,300

Hertz Global Holdings, Inc. (a)

162,700

4,802,904

J.B. Hunt Transport Services, Inc.

28,800

2,236,608

Kansas City Southern

2,800

301,056

Union Pacific Corp.

53,100

10,581,237

 

20,406,105

TOTAL INDUSTRIALS

74,732,699

INFORMATION TECHNOLOGY - 33.8%

Communications Equipment - 1.9%

Infinera Corp. (a)(d)

399,900

3,639,090

QUALCOMM, Inc.

145,300

11,689,385

ViaSat, Inc. (a)

21,600

1,171,368

 

16,499,843

Electronic Equipment & Components - 0.5%

IPG Photonics Corp. (a)

23,500

1,482,850

Trimble Navigation Ltd. (a)

83,400

3,008,238

 

4,491,088

Internet Software & Services - 10.1%

Akamai Technologies, Inc. (a)

46,600

2,532,244

Cornerstone OnDemand, Inc. (a)

64,900

2,608,331

eBay, Inc. (a)

135,800

6,889,134

Facebook, Inc. Class A (a)

300,900

19,046,970

Google, Inc.:

Class A (a)

39,700

22,694,505

Class C (a)

39,700

22,270,906

LinkedIn Corp. (a)

4,900

784,441

Opower, Inc.

1,400

23,310

Qihoo 360 Technology Co. Ltd. ADR (a)

28,700

2,635,521

Rackspace Hosting, Inc. (a)

35,600

1,299,044

Tencent Holdings Ltd.

201,000

2,825,892

Trulia, Inc. (a)(d)

22,900

885,085

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Internet Software & Services - continued

Twitter, Inc. (d)

28,800

$ 934,272

Web.com Group, Inc. (a)

116,200

4,001,928

Wix.com Ltd. (a)

19,800

353,628

 

89,785,211

IT Services - 3.6%

Cognizant Technology Solutions Corp. Class A (a)

68,000

3,305,480

IBM Corp.

29,200

5,383,312

MasterCard, Inc. Class A

129,400

9,892,630

Visa, Inc. Class A

63,300

13,598,739

 

32,180,161

Semiconductors & Semiconductor Equipment - 4.7%

Applied Materials, Inc.

53,700

1,084,203

Applied Micro Circuits Corp. (a)

373,200

3,358,800

Broadcom Corp. Class A

38,000

1,211,060

Cavium, Inc. (a)

19,900

974,702

Cree, Inc. (a)(d)

200,600

9,652,872

Cypress Semiconductor Corp. (d)

347,000

3,556,750

First Solar, Inc. (a)

29,000

1,791,620

Intel Corp.

27,400

748,568

Mellanox Technologies Ltd. (a)(d)

49,700

1,569,526

NVIDIA Corp.

519,200

9,864,800

Rambus, Inc. (a)

247,600

2,995,960

Silicon Laboratories, Inc. (a)

98,319

4,436,153

Xilinx, Inc.

16,500

774,840

 

42,019,854

Software - 8.1%

Adobe Systems, Inc. (a)

21,300

1,374,702

Citrix Systems, Inc. (a)

9,600

594,912

Concur Technologies, Inc. (a)(d)

29,300

2,501,341

Interactive Intelligence Group, Inc. (a)

43,000

2,179,670

Intuit, Inc.

19,400

1,538,226

Microsoft Corp.

274,968

11,257,190

NetSuite, Inc. (a)

35,700

2,873,493

Oracle Corp.

90,100

3,786,002

Qlik Technologies, Inc. (a)

63,200

1,372,072

Red Hat, Inc. (a)

143,200

7,177,184

salesforce.com, Inc. (a)

605,000

31,841,150

ServiceNow, Inc. (a)

35,100

1,836,081

Solera Holdings, Inc.

3,800

247,950

Splunk, Inc. (a)

11,300

473,018

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - continued

The Rubicon Project, Inc.

3,411

$ 43,286

TiVo, Inc. (a)

70,100

834,190

VMware, Inc. Class A (a)

7,800

752,700

Workday, Inc. Class A (a)

17,100

1,340,127

 

72,023,294

Technology Hardware, Storage & Peripherals - 4.9%

3D Systems Corp. (a)(d)

8,800

445,720

Apple, Inc.

63,540

40,220,820

Fusion-io, Inc. (a)

133,300

1,065,067

Nimble Storage, Inc.

1,300

32,981

SanDisk Corp.

13,000

1,256,190

 

43,020,778

TOTAL INFORMATION TECHNOLOGY

300,020,229

MATERIALS - 2.0%

Chemicals - 1.7%

E.I. du Pont de Nemours & Co.

24,400

1,691,164

Eastman Chemical Co.

8,300

732,558

Metabolix, Inc. (a)(d)

58,100

47,665

Monsanto Co.

90,700

11,051,795

The Mosaic Co.

26,300

1,314,737

 

14,837,919

Construction Materials - 0.0%

CaesarStone Sdot-Yam Ltd.

9,100

411,093

Metals & Mining - 0.3%

Nucor Corp.

20,400

1,032,852

U.S. Silica Holdings, Inc.

31,953

1,615,863

 

2,648,715

TOTAL MATERIALS

17,897,727

TELECOMMUNICATION SERVICES - 0.7%

Diversified Telecommunication Services - 0.4%

Level 3 Communications, Inc. (a)

23,900

1,043,235

Verizon Communications, Inc.

48,300

2,413,068

 

3,456,303

Common Stocks - continued

Shares

Value

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - 0.3%

Sprint Corp. (a)

59,700

$ 570,135

T-Mobile U.S., Inc. (a)

48,500

1,665,005

 

2,235,140

TOTAL TELECOMMUNICATION SERVICES

5,691,443

UTILITIES - 0.2%

Independent Power and Renewabl - 0.0%

Ormat Technologies, Inc.

2,628

78,262

Independent Power Producers & Energy Traders - 0.2%

NRG Energy, Inc.

37,800

1,347,192

TOTAL UTILITIES

1,425,454

TOTAL COMMON STOCKS

(Cost $828,437,111)


876,503,941

Convertible Preferred Stocks - 0.0%

 

 

 

 

INFORMATION TECHNOLOGY - 0.0%

Software - 0.0%

Cloudera, Inc. Series F (e)

(Cost $151,366)

10,396


154,485

Money Market Funds - 5.5%

 

 

 

 

Fidelity Cash Central Fund, 0.10% (b)

8,476,342

8,476,342

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

40,516,800

40,516,800

TOTAL MONEY MARKET FUNDS

(Cost $48,993,142)


48,993,142

TOTAL INVESTMENT PORTFOLIO - 104.4%

(Cost $877,581,619)

925,651,568

NET OTHER ASSETS (LIABILITIES) - (4.4)%

(38,973,523)

NET ASSETS - 100%

$ 886,678,045

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 $154,485 or 0.0% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

Cloudera, Inc. Series F

2/5/14

$ 151,366

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

$ 7,299

Fidelity Securities Lending Cash Central Fund

112,150

Total

$ 119,449

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

$ 148,435,365

$ 148,435,365

$ -

$ -

Consumer Staples

95,606,584

95,287,281

319,303

-

Energy

44,552,460

44,552,460

-

-

Financials

38,542,709

38,542,709

-

-

Health Care

149,599,271

149,599,271

-

-

Industrials

74,732,699

74,732,699

-

-

Information Technology

300,174,714

300,020,229

-

154,485

Materials

17,897,727

17,897,727

-

-

Telecommunication Services

5,691,443

5,691,443

-

-

Utilities

1,425,454

1,425,454

-

-

Money Market Funds

48,993,142

48,993,142

-

-

Total Investments in Securities:

$ 925,651,568

$ 925,177,780

$ 319,303

$ 154,485

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 $38,995,419) - See accompanying schedule:

Unaffiliated issuers (cost $828,588,477)

$ 876,658,426

 

Fidelity Central Funds (cost $48,993,142)

48,993,142

 

Total Investments (cost $877,581,619)

 

$ 925,651,568

Foreign currency held at value (cost $10,495)

10,495

Receivable for investments sold

11,966,102

Dividends receivable

586,158

Distributions receivable from Fidelity Central Funds

20,103

Other receivables

194

Total assets

938,234,620

 

 

 

Liabilities

Payable for investments purchased

$ 10,460,003

Accrued management fee

397,207

Other affiliated payables

151,411

Other payables and accrued expenses

31,154

Collateral on securities loaned, at value

40,516,800

Total liabilities

51,556,575

 

 

 

Net Assets

$ 886,678,045

Net Assets consist of:

 

Paid in capital

$ 832,900,029

Undistributed net investment income

459,394

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

5,248,688

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

48,069,934

Net Assets, for 83,298,924 shares outstanding

$ 886,678,045

Net Asset Value, offering price and redemption price per share ($886,678,045 ÷ 83,298,924 shares)

$ 10.64

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

 

$ 3,868,474

Interest

 

177

Income from Fidelity Central Funds

 

119,449

Total income

 

3,988,100

 

 

 

Expenses

Management fee

$ 2,419,646

Transfer agent fees

763,369

Accounting and security lending fees

153,099

Custodian fees and expenses

10,362

Independent trustees' compensation

1,681

Audit

38,475

Legal

470

Miscellaneous

587

Total expenses before reductions

3,387,689

Expense reductions

(3,177)

3,384,512

Net investment income (loss)

603,588

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

5,018,884

Foreign currency transactions

289

Futures contracts

980,841

Total net realized gain (loss)

 

6,000,014

Change in net unrealized appreciation (depreciation) on:

Investment securities

30,971,520

Assets and liabilities in foreign currencies

(27)

Futures contracts

(639,388)

Total change in net unrealized appreciation (depreciation)

 

30,332,105

Net gain (loss)

36,332,119

Net increase (decrease) in net assets resulting from operations

$ 36,935,707

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)

For the period
November 7, 2013
(commencement
of operations) to November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 603,588

$ 188,976

Net realized gain (loss)

6,000,014

880,518

Change in net unrealized appreciation (depreciation)

30,332,105

17,737,829

Net increase (decrease) in net assets resulting from operations

36,935,707

18,807,323

Distributions to shareholders from net investment income

(333,170)

-

Distributions to shareholders from net realized gain

(1,631,844)

-

Total distributions

(1,965,014)

-

Share transactions
Proceeds from sales of shares

45,892,156

833,473,945

Reinvestment of distributions

1,965,015

-

Cost of shares redeemed

(48,431,087)

-

Net increase (decrease) in net assets resulting from share transactions

(573,916)

833,473,945

Total increase (decrease) in net assets

34,396,777

852,281,268

 

 

 

Net Assets

Beginning of period

852,281,268

-

End of period (including undistributed net investment income of $459,394 and undistributed net investment income of $188,976, respectively)

$ 886,678,045

$ 852,281,268

Other Information

Shares

Sold

4,361,771

83,347,395

Issued in reinvestment of distributions

187,503

-

Redeemed

(4,597,745)

-

Net increase (decrease)

(48,471)

83,347,395

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

Semiannual Report

Financial Highlights

 

Six months ended May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013 F

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 10.23

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) C

  .01

  - I

Net realized and unrealized gain (loss)

  .42

  .23

Total from investment operations

  .43

  .23

Distributions from net investment income

  - I

  -

Distributions from net realized gain

  (.02)

  -

Total distributions

  (.02)

  -

Net asset value, end of period

$ 10.64

$ 10.23

Total Return B

  4.25%

  2.30%

Ratios to Average Net Assets D,G

 

 

Expenses before reductions

  .77% A

  .85% A

Expenses net of fee waivers, if any

  .77% A

  .85% A

Expenses net of all reductions

  .77% A

  .85% A

Net investment income (loss)

  .14% A

  .38% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 886,678

$ 852,281

Portfolio turnover rate E

  14% A

  65% H

A Annualized

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

C Calculated based on average shares outstanding during the period.

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

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

F For the period November 7, 2013 (commencement of operations) to November 30, 2013.

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

H Amount not annualized.

I Amount represents less than $.01 per share.

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® Series 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. Shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

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

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the 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.

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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

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. 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.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Semiannual Report

3. Significant Accounting Policies - continued

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

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

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

Book-tax differences are primarily due to foreign currency transactions, futures contracts, passive foreign investment companies (PFIC), 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

$ 88,772,243

Gross unrealized depreciation

(40,706,461)

Net unrealized appreciation (depreciation) on securities and other investments

$ 48,065,782

 

 

Tax cost

$ 877,585,786

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

Notes to Financial Statements (Unaudited) - continued

4. Derivative Instruments.

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

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

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

Equity Risk

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

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

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

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

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and

Semiannual Report

4. Derivative Instruments continued

Futures Contracts - continued

subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

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

During the period the Fund recognized net realized gain (loss) of $980,841 and a change in net unrealized appreciation (depreciation) of $(639,388) 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 $93,972,872 and $58,571,756, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Fund's relative investment performance as compared to its benchmark index, the Russell 3000® Growth Index, over the same 36 month performance period. The Fund's performance adjustment will not take effect until November 1, 2014. Subsequent months will be added until the performance period includes 36 months. For the reporting period, the total annualized management fee rate was .55% of the Fund's average net assets.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .17% of average net assets.

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $2,363 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 $137 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

Semiannual Report

8. Security Lending - continued

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 $112,150. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3,170 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 $7.

10. Other.

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

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., 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 & Trust Company

Quincy, MA

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

AXS3-USAN-0714
1.967932.100

Fidelity Advisor®

Series Small Cap Fund

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Summary

(Click Here)

A summary of the fund's holdings.

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, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

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

Actual

.94%

$ 1,000.00

$ 1,029.10

$ 4.76

Hypothetical A

 

$ 1,000.00

$ 1,020.24

$ 4.73

A 5% return per year before expenses

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

* Expenses are equal to the Fund's 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.

1.9

1.8

Primerica, Inc.

1.8

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

World Fuel Services Corp.

1.6

1.2

 

18.4

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

20.6

18.5

Information Technology

16.9

15.6

Industrials

16.5

14.8

Consumer Discretionary

13.7

15.3

Health Care

12.0

11.2

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

axs537864

Stocks and
Equity Futures 99.0%

 

axs537864

Stocks and
Equity Futures 99.4%

 

axs537867

Other Investments 0.6%

 

axs537869

Other Investments 0.0%

 

axs537871

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.4%

 

axs537871

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.6%

 

* Foreign investments

15.7%

 

** Foreign investments

18.0%

 

axs537874

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 91.9%

Shares

Value

CONSUMER DISCRETIONARY - 13.7%

Diversified Consumer Services - 1.5%

Best Bridal, Inc.

392,500

$ 2,343,619

Grand Canyon Education, Inc. (a)

53,900

2,374,295

Meiko Network Japan Co. Ltd.

222,100

2,598,918

 

7,316,832

Hotels, Restaurants & Leisure - 1.2%

Bally Technologies, Inc. (a)

62,100

3,663,900

Texas Roadhouse, Inc. Class A

97,100

2,454,688

 

6,118,588

Household Durables - 1.7%

Iida Group Holdings Co. Ltd.

164,400

2,486,679

Tupperware Brands Corp.

67,800

5,676,216

 

8,162,895

Leisure Products - 1.0%

Smith & Wesson Holding Corp. (a)(e)

308,200

4,894,216

Media - 1.1%

Harte-Hanks, Inc.

477,800

3,397,158

John Wiley & Sons, Inc. Class A

36,713

2,011,138

 

5,408,296

Multiline Retail - 0.9%

Big Lots, Inc. (a)

101,500

4,307,660

Specialty Retail - 3.1%

Aarons, Inc. Class A

153,400

5,037,656

Jumbo SA (a)

114,681

1,710,222

Office Depot, Inc. (a)

1,695,220

8,679,526

 

15,427,404

Textiles, Apparel & Luxury Goods - 3.2%

Crocs, Inc. (a)

231,200

3,451,816

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

104,800

4,663,600

Steven Madden Ltd. (a)

169,500

5,400,270

Wolverine World Wide, Inc.

74,700

1,932,489

 

15,448,175

TOTAL CONSUMER DISCRETIONARY

67,084,066

CONSUMER STAPLES - 3.8%

Food & Staples Retailing - 1.8%

Ain Pharmaciez, Inc.

14,900

679,836

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Sundrug Co. Ltd.

92,500

$ 4,161,181

Tsuruha Holdings, Inc.

77,000

4,139,085

 

8,980,102

Food Products - 2.0%

Darling International, Inc. (a)

493,200

9,859,068

TOTAL CONSUMER STAPLES

18,839,170

ENERGY - 6.4%

Energy Equipment & Services - 4.8%

Cathedral Energy Services Ltd.

442,100

2,001,947

Key Energy Services, Inc. (a)

678,100

5,458,705

McDermott International, Inc. (a)(e)

298,900

2,170,014

Oil States International, Inc. (a)

49,300

5,303,694

Oil States International, Inc. (a)(h)

30,700

1,868,095

Pason Systems, Inc.

183,800

5,009,029

Western Energy Services Corp.

156,200

1,567,330

 

23,378,814

Oil, Gas & Consumable Fuels - 1.6%

World Fuel Services Corp.

169,525

7,859,179

TOTAL ENERGY

31,237,993

FINANCIALS - 20.0%

Banks - 5.1%

Bank of the Ozarks, Inc.

38,500

2,273,040

East West Bancorp, Inc.

154,100

5,159,268

Investors Bancorp, Inc.

513,100

5,541,480

Prosperity Bancshares, Inc.

44,800

2,604,224

Square 1 Financial, Inc. Class A

142,370

2,689,369

Umpqua Holdings Corp.

210,881

3,494,298

Wilshire Bancorp, Inc.

329,800

3,327,682

 

25,089,361

Consumer Finance - 0.8%

EZCORP, Inc. (non-vtg.) Class A (a)

248,500

3,036,670

Portfolio Recovery Associates, Inc. (a)

18,100

1,009,799

 

4,046,469

Insurance - 7.6%

CNO Financial Group, Inc.

339,100

5,469,683

Enstar Group Ltd. (a)

27,700

3,902,930

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

HCC Insurance Holdings, Inc.

115,600

$ 5,430,888

Primerica, Inc.

194,200

8,746,768

Reinsurance Group of America, Inc.

77,100

6,026,136

RenaissanceRe Holdings Ltd.

71,200

7,416,904

 

36,993,309

Real Estate Investment Trusts - 6.2%

Corrections Corp. of America

177,200

5,764,316

EPR Properties

115,600

6,233,152

Equity Lifestyle Properties, Inc.

53,900

2,357,586

MFA Financial, Inc.

601,000

4,946,230

National Health Investors, Inc.

84,800

5,318,656

Rouse Properties, Inc. (e)

215,800

3,521,856

Sovran Self Storage, Inc.

29,900

2,296,320

 

30,438,116

Real Estate Management & Development - 0.3%

Relo Holdings Corp.

28,000

1,618,610

TOTAL FINANCIALS

98,185,865

HEALTH CARE - 12.0%

Biotechnology - 1.0%

United Therapeutics Corp. (a)

53,900

5,160,386

Health Care Equipment & Supplies - 1.1%

The Cooper Companies, Inc.

40,300

5,199,506

Health Care Providers & Services - 7.2%

AmSurg Corp. (a)

106,500

4,822,320

Community Health Systems, Inc. (a)

246,600

10,300,481

Health Net, Inc. (a)

107,900

4,313,842

MEDNAX, Inc. (a)

58,020

3,343,693

Providence Service Corp. (a)

91,600

3,682,320

The Ensign Group, Inc.

184,900

8,671,810

 

35,134,466

Pharmaceuticals - 2.7%

Jazz Pharmaceuticals PLC (a)

22,400

3,177,664

Phibro Animal Health Corp. Class A

201,600

3,836,448

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - continued

Prestige Brands Holdings, Inc. (a)

97,100

$ 3,320,820

Sawai Pharmaceutical Co. Ltd.

46,000

2,868,242

 

13,203,174

TOTAL HEALTH CARE

58,697,532

INDUSTRIALS - 16.5%

Aerospace & Defense - 2.8%

Engility Holdings, Inc. (a)

92,500

3,575,125

Moog, Inc. Class A (a)

61,600

4,438,896

Teledyne Technologies, Inc. (a)

61,600

5,837,832

 

13,851,853

Commercial Services & Supplies - 3.9%

Deluxe Corp.

77,100

4,324,539

Mitie Group PLC

863,000

4,850,318

UniFirst Corp.

38,500

3,809,575

West Corp.

231,200

6,196,160

 

19,180,592

Construction & Engineering - 0.9%

Badger Daylighting Ltd.

134,400

4,338,283

Machinery - 4.4%

Federal Signal Corp.

277,400

3,805,928

Hy-Lok Corp.

104,657

3,137,557

Standex International Corp.

69,400

5,124,496

TriMas Corp. (a)

138,700

4,869,757

Valmont Industries, Inc.

30,800

4,772,460

 

21,710,198

Marine - 0.3%

SITC International Holdings Co. Ltd.

2,839,000

1,241,361

Professional Services - 0.3%

Benefit One, Inc.

224,100

1,691,962

Trading Companies & Distributors - 3.2%

Aceto Corp.

184,900

3,222,807

Textainer Group Holdings Ltd.

115,600

4,478,344

WESCO International, Inc. (a)

95,600

8,166,152

 

15,867,303

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Transportation Infrastructure - 0.7%

Wesco Aircraft Holdings, Inc. (a)

149,700

$ 3,254,478

TOTAL INDUSTRIALS

81,136,030

INFORMATION TECHNOLOGY - 16.9%

Electronic Equipment & Components - 5.9%

Belden, Inc.

61,600

4,434,584

CDW Corp.

277,400

8,158,334

Insight Enterprises, Inc. (a)

139,500

3,791,610

ScanSource, Inc. (a)

52,300

1,940,330

SYNNEX Corp. (a)

77,100

5,097,081

Zebra Technologies Corp. Class A (a)

75,000

5,572,500

 

28,994,439

Internet Software & Services - 2.2%

Conversant, Inc. (a)(e)

200,300

4,723,074

Perficient, Inc. (a)

123,300

2,175,012

Stamps.com, Inc. (a)

127,000

4,104,640

 

11,002,726

IT Services - 7.4%

EPAM Systems, Inc. (a)

154,100

6,482,987

Genpact Ltd. (a)

200,300

3,375,055

Global Payments, Inc.

139,100

9,536,696

Syntel, Inc. (a)

53,900

4,360,510

VeriFone Systems, Inc. (a)

294,900

9,675,669

WEX, Inc. (a)

29,900

2,879,071

 

36,309,988

Software - 1.4%

Sword Group

82,661

2,242,319

Verint Systems, Inc. (a)

95,600

4,429,148

 

6,671,467

TOTAL INFORMATION TECHNOLOGY

82,978,620

MATERIALS - 1.8%

Chemicals - 0.9%

PolyOne Corp.

104,400

4,189,572

Common Stocks - continued

Shares

Value

MATERIALS - continued

Containers & Packaging - 0.9%

Sealed Air Corp.

138,700

$ 4,567,391

TOTAL MATERIALS

8,756,963

TELECOMMUNICATION SERVICES - 0.3%

Diversified Telecommunication Services - 0.3%

Amcom Telecommunications Ltd.

270,000

547,781

Asia Satellite Telecommunications Holdings Ltd.

120,000

484,461

iiNet Ltd.

80,000

552,434

 

1,584,676

UTILITIES - 0.5%

Gas Utilities - 0.5%

New Jersey Resources Corp.

44,800

2,464,448

TOTAL COMMON STOCKS

(Cost $428,278,012)


450,965,363

U.S. Treasury Obligations - 0.3%

 

Principal Amount (d)

 

U.S. Treasury Bills, yield at date of purchase 0.01% to 0.03% 7/17/14 to 8/21/14 (i)
(Cost $1,649,942)

$ 1,650,000


1,649,916

Preferred Securities - 0.6%

 

 

 

 

 

FINANCIALS - 0.6%

Diversified Financial Services - 0.6%

Baggot Securities Ltd. 10.24% (f)(g)

(Cost $2,687,200)

EUR

1,730,000


2,644,389

Money Market Funds - 9.1%

Shares

Value

Fidelity Cash Central Fund, 0.10% (b)

37,656,608

$ 37,656,608

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

6,976,675

6,976,675

TOTAL MONEY MARKET FUNDS

(Cost $44,633,283)


44,633,283

TOTAL INVESTMENT PORTFOLIO - 101.9%

(Cost $477,248,437)

499,892,951

NET OTHER ASSETS (LIABILITIES) - (1.9)%

(9,206,351)

NET ASSETS - 100%

$ 490,686,600

Futures Contracts

Expiration Date

Underlying
Face Amount
at Value

Unrealized
Appreciation/
(Depreciation)

Purchased

Equity Index Contracts

306 ICE Russell 2000 Index Contracts (United States)

June 2014

$ 34,675,920

$ (488,473)

The face value of futures purchased as a percentage of net assets is 7.1%

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 $2,644,389 or 0.5% of net assets.

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

(h) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(i) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $1,649,916.

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 16,981

Fidelity Securities Lending Cash Central Fund

73,962

Total

$ 90,943

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

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 67,084,066

$ 59,654,850

$ 7,429,216

$ -

Consumer Staples

18,839,170

9,859,068

8,980,102

-

Energy

31,237,993

31,237,993

-

-

Financials

98,185,865

96,567,255

1,618,610

-

Health Care

58,697,532

55,829,290

2,868,242

-

Industrials

81,136,030

79,444,068

1,691,962

-

Information Technology

82,978,620

82,978,620

-

-

Materials

8,756,963

8,756,963

-

-

Telecommunication Services

1,584,676

1,584,676

-

-

Utilities

2,464,448

2,464,448

-

-

U.S. Government and Government Agency Obligations

1,649,916

-

1,649,916

-

Preferred Securities

2,644,389

-

2,644,389

-

Money Market Funds

44,633,283

44,633,283

-

-

Total Investments in Securities:

$ 499,892,951

$ 473,010,514

$ 26,882,437

$ -

Derivative Instruments:

Liabilities

Futures Contracts

$ (488,473)

$ (488,473)

$ -

$ -

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

Level 1 to Level 2

$ 19,982,674

Level 2 to Level 1

$ 0

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

Value

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ -

$ (488,473)

Total Value of Derivatives

$ -

$ (488,473)

(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

84.3%

Japan

4.5%

Bermuda

4.0%

Canada

2.6%

Ireland

1.2%

United Kingdom

1.0%

Others (Individually Less Than 1%)

2.4%

 

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 $6,694,820) - See accompanying schedule:

Unaffiliated issuers (cost $432,615,154)

$ 455,259,668

 

Fidelity Central Funds (cost $44,633,283)

44,633,283

 

Total Investments (cost $477,248,437)

 

$ 499,892,951

Cash

 

177,520

Foreign currency held at value (cost $6,011)

5,984

Receivable for investments sold

1,052,641

Receivable for fund shares sold

11,718

Dividends receivable

301,834

Distributions receivable from Fidelity Central Funds

9,583

Other receivables

3,181

Total assets

501,455,412

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 1,620,186

Delayed delivery

1,254,465

Payable for fund shares redeemed

295,239

Accrued management fee

282,810

Payable for daily variation margin for derivative instruments

201,960

Other affiliated payables

87,536

Other payables and accrued expenses

49,941

Collateral on securities loaned, at value

6,976,675

Total liabilities

10,768,812

 

 

 

Net Assets

$ 490,686,600

Net Assets consist of:

 

Paid in capital

$ 459,776,628

Undistributed net investment income

214,081

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

8,539,371

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

22,156,520

Net Assets, for 46,074,178 shares outstanding

$ 490,686,600

Net Asset Value, offering price and redemption price per share ($490,686,600 ÷ 46,074,178 shares)

$ 10.65

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

 

$ 2,752,336

Interest

 

1,016

Income from Fidelity Central Funds

 

90,943

Total income

 

2,844,295

 

 

 

Expenses

Management fee

$ 1,692,335

Transfer agent fees

421,471

Accounting and security lending fees

95,112

Custodian fees and expenses

24,311

Independent trustees' compensation

925

Audit

33,988

Legal

258

Miscellaneous

519

Total expenses before reductions

2,268,919

Expense reductions

(9,831)

2,259,088

Net investment income (loss)

585,207

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

8,671,475

Foreign currency transactions

(82,525)

Futures contracts

1,437,663

Total net realized gain (loss)

 

10,026,613

Change in net unrealized appreciation (depreciation) on:

Investment securities

6,047,500

Assets and liabilities in foreign currencies

1,031

Futures contracts

(1,877,791)

Total change in net unrealized appreciation (depreciation)

 

4,170,740

Net gain (loss)

14,197,353

Net increase (decrease) in net assets resulting from operations

$ 14,782,560

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)

For the period
November 7, 2013 (commencement of operations) to
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 585,207

$ (65,599)

Net realized gain (loss)

10,026,613

78,250

Change in net unrealized appreciation (depreciation)

4,170,740

17,985,780

Net increase (decrease) in net assets resulting from operations

14,782,560

17,998,431

Distributions to shareholders from net investment income

(371,126)

-

Distributions to shareholders from net realized gain

(1,499,894)

-

Total distributions

(1,871,020)

-

Share transactions
Proceeds from sales of shares

34,472,717

468,584,982

Reinvestment of distributions

1,871,020

-

Cost of shares redeemed

(44,107,286)

(1,044,804)

Net increase (decrease) in net assets resulting from share transactions

(7,763,549)

467,540,178

Total increase (decrease) in net assets

5,147,991

485,538,609

 

 

 

Net Assets

Beginning of period

485,538,609

-

End of period (including undistributed net investment income of $214,081 and $0, respectively)

$ 490,686,600

$ 485,538,609

Other Information

Shares

Sold

3,383,254

46,848,562

Issued in reinvestment of distributions

179,493

-

Redeemed

(4,234,397)

(102,734)

Net increase (decrease)

(671,650)

46,745,828

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

Semiannual Report

Financial Highlights

 

Six months ended May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 10.39

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .01

  - G, J

Net realized and unrealized gain (loss)

  .29

  .39

Total from investment operations

  .30

  .39

Distributions from net investment income

  (.01)

  -

Distributions from net realized gain

  (.03)

  -

Total distributions

  (.04)

  -

Net asset value, end of period

$ 10.65

$ 10.39

Total Return B, C

  2.91%

  3.90%

Ratios to Average Net Assets E, I

 

 

Expenses before reductions

  .94% A

  1.07% A

Expenses net of fee waivers, if any

  .94% A

  .95% A

Expenses net of all reductions

  .94% A

  .95% A

Net investment income (loss)

  .24% A

  (.25)% A, G

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 490,687

$ 485,539

Portfolio turnover rate F

  73% A

  4% K

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 less than $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.36)%.

H For the period November 7, 2013 (commencement of operations) to November 30, 2013.

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

J Amount represents less than $.01 per share.

K Amount not annualized.

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® Series 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. Shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the 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 limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

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 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. 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

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

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

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

Book-tax differences are primarily due to futures contracts, foreign currency transactions, net operating losses and losses deferred due to wash sales.

Semiannual Report

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

$ 35,321,262

Gross unrealized depreciation

(12,953,926)

Net unrealized appreciation (depreciation) on securities and other investments

$ 22,367,336

 

 

Tax cost

$ 477,525,615

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. 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.

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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

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

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

Equity Risk

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

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

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

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

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

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects

Semiannual Report

4. Derivative Instruments - continued

Futures Contracts - continued

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 $1,437,663 and a change in net unrealized appreciation (depreciation) of $(1,877,791) 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 $162,071,730 and $163,586,847, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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 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 Fund's relative investment performance as compared to its benchmark index, the Russell 2000® Index, over the same 36 month performance period. The Fund's performance adjustment will not take effect until November 1, 2014. Subsequent months will be added until the performance period includes 36 months. For the reporting period, the total annualized management fee rate was .70% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .17% of average net assets.

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $5,542 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 $75 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

Semiannual Report

8. Security Lending - continued

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 $73,962. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $9,831 for the period.

10. Other.

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

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., 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 & Trust Company

Quincy, MA

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

AXS5-SANN-0714
1.967944.100

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

Mid 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

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

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

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.50

$ 5.51

HypotheticalA

 

$ 1,000.00

$ 1,019.60

$ 5.39

Class T

1.29%

 

 

 

Actual

 

$ 1,000.00

$ 1,065.30

$ 6.64

HypotheticalA

 

$ 1,000.00

$ 1,018.50

$ 6.49

Class B

1.91%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.20

$ 9.82

HypotheticalA

 

$ 1,000.00

$ 1,015.41

$ 9.60

Class C

1.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.60

$ 9.36

HypotheticalA

 

$ 1,000.00

$ 1,015.86

$ 9.15

Fidelity Stock Selector Mid Cap Fund

.83%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.80

$ 4.28

HypotheticalA

 

$ 1,000.00

$ 1,020.79

$ 4.18

Institutional Class

.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.70

$ 4.12

HypotheticalA

 

$ 1,000.00

$ 1,020.94

$ 4.03

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

J.B. Hunt Transport Services, Inc.

2.4

1.9

Roper Industries, Inc.

1.9

1.5

Capital One Financial Corp.

1.7

1.8

Hubbell, Inc. Class B

1.5

1.7

Verisk Analytics, Inc.

1.5

1.5

AMETEK, Inc.

1.4

1.7

Cimarex Energy Co.

1.2

0.9

Watsco, Inc.

1.2

0.9

Airgas, Inc.

1.1

1.1

Interactive Brokers Group, Inc.

1.1

1.2

 

15.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.4

22.3

Industrials

16.6

16.8

Information Technology

15.1

15.6

Consumer Discretionary

12.2

13.9

Health Care

9.3

8.9

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

mci499124

Stocks and
Equity Futures 97.6%

 

mci499124

Stocks and
Equity Futures 98.6%

 

mci499127

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

mci499127

Short-Term
Investments and
Net Other Assets (Liabilities) 1.4%

 

* Foreign investments

7.2%

 

** Foreign investments

8.5%

 

mci499130

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 12.2%

Auto Components - 0.1%

Tenneco, Inc. (a)

31,400

$ 2,002

Hotels, Restaurants & Leisure - 0.3%

Texas Roadhouse, Inc. Class A

211,300

5,342

Household Durables - 2.8%

Jarden Corp. (a)

317,115

17,942

Libbey, Inc. (a)

269,118

7,253

NVR, Inc. (a)

17,400

19,377

Tupperware Brands Corp.

181,680

15,210

 

59,782

Internet & Catalog Retail - 0.6%

HomeAway, Inc. (a)

80,600

2,482

Liberty Interactive Corp. Series A (a)

348,310

10,146

 

12,628

Leisure Products - 0.8%

Brunswick Corp.

278,800

12,016

Smith & Wesson Holding Corp. (a)

304,600

4,837

 

16,853

Media - 0.8%

The Madison Square Garden Co. Class A (a)

307,100

16,844

Multiline Retail - 1.3%

Dollar General Corp. (a)

227,840

12,253

Dollar Tree, Inc. (a)

313,878

16,645

 

28,898

Specialty Retail - 4.4%

Abercrombie & Fitch Co. Class A

123,582

4,697

Cabela's, Inc. Class A (a)(d)

231,000

14,144

Foot Locker, Inc.

456,000

21,970

PetSmart, Inc.

53,660

3,084

Ross Stores, Inc.

223,010

15,265

Sally Beauty Holdings, Inc. (a)

450,620

11,545

Sportsman's Warehouse Holdings, Inc.

891,763

8,231

Williams-Sonoma, Inc.

249,460

16,694

 

95,630

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - 1.1%

PVH Corp.

92,000

$ 12,110

Ralph Lauren Corp.

78,100

11,987

 

24,097

TOTAL CONSUMER DISCRETIONARY

262,076

CONSUMER STAPLES - 3.2%

Beverages - 0.1%

Monster Beverage Corp. (a)

44,884

3,114

Food & Staples Retailing - 0.8%

United Natural Foods, Inc. (a)

125,145

8,436

Whole Foods Market, Inc.

215,442

8,239

 

16,675

Food Products - 2.3%

Hillshire Brands Co.

166,400

8,866

Mead Johnson Nutrition Co. Class A

77,900

6,970

The Hain Celestial Group, Inc. (a)

96,700

8,773

The Hershey Co.

63,900

6,220

TreeHouse Foods, Inc. (a)

84,580

6,339

WhiteWave Foods Co. (a)

398,400

12,546

 

49,714

TOTAL CONSUMER STAPLES

69,503

ENERGY - 6.5%

Energy Equipment & Services - 1.9%

Dresser-Rand Group, Inc. (a)

94,400

5,777

Dril-Quip, Inc. (a)

129,000

13,186

Helmerich & Payne, Inc.

123,980

13,632

Rowan Companies PLC

250,610

7,759

 

40,354

Oil, Gas & Consumable Fuels - 4.6%

Cheniere Energy, Inc. (a)

75,400

5,135

Cimarex Energy Co.

195,400

25,232

Energen Corp.

186,800

15,949

Genesis Energy LP

134,800

7,684

HollyFrontier Corp.

95,070

4,682

SM Energy Co.

191,246

14,498

Stone Energy Corp. (a)

183,000

8,123

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Targa Resources Corp.

74,700

$ 8,588

Whiting Petroleum Corp. (a)

133,100

9,563

 

99,454

TOTAL ENERGY

139,808

FINANCIALS - 22.4%

Banks - 2.8%

City National Corp.

156,410

11,119

Erste Group Bank AG

51,774

1,799

Huntington Bancshares, Inc.

2,189,478

20,296

Prosperity Bancshares, Inc.

285,600

16,602

Synovus Financial Corp.

334,227

7,707

The Jammu & Kashmir Bank Ltd.

120,000

3,037

 

60,560

Capital Markets - 3.9%

ABG Sundal Collier ASA (a)

3,100,000

2,920

KKR & Co. LP

670,164

15,233

Lazard Ltd. Class A

247,900

12,519

MLP AG

1,566,600

10,848

Moelis & Co. Class A

119,300

3,753

Oaktree Capital Group LLC Class A

162,900

8,142

Och-Ziff Capital Management Group LLC Class A

535,800

7,121

Raymond James Financial, Inc.

329,700

15,957

Virtus Investment Partners, Inc.

13,500

2,491

Vontobel Holdings AG

150,000

5,536

 

84,520

Consumer Finance - 4.0%

ACOM Co. Ltd. (a)(d)

3,590,200

13,814

Capital One Financial Corp.

458,300

36,155

Cash America International, Inc.

239,527

11,380

Navient Corp.

542,316

8,569

SLM Corp.

792,316

6,822

Springleaf Holdings, Inc.

421,600

9,895

 

86,635

Diversified Financial Services - 1.1%

Interactive Brokers Group, Inc.

1,011,767

23,291

Insurance - 2.1%

Arthur J. Gallagher & Co.

243,200

11,146

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

Direct Line Insurance Group PLC

4,189,691

$ 17,789

Fairfax Financial Holdings Ltd. (sub. vtg.)

29,800

13,420

St. James's Place Capital PLC

237,200

3,111

 

45,466

Real Estate Investment Trusts - 7.6%

Acadia Realty Trust (SBI)

149,500

4,125

Alexandria Real Estate Equities, Inc.

150,775

11,472

Ashford Hospitality Prime, Inc.

47,600

776

Corrections Corp. of America

132,300

4,304

Cousins Properties, Inc.

283,600

3,403

Essex Property Trust, Inc.

37,764

6,834

Federal Realty Investment Trust (SBI)

132,800

15,872

FelCor Lodging Trust, Inc.

347,000

3,414

Kilroy Realty Corp.

59,675

3,615

Liberty Property Trust (SBI)

316,900

12,267

Mid-America Apartment Communities, Inc.

197,700

14,304

National Retail Properties, Inc. (d)

428,569

14,991

Piedmont Office Realty Trust, Inc. Class A

322,500

6,005

Post Properties, Inc.

154,900

7,923

Redwood Trust, Inc. (d)

240,900

4,695

Senior Housing Properties Trust (SBI)

454,000

10,887

SL Green Realty Corp.

125,465

13,737

Sovran Self Storage, Inc.

83,039

6,377

Taubman Centers, Inc.

119,200

8,928

Weyerhaeuser Co.

269,414

8,465

 

162,394

Real Estate Management & Development - 0.5%

Alexander & Baldwin, Inc.

18,000

682

Altisource Portfolio Solutions SA (a)

41,910

4,619

CBRE Group, Inc. (a)

207,932

6,205

 

11,506

Thrifts & Mortgage Finance - 0.4%

Ocwen Financial Corp. (a)

215,963

7,574

TOTAL FINANCIALS

481,946

HEALTH CARE - 9.3%

Biotechnology - 1.4%

Alexion Pharmaceuticals, Inc. (a)

58,000

9,647

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

Cubist Pharmaceuticals, Inc.

200,000

$ 13,320

Grifols SA ADR

200,000

8,324

 

31,291

Health Care Equipment & Supplies - 2.8%

Boston Scientific Corp. (a)

1,450,000

18,604

Edwards Lifesciences Corp. (a)

95,000

7,714

Intuitive Surgical, Inc. (a)

15,000

5,546

Masimo Corp. (a)

380,000

9,363

The Cooper Companies, Inc.

145,000

18,708

 

59,935

Health Care Providers & Services - 1.3%

HCA Holdings, Inc. (a)

128,000

6,783

Humana, Inc.

63,000

7,841

MEDNAX, Inc. (a)

220,000

12,679

 

27,303

Health Care Technology - 0.5%

Cerner Corp. (a)

196,000

10,594

Life Sciences Tools & Services - 1.0%

Agilent Technologies, Inc.

200,000

11,388

Illumina, Inc. (a)

63,000

9,970

 

21,358

Pharmaceuticals - 2.3%

Actavis PLC (a)

70,000

14,808

Perrigo Co. PLC

58,000

8,016

Salix Pharmaceuticals Ltd. (a)

170,000

19,394

The Medicines Company (a)

272,000

7,589

 

49,807

TOTAL HEALTH CARE

200,288

INDUSTRIALS - 16.6%

Aerospace & Defense - 2.0%

Meggitt PLC

2,826,204

22,952

TransDigm Group, Inc.

113,410

21,402

 

44,354

Building Products - 0.5%

A.O. Smith Corp.

228,247

11,271

Construction & Engineering - 0.6%

MasTec, Inc. (a)

389,100

14,008

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - 3.0%

Acuity Brands, Inc.

18,736

$ 2,352

AMETEK, Inc.

581,490

30,865

Hubbell, Inc. Class B

270,740

31,677

 

64,894

Industrial Conglomerates - 1.9%

Roper Industries, Inc.

286,320

40,566

Machinery - 2.7%

Cummins, Inc.

141,800

21,685

Manitowoc Co., Inc.

643,996

17,420

Valmont Industries, Inc.

118,900

18,424

WABCO Holdings, Inc. (a)

18

2

 

57,531

Professional Services - 1.5%

Verisk Analytics, Inc. (a)

532,000

31,489

Road & Rail - 2.4%

J.B. Hunt Transport Services, Inc.

660,540

51,295

Trading Companies & Distributors - 2.0%

W.W. Grainger, Inc.

67,500

17,440

Watsco, Inc.

247,700

24,926

 

42,366

TOTAL INDUSTRIALS

357,774

INFORMATION TECHNOLOGY - 15.1%

Communications Equipment - 0.9%

Aruba Networks, Inc. (a)

196,800

3,644

Riverbed Technology, Inc. (a)

755,550

15,353

 

18,997

Electronic Equipment & Components - 1.1%

Trimble Navigation Ltd. (a)

630,200

22,731

Internet Software & Services - 2.4%

Equinix, Inc. (a)(d)

93,900

18,663

LinkedIn Corp. (a)

16,500

2,641

Rackspace Hosting, Inc. (a)

398,400

14,538

Trulia, Inc. (a)

69,100

2,671

Velti PLC (a)(f)

215,084

4

Yahoo!, Inc. (a)

271,600

9,411

Yelp, Inc. (a)

43,000

2,844

 

50,772

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - 1.2%

Acxiom Corp. (a)

297,946

$ 6,772

Alliance Data Systems Corp. (a)

41,000

10,498

Virtusa Corp. (a)

283,800

9,709

 

26,979

Semiconductors & Semiconductor Equipment - 1.7%

Altera Corp.

99,900

3,310

Cree, Inc. (a)

290,000

13,955

NXP Semiconductors NV (a)

54,200

3,366

RF Micro Devices, Inc. (a)

936,000

8,808

Semtech Corp. (a)

309,100

8,018

 

37,457

Software - 6.2%

ANSYS, Inc. (a)

256,900

18,869

Autodesk, Inc. (a)

193,500

10,134

Citrix Systems, Inc. (a)

80,995

5,019

CommVault Systems, Inc. (a)

215,654

10,550

Fair Isaac Corp.

136,700

8,052

Imperva, Inc. (a)

96,650

2,018

MICROS Systems, Inc. (a)

291,200

15,556

Nuance Communications, Inc. (a)(d)

643,434

10,414

Parametric Technology Corp. (a)

438,700

16,144

Rovi Corp. (a)

417,400

10,089

SolarWinds, Inc. (a)

222,180

8,685

Synopsys, Inc. (a)

466,000

17,936

 

133,466

Technology Hardware, Storage & Peripherals - 1.6%

Cray, Inc. (a)

247,800

6,948

EMC Corp.

381,600

10,135

NCR Corp. (a)

548,800

17,924

 

35,007

TOTAL INFORMATION TECHNOLOGY

325,409

MATERIALS - 7.7%

Chemicals - 4.6%

Airgas, Inc.

230,004

24,454

FMC Corp.

231,540

17,727

International Flavors & Fragrances, Inc.

38,600

3,831

RPM International, Inc.

327,800

14,118

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Chemicals - continued

Sherwin-Williams Co.

61,631

$ 12,610

Sigma Aldrich Corp.

39,200

3,862

W.R. Grace & Co. (a)

244,997

22,559

 

99,161

Containers & Packaging - 1.6%

Aptargroup, Inc.

201,956

13,448

Rock-Tenn Co. Class A

201,000

20,307

 

33,755

Metals & Mining - 1.5%

Carpenter Technology Corp.

171,600

10,723

Reliance Steel & Aluminum Co.

309,085

22,239

 

32,962

TOTAL MATERIALS

165,878

TELECOMMUNICATION SERVICES - 0.5%

Wireless Telecommunication Services - 0.5%

SBA Communications Corp. Class A (a)

19,310

1,960

T-Mobile U.S., Inc. (a)

59,300

2,036

Telephone & Data Systems, Inc.

210,600

5,836

 

9,832

UTILITIES - 4.1%

Electric Utilities - 2.0%

Hawaiian Electric Industries, Inc. (d)

222,700

5,356

OGE Energy Corp.

587,900

21,594

PNM Resources, Inc.

269,038

7,657

Portland General Electric Co.

229,900

7,603

UIL Holdings Corp.

28,200

1,043

 

43,253

Gas Utilities - 0.3%

National Fuel Gas Co.

102,800

7,710

Independent Power Producers & Energy Traders - 0.8%

Black Hills Corp.

164,000

9,458

Dynegy, Inc. (a)

210,400

7,090

 

16,548

Multi-Utilities - 0.7%

MDU Resources Group, Inc.

479,575

16,248

Common Stocks - continued

Shares

Value (000s)

UTILITIES - continued

Water Utilities - 0.3%

American Water Works Co., Inc.

114,720

$ 5,577

TOTAL UTILITIES

89,336

TOTAL COMMON STOCKS

(Cost $1,830,080)


2,101,850

U.S. Treasury Obligations - 0.0%

 

Principal Amount (000s)

 

U.S. Treasury Bills, yield at date of purchase 0.02% to 0.03% 6/19/14 (e)
(Cost $1,140)

$ 1,140


1,140

Money Market Funds - 5.0%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

52,239,735

52,240

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

55,202,374

55,202

TOTAL MONEY MARKET FUNDS

(Cost $107,442)


107,442

TOTAL INVESTMENT PORTFOLIO - 102.6%

(Cost $1,938,662)

2,210,432

NET OTHER ASSETS (LIABILITIES) - (2.6)%

(56,356)

NET ASSETS - 100%

$ 2,154,076

Futures Contracts

Expiration Date

Underlying Face Amount at Value (000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

7 CME E-mini S&P MidCap 400 Index Contracts (United States)

June 2014

$ 964

$ 13

 

The face value of futures purchased as a percentage of net assets is 0%

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) 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 $402,000.

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $4,000 or 0.0% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Velti PLC

4/19/13

$ 323

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

$ 22

Fidelity Securities Lending Cash Central Fund

55

Total

$ 77

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

$ 262,076

$ 262,076

$ -

$ -

Consumer Staples

69,503

69,503

-

-

Energy

139,808

139,808

-

-

Financials

481,946

468,132

13,814

-

Health Care

200,288

200,288

-

-

Industrials

357,774

357,774

-

-

Information Technology

325,409

325,405

4

-

Materials

165,878

165,878

-

-

Telecommunication Services

9,832

9,832

-

-

Utilities

89,336

89,336

-

-

U.S. Government and Government Agency Obligations

1,140

-

1,140

-

Money Market Funds

107,442

107,442

-

-

Total Investments in Securities:

$ 2,210,432

$ 2,195,474

$ 14,958

$ -

Derivative Instruments:

Assets

Futures Contracts

$ 13

$ 13

$ -

$ -

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

Value
(Amounts in thousands)

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 13

$ -

Total Value of Derivatives

$ 13

$ -

(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.

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 $53,825) - See accompanying schedule:

Unaffiliated issuers (cost $1,831,220)

$ 2,102,990

 

Fidelity Central Funds (cost $107,442)

107,442

 

Total Investments (cost $1,938,662)

 

$ 2,210,432

Cash

 

52

Receivable for investments sold

40,897

Receivable for fund shares sold

843

Dividends receivable

1,202

Distributions receivable from Fidelity Central Funds

14

Prepaid expenses

1

Other receivables

22

Total assets

2,253,463

 

 

 

Liabilities

Payable for investments purchased

$ 39,114

Payable for fund shares redeemed

2,970

Accrued management fee

995

Distribution and service plan fees payable

634

Payable for daily variation margin for derivative instruments

8

Other affiliated payables

425

Other payables and accrued expenses

39

Collateral on securities loaned, at value

55,202

Total liabilities

99,387

 

 

 

Net Assets

$ 2,154,076

Net Assets consist of:

 

Paid in capital

$ 2,254,340

Distributions in excess of net investment income

(2,469)

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

(369,583)

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

271,788

Net Assets

$ 2,154,076

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 ($697,837 ÷ 23,066.6 shares)

$ 30.25

 

 

 

Maximum offering price per share (100/94.25 of $30.25)

$ 32.10

Class T:
Net Asset Value
and redemption price per share ($803,309 ÷ 26,340.4 shares)

$ 30.50

 

 

 

Maximum offering price per share (100/96.50 of $30.50)

$ 31.61

Class B:
Net Asset Value
and offering price per share ($17,944 ÷ 637.3 shares)A

$ 28.16

 

 

 

Class C:
Net Asset Value
and offering price per share ($172,397 ÷ 6,118.1 shares)A

$ 28.18

 

 

 

Fidelity Stock Selector Mid Cap Fund:
Net Asset Value
, offering price and redemption price per share ($232,480 ÷ 7,382.8 shares)

$ 31.49

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($230,109 ÷ 7,290.1 shares)

$ 31.56

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

 

$ 13,866

Income from Fidelity Central Funds

 

77

Total income

 

13,943

 

 

 

Expenses

Management fee
Basic fee

$ 5,939

Performance adjustment

75

Transfer agent fees

2,224

Distribution and service plan fees

3,870

Accounting and security lending fees

330

Custodian fees and expenses

31

Independent trustees' compensation

5

Registration fees

69

Audit

44

Legal

9

Miscellaneous

5

Total expenses before reductions

12,601

Expense reductions

(44)

12,557

Net investment income (loss)

1,386

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

169,510

Foreign currency transactions

9

Futures contracts

(148)

Total net realized gain (loss)

 

169,371

Change in net unrealized appreciation (depreciation) on:

Investment securities

(33,343)

Assets and liabilities in foreign currencies

(5)

Futures contracts

59

Total change in net unrealized appreciation (depreciation)

 

(33,289)

Net gain (loss)

136,082

Net increase (decrease) in net assets resulting from operations

$ 137,468

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)

$ 1,386

$ 5,714

Net realized gain (loss)

169,371

287,217

Change in net unrealized appreciation (depreciation)

(33,289)

209,089

Net increase (decrease) in net assets resulting
from operations

137,468

502,020

Distributions to shareholders from net investment income

(1,252)

(8,172)

Distributions to shareholders from net realized gain

-

(2,873)

Total distributions

(1,252)

(11,045)

Share transactions - net increase (decrease)

(121,843)

(34,691)

Total increase (decrease) in net assets

14,373

456,284

 

 

 

Net Assets

Beginning of period

2,139,703

1,683,419

End of period (including distributions in excess of net investment income of $2,469 and distributions in excess of net investment income of $2,603, respectively)

$ 2,154,076

$ 2,139,703

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

$ 28.37

$ 22.16

$ 19.15

$ 19.22

$ 15.75

$ 10.52

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  .03

  .10

  .09

  .08H

  (.02)

  .03

Net realized and unrealized gain (loss)

  1.86

  6.29

  3.02

  (.15)

  3.55

  5.20

Total from investment operations

  1.89

  6.39

  3.11

  (.07)

  3.53

  5.23

Distributions from net investment income

  (.01)

  (.14)

  (.10)

  -

  (.03) I

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.03) I

  -

Total distributions

  (.01)

  (.18)

  (.10)

  -

  (.06)

  -

Net asset value, end of period

$ 30.25

$ 28.37

$ 22.16

$ 19.15

$ 19.22

$ 15.75

Total Return B, C, D

  6.65%

  29.07%

  16.32%

  (.36)%

  22.48%

  49.71%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.07% A

  .95%

  .94%

  .92%

  .86%

  .83%

Expenses net of fee waivers, if any

  1.07% A

  .95%

  .94%

  .92%

  .86%

  .83%

Expenses net of all reductions

  1.06% A

  .92%

  .94%

  .91%

  .84%

  .81%

Net investment income (loss)

  .23% A

  .39%

  .41%

  .39% H

  (.12)%

  .25%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 698

$ 692

$ 593

$ 644

$ 945

$ 906

Portfolio turnover rate G

  91% A

  79% K

  72%

  198%

  141%

  244%

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 .12%.

I The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 28.63

$ 22.36

$ 19.30

$ 19.41

$ 15.89

$ 10.64

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  - L

  .04

  .05

  .04H

  (.05)

  .01

Net realized and unrealized gain (loss)

  1.87

  6.36

  3.05

  (.15)

  3.59

  5.24

Total from investment operations

  1.87

  6.40

  3.10

  (.11)

  3.54

  5.25

Distributions from net investment income

  -

  (.09)

  (.04)

  -

  -

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.02) I

  -

Total distributions

  -

  (.13)

  (.04)

  -

  (.02)

  -

Net asset value, end of period

$ 30.50

$ 28.63

$ 22.36

$ 19.30

$ 19.41

$ 15.89

Total Return B, C, D

  6.53%

  28.80%

  16.12%

  (.57)%

  22.31%

  49.34%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.29% A

  1.16%

  1.14%

  1.11%

  1.03%

  1.02%

Expenses net of fee waivers, if any

  1.29% A

  1.16%

  1.14%

  1.11%

  1.03%

  1.02%

Expenses net of all reductions

  1.29% A

  1.13%

  1.13%

  1.10%

  1.01%

  .99%

Net investment income (loss)

  -% A,M

  .17%

  .22%

  .20% H

  (.30)%

  .07%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 803

$ 817

$ 755

$ 871

$ 1,282

$ 1,520

Portfolio turnover rate G

  91% A

  79% K

  72%

  198%

  141%

  244%

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 (.07)%.

I The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

L Amount represents less than $.01per share.

M Amount represents less than .01%.

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

$ 26.51

$ 20.71

$ 17.94

$ 18.15

$ 14.93

$ 10.05

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.08)

  (.10)

  (.07)

  (.07) H

  (.15)

  (.06)

Net realized and unrealized gain (loss)

  1.73

  5.90

  2.84

  (.14)

  3.37

  4.94

Total from investment operations

  1.65

  5.80

  2.77

  (.21)

  3.22

  4.88

Distributions from net investment income

  -

  -

  -

  -

  -

  -

Distributions from net realized gain

  -

  -

  -

  -

  -

  -

Total distributions

  -

  -

  -

  -

  -

  -

Net asset value, end of period

$ 28.16

$ 26.51

$ 20.71

$ 17.94

$ 18.15

$ 14.93

Total Return B, C, D

  6.22%

  28.01%

  15.44%

  (1.16)%

  21.57%

  48.56%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.91% A

  1.76%

  1.73%

  1.71%

  1.63%

  1.59%

Expenses net of fee waivers, if any

  1.91% A

  1.76%

  1.73%

  1.71%

  1.63%

  1.59%

Expenses net of all reductions

  1.90% A

  1.74%

  1.73%

  1.70%

  1.61%

  1.57%

Net investment income (loss)

  (.61)% A

  (.43)%

  (.38)%

  (.40)% H

  (.90)%

  (.51)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 18

$ 21

$ 22

$ 28

$ 75

$ 131

Portfolio turnover rate G

  91% A

  79% J

  72%

  198%

  141%

  244%

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 (.67)%.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 26.52

$ 20.73

$ 17.95

$ 18.15

$ 14.93

$ 10.05

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.07)

  (.09)

  (.06)

  (.07) H

  (.14)

  (.06)

Net realized and unrealized gain (loss)

  1.73

  5.91

  2.84

  (.13)

  3.36

  4.94

Total from investment operations

  1.66

  5.82

  2.78

  (.20)

  3.22

  4.88

Distributions from net investment income

  -

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.01)

  -

  -

  -

  -

Total distributions

  -

  (.03)

  -

  -

  -

  -

Net asset value, end of period

$ 28.18

$ 26.52

$ 20.73

$ 17.95

$ 18.15

$ 14.93

Total Return B, C, D

  6.26%

  28.09%

  15.49%

  (1.10)%

  21.57%

  48.56%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.82% A

  1.69%

  1.68%

  1.66%

  1.60%

  1.58%

Expenses net of fee waivers, if any

  1.82% A

  1.69%

  1.68%

  1.66%

  1.60%

  1.58%

Expenses net of all reductions

  1.81% A

  1.67%

  1.68%

  1.65%

  1.58%

  1.55%

Net investment income (loss)

  (.52)% A

  (.36)%

  (.33)%

  (.35)% H

  (.86)%

  (.50)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 172

$ 172

$ 141

$ 150

$ 189

$ 186

Portfolio turnover rate G

  91% A

  79% J

  72%

  198%

  141%

  244%

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 (.62)%.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

Semiannual Report

Financial Highlights - Fidelity Stock Selector Mid Cap Fund

 

Six months ended
May 31, 2014

Years ended
November 30,

 

(Unaudited)

2013

2012G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period G

$ 29.56

$ 23.14

$ 21.20

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .07

  .17

  .09

Net realized and unrealized gain (loss)

  1.93

  6.54

  1.85

Total from investment operations

  2.00

  6.71

  1.94

Distributions from net investment income

  (.07)

  (.25)

  -

Distributions from net realized gain

  -

  (.04)

  -

Total distributions

  (.07)

  (.29)

  -

Net asset value, end of period

$ 31.49

$ 29.56

$ 23.14

Total Return B, C

  6.78%

  29.36%

  9.15%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  .83% A

  .71%

  .59% A

Expenses net of fee waivers, if any

  .83% A

  .71%

  .59% A

Expenses net of all reductions

  .83% A

  .69%

  .58% A

Net investment income (loss)

  .47% A

  .62%

  .86% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 232

$ 225

$ 1

Portfolio turnover rateF

  91% A

  79% I

  72%

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 June 6, 2012 (commencement of sale of shares) to November 30, 2012.

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.

I The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 29.64

$ 23.14

$ 20.01

$ 20.02

$ 16.40

$ 10.92

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) D

  .08

  .18

  .15

  .14G

  .04

  .08

Net realized and unrealized gain (loss)

  1.92

  6.56

  3.15

  (.15)

  3.69

  5.40

Total from investment operations

  2.00

  6.74

  3.30

  (.01)

  3.73

  5.48

Distributions from net investment income

  (.08)

  (.20)

  (.17)

  -

  (.08) H

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.03) H

  -

Total distributions

  (.08)

  (.24)

  (.17)

  -

  (.11)

  -

Net asset value, end of period

$ 31.56

$ 29.64

$ 23.14

$ 20.01

$ 20.02

$ 16.40

Total Return B, C

  6.77%

  29.44%

  16.66%

  (.05)%

  22.86%

  50.18%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .80% A

  .67%

  .65%

  .62%

  .54%

  .50%

Expenses net of fee waivers, if any

  .80% A

  .67%

  .65%

  .62%

  .54%

  .50%

Expenses net of all reductions

  .80% A

  .65%

  .64%

  .61%

  .52%

  .47%

Net investment income (loss)

  .49% A

  .66%

  .71%

  .69% G

  .20%

  .59%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 230

$ 214

$ 172

$ 234

$ 354

$ 319

Portfolio turnover rate F

  91% A

  79% J

  72%

  198%

  141%

  244%

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 $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .42%.

H The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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® Stock Selector Mid 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, Fidelity Stock Selector Mid Cap Fund 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

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 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

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

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 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

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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

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), market discount, partnerships, deferred trustees compensation, 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

$ 317,652

Gross unrealized depreciation

(47,278)

Net unrealized appreciation (depreciation) on securities and other investments

$ 270,374

Tax cost

$ 1,940,058

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

 

2015

$ (1,870)

2016

(389,648)

2017

(148,171)

Total capital loss carryforward

$ (539,689)

The Fund acquired $15,643 of its capital loss carryforward as part of a merger in a prior period. The losses acquired that will be available to offset future capital gains of the Fund will be limited to approximately $935 per year.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Restricted Securities - continued

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 risks:

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 $(148) and a change in net unrealized appreciation (depreciation) of $59 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 $962,959 and $1,091,844, respectively.

6. Fees and Other Transactions with Affiliates.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 MidCap 400® Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .56% 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%

$ 875

$ 67

Class T

.25%

.25%

2,029

19

Class B

.75%

.25%

97

73

Class C

.75%

.25%

869

26

 

 

 

$ 3,870

$ 185

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

$ 21

Class T

11

Class B*

5

Class C*

2

 

$ 39

* 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

$ 753

.22

Class T

774

.19

Class B

29

.30

Class C

185

.21

Fidelity Stock Selector Mid Cap Fund

259

.23

Institutional Class

224

.20

 

$ 2,224

 

* 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 $17 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 $2 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 $55. During the period, there were no 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 $42 for the period.

In addition, the investment adviser reimbursed a portion of the Fund's operating expenses during the period in the amount of $2.

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

$ 146

$ 3,606

Class T

-

2,972

Class C

-

121

Fidelity Stock Selector Mid Cap Fund

530

16

Institutional Class

576

1,457

Total

$ 1,252

$ 8,172

From net realized gain

 

 

Class A

$ -

$ 1,106

Class T

-

1,403

Class C

-

54

Fidelity Stock Selector Mid Cap Fund

-

3

Institutional Class

-

307

Total

$ -

$ 2,873

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

Six months ended
May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

688

1,576

$ 20,297

$ 39,740

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

483

-

11,196

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

Six months ended
May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

410

$ -

$ 9,497

Reinvestment of distributions

5

196

134

4,309

Shares redeemed

(2,002)

(5,036)

(59,052)

(125,748)

Net increase (decrease)

(1,309)

(2,371)

$ (38,621)

$ (61,006)

Class T

 

 

 

 

Shares sold

1,108

2,840

$ 33,060

$ 71,906

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

643

-

15,054

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

182

-

4,267

Reinvestment of distributions

-

188

-

4,170

Shares redeemed

(3,293)

(9,076)

(97,938)

(228,859)

Net increase (decrease)

(2,185)

(5,223)

$ (64,878)

$ (133,462)

Class B

 

 

 

 

Shares sold

3

4

$ 73

$ 95

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

75

-

1,640

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

28

-

614

Shares redeemed

(149)

(363)

(4,080)

(8,472)

Net increase (decrease)

(146)

(256)

$ (4,007)

$ (6,123)

Class C

 

 

 

 

Shares sold

106

236

$ 2,913

$ 5,603

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

209

-

4,553

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

219

-

4,769

Reinvestment of distributions

-

7

-

152

Shares redeemed

(473)

(993)

(13,051)

(23,227)

Net increase (decrease)

(367)

(322)

$ (10,138)

$ (8,150)

Semiannual Report

11. 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

Fidelity Stock Selector Mid Cap Fund

 

 

 

 

Shares sold

563

1,327

$ 17,344

$ 35,648

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

8,810

-

212,139

Reinvestment of distributions

18

1

518

16

Shares redeemed

(801)

(2,600)

(24,466)

(67,266)

Net increase (decrease)

(220)

7,538

$ (6,604)

$ 180,537

Institutional Class

 

 

 

 

Shares sold

826

1,231

$ 25,335

$ 32,432

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

20

-

479

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

37

-

888

Reinvestment of distributions

17

68

502

1,564

Shares redeemed

(766)

(1,567)

(23,432)

(41,850)

Net increase (decrease)

77

(211)

$ 2,405

$ (6,487)

12. Merger Information.

On January 11, 2013, the Fund acquired all of the assets and assumed all of the liabilities of Fidelity Advisor® Growth Strategies Fund and Fidelity Mid Cap Growth Fund ("Target Funds") pursuant to agreements and plans of reorganization approved by the Board of Trustees ("The Board") on June 12, 2012. The acquisition was accomplished by an exchange of shares of each class of the Fund for corresponding shares then outstanding of the Target Funds at their net asset value on the acquisition date. The reorganization provides shareholders of the Target Funds access to a larger portfolio with a similar investment objective. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Target Funds' net assets of $32,922, including securities of $32,974 and unrealized appreciation of $2,113 for Fidelity Advisor Growth Strategies Fund; and net assets of $232,174, including securities of $233,755 and unrealized appreciation of $14,520 for Fidelity Mid Cap Growth Fund were combined with the Fund's net assets of $1,716,041 for total net assets after the acquisition of $1,981,137.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

12. Merger Information - continued

Pro forma results of operations of the combined entity for the entire period ended November 30, 2013, as though the acquisition had occurred as of the beginning of the year (rather than on the actual acquisition date), are as follows:

Net investment income (loss)

$ 6,032

Total net realized gain (loss)

288,183

Total change in net unrealized appreciation (depreciation)

219,225

Net increase (decrease) in net assets resulting from operations

$ 513,440

Because the combined investment portfolios have been managed as a single portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the acquired fund that have been included in the Fund's accompanying Statement of Operations since January 11, 2013.

13. 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

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

MCI-USAN-0714
1.786800.111

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

Mid 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

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

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

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.50

$ 5.51

HypotheticalA

 

$ 1,000.00

$ 1,019.60

$ 5.39

Class T

1.29%

 

 

 

Actual

 

$ 1,000.00

$ 1,065.30

$ 6.64

HypotheticalA

 

$ 1,000.00

$ 1,018.50

$ 6.49

Class B

1.91%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.20

$ 9.82

HypotheticalA

 

$ 1,000.00

$ 1,015.41

$ 9.60

Class C

1.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.60

$ 9.36

HypotheticalA

 

$ 1,000.00

$ 1,015.86

$ 9.15

Fidelity Stock Selector Mid Cap Fund

.83%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.80

$ 4.28

HypotheticalA

 

$ 1,000.00

$ 1,020.79

$ 4.18

Institutional Class

.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.70

$ 4.12

HypotheticalA

 

$ 1,000.00

$ 1,020.94

$ 4.03

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

J.B. Hunt Transport Services, Inc.

2.4

1.9

Roper Industries, Inc.

1.9

1.5

Capital One Financial Corp.

1.7

1.8

Hubbell, Inc. Class B

1.5

1.7

Verisk Analytics, Inc.

1.5

1.5

AMETEK, Inc.

1.4

1.7

Cimarex Energy Co.

1.2

0.9

Watsco, Inc.

1.2

0.9

Airgas, Inc.

1.1

1.1

Interactive Brokers Group, Inc.

1.1

1.2

 

15.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.4

22.3

Industrials

16.6

16.8

Information Technology

15.1

15.6

Consumer Discretionary

12.2

13.9

Health Care

9.3

8.9

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

mca635549

Stocks and
Equity Futures 97.6%

 

mca635549

Stocks and
Equity Futures 98.6%

 

mca635552

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

mca635552

Short-Term
Investments and
Net Other Assets (Liabilities) 1.4%

 

* Foreign investments

7.2%

 

** Foreign investments

8.5%

 

mca635555

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 12.2%

Auto Components - 0.1%

Tenneco, Inc. (a)

31,400

$ 2,002

Hotels, Restaurants & Leisure - 0.3%

Texas Roadhouse, Inc. Class A

211,300

5,342

Household Durables - 2.8%

Jarden Corp. (a)

317,115

17,942

Libbey, Inc. (a)

269,118

7,253

NVR, Inc. (a)

17,400

19,377

Tupperware Brands Corp.

181,680

15,210

 

59,782

Internet & Catalog Retail - 0.6%

HomeAway, Inc. (a)

80,600

2,482

Liberty Interactive Corp. Series A (a)

348,310

10,146

 

12,628

Leisure Products - 0.8%

Brunswick Corp.

278,800

12,016

Smith & Wesson Holding Corp. (a)

304,600

4,837

 

16,853

Media - 0.8%

The Madison Square Garden Co. Class A (a)

307,100

16,844

Multiline Retail - 1.3%

Dollar General Corp. (a)

227,840

12,253

Dollar Tree, Inc. (a)

313,878

16,645

 

28,898

Specialty Retail - 4.4%

Abercrombie & Fitch Co. Class A

123,582

4,697

Cabela's, Inc. Class A (a)(d)

231,000

14,144

Foot Locker, Inc.

456,000

21,970

PetSmart, Inc.

53,660

3,084

Ross Stores, Inc.

223,010

15,265

Sally Beauty Holdings, Inc. (a)

450,620

11,545

Sportsman's Warehouse Holdings, Inc.

891,763

8,231

Williams-Sonoma, Inc.

249,460

16,694

 

95,630

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - 1.1%

PVH Corp.

92,000

$ 12,110

Ralph Lauren Corp.

78,100

11,987

 

24,097

TOTAL CONSUMER DISCRETIONARY

262,076

CONSUMER STAPLES - 3.2%

Beverages - 0.1%

Monster Beverage Corp. (a)

44,884

3,114

Food & Staples Retailing - 0.8%

United Natural Foods, Inc. (a)

125,145

8,436

Whole Foods Market, Inc.

215,442

8,239

 

16,675

Food Products - 2.3%

Hillshire Brands Co.

166,400

8,866

Mead Johnson Nutrition Co. Class A

77,900

6,970

The Hain Celestial Group, Inc. (a)

96,700

8,773

The Hershey Co.

63,900

6,220

TreeHouse Foods, Inc. (a)

84,580

6,339

WhiteWave Foods Co. (a)

398,400

12,546

 

49,714

TOTAL CONSUMER STAPLES

69,503

ENERGY - 6.5%

Energy Equipment & Services - 1.9%

Dresser-Rand Group, Inc. (a)

94,400

5,777

Dril-Quip, Inc. (a)

129,000

13,186

Helmerich & Payne, Inc.

123,980

13,632

Rowan Companies PLC

250,610

7,759

 

40,354

Oil, Gas & Consumable Fuels - 4.6%

Cheniere Energy, Inc. (a)

75,400

5,135

Cimarex Energy Co.

195,400

25,232

Energen Corp.

186,800

15,949

Genesis Energy LP

134,800

7,684

HollyFrontier Corp.

95,070

4,682

SM Energy Co.

191,246

14,498

Stone Energy Corp. (a)

183,000

8,123

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Targa Resources Corp.

74,700

$ 8,588

Whiting Petroleum Corp. (a)

133,100

9,563

 

99,454

TOTAL ENERGY

139,808

FINANCIALS - 22.4%

Banks - 2.8%

City National Corp.

156,410

11,119

Erste Group Bank AG

51,774

1,799

Huntington Bancshares, Inc.

2,189,478

20,296

Prosperity Bancshares, Inc.

285,600

16,602

Synovus Financial Corp.

334,227

7,707

The Jammu & Kashmir Bank Ltd.

120,000

3,037

 

60,560

Capital Markets - 3.9%

ABG Sundal Collier ASA (a)

3,100,000

2,920

KKR & Co. LP

670,164

15,233

Lazard Ltd. Class A

247,900

12,519

MLP AG

1,566,600

10,848

Moelis & Co. Class A

119,300

3,753

Oaktree Capital Group LLC Class A

162,900

8,142

Och-Ziff Capital Management Group LLC Class A

535,800

7,121

Raymond James Financial, Inc.

329,700

15,957

Virtus Investment Partners, Inc.

13,500

2,491

Vontobel Holdings AG

150,000

5,536

 

84,520

Consumer Finance - 4.0%

ACOM Co. Ltd. (a)(d)

3,590,200

13,814

Capital One Financial Corp.

458,300

36,155

Cash America International, Inc.

239,527

11,380

Navient Corp.

542,316

8,569

SLM Corp.

792,316

6,822

Springleaf Holdings, Inc.

421,600

9,895

 

86,635

Diversified Financial Services - 1.1%

Interactive Brokers Group, Inc.

1,011,767

23,291

Insurance - 2.1%

Arthur J. Gallagher & Co.

243,200

11,146

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

Direct Line Insurance Group PLC

4,189,691

$ 17,789

Fairfax Financial Holdings Ltd. (sub. vtg.)

29,800

13,420

St. James's Place Capital PLC

237,200

3,111

 

45,466

Real Estate Investment Trusts - 7.6%

Acadia Realty Trust (SBI)

149,500

4,125

Alexandria Real Estate Equities, Inc.

150,775

11,472

Ashford Hospitality Prime, Inc.

47,600

776

Corrections Corp. of America

132,300

4,304

Cousins Properties, Inc.

283,600

3,403

Essex Property Trust, Inc.

37,764

6,834

Federal Realty Investment Trust (SBI)

132,800

15,872

FelCor Lodging Trust, Inc.

347,000

3,414

Kilroy Realty Corp.

59,675

3,615

Liberty Property Trust (SBI)

316,900

12,267

Mid-America Apartment Communities, Inc.

197,700

14,304

National Retail Properties, Inc. (d)

428,569

14,991

Piedmont Office Realty Trust, Inc. Class A

322,500

6,005

Post Properties, Inc.

154,900

7,923

Redwood Trust, Inc. (d)

240,900

4,695

Senior Housing Properties Trust (SBI)

454,000

10,887

SL Green Realty Corp.

125,465

13,737

Sovran Self Storage, Inc.

83,039

6,377

Taubman Centers, Inc.

119,200

8,928

Weyerhaeuser Co.

269,414

8,465

 

162,394

Real Estate Management & Development - 0.5%

Alexander & Baldwin, Inc.

18,000

682

Altisource Portfolio Solutions SA (a)

41,910

4,619

CBRE Group, Inc. (a)

207,932

6,205

 

11,506

Thrifts & Mortgage Finance - 0.4%

Ocwen Financial Corp. (a)

215,963

7,574

TOTAL FINANCIALS

481,946

HEALTH CARE - 9.3%

Biotechnology - 1.4%

Alexion Pharmaceuticals, Inc. (a)

58,000

9,647

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

Cubist Pharmaceuticals, Inc.

200,000

$ 13,320

Grifols SA ADR

200,000

8,324

 

31,291

Health Care Equipment & Supplies - 2.8%

Boston Scientific Corp. (a)

1,450,000

18,604

Edwards Lifesciences Corp. (a)

95,000

7,714

Intuitive Surgical, Inc. (a)

15,000

5,546

Masimo Corp. (a)

380,000

9,363

The Cooper Companies, Inc.

145,000

18,708

 

59,935

Health Care Providers & Services - 1.3%

HCA Holdings, Inc. (a)

128,000

6,783

Humana, Inc.

63,000

7,841

MEDNAX, Inc. (a)

220,000

12,679

 

27,303

Health Care Technology - 0.5%

Cerner Corp. (a)

196,000

10,594

Life Sciences Tools & Services - 1.0%

Agilent Technologies, Inc.

200,000

11,388

Illumina, Inc. (a)

63,000

9,970

 

21,358

Pharmaceuticals - 2.3%

Actavis PLC (a)

70,000

14,808

Perrigo Co. PLC

58,000

8,016

Salix Pharmaceuticals Ltd. (a)

170,000

19,394

The Medicines Company (a)

272,000

7,589

 

49,807

TOTAL HEALTH CARE

200,288

INDUSTRIALS - 16.6%

Aerospace & Defense - 2.0%

Meggitt PLC

2,826,204

22,952

TransDigm Group, Inc.

113,410

21,402

 

44,354

Building Products - 0.5%

A.O. Smith Corp.

228,247

11,271

Construction & Engineering - 0.6%

MasTec, Inc. (a)

389,100

14,008

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - 3.0%

Acuity Brands, Inc.

18,736

$ 2,352

AMETEK, Inc.

581,490

30,865

Hubbell, Inc. Class B

270,740

31,677

 

64,894

Industrial Conglomerates - 1.9%

Roper Industries, Inc.

286,320

40,566

Machinery - 2.7%

Cummins, Inc.

141,800

21,685

Manitowoc Co., Inc.

643,996

17,420

Valmont Industries, Inc.

118,900

18,424

WABCO Holdings, Inc. (a)

18

2

 

57,531

Professional Services - 1.5%

Verisk Analytics, Inc. (a)

532,000

31,489

Road & Rail - 2.4%

J.B. Hunt Transport Services, Inc.

660,540

51,295

Trading Companies & Distributors - 2.0%

W.W. Grainger, Inc.

67,500

17,440

Watsco, Inc.

247,700

24,926

 

42,366

TOTAL INDUSTRIALS

357,774

INFORMATION TECHNOLOGY - 15.1%

Communications Equipment - 0.9%

Aruba Networks, Inc. (a)

196,800

3,644

Riverbed Technology, Inc. (a)

755,550

15,353

 

18,997

Electronic Equipment & Components - 1.1%

Trimble Navigation Ltd. (a)

630,200

22,731

Internet Software & Services - 2.4%

Equinix, Inc. (a)(d)

93,900

18,663

LinkedIn Corp. (a)

16,500

2,641

Rackspace Hosting, Inc. (a)

398,400

14,538

Trulia, Inc. (a)

69,100

2,671

Velti PLC (a)(f)

215,084

4

Yahoo!, Inc. (a)

271,600

9,411

Yelp, Inc. (a)

43,000

2,844

 

50,772

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - 1.2%

Acxiom Corp. (a)

297,946

$ 6,772

Alliance Data Systems Corp. (a)

41,000

10,498

Virtusa Corp. (a)

283,800

9,709

 

26,979

Semiconductors & Semiconductor Equipment - 1.7%

Altera Corp.

99,900

3,310

Cree, Inc. (a)

290,000

13,955

NXP Semiconductors NV (a)

54,200

3,366

RF Micro Devices, Inc. (a)

936,000

8,808

Semtech Corp. (a)

309,100

8,018

 

37,457

Software - 6.2%

ANSYS, Inc. (a)

256,900

18,869

Autodesk, Inc. (a)

193,500

10,134

Citrix Systems, Inc. (a)

80,995

5,019

CommVault Systems, Inc. (a)

215,654

10,550

Fair Isaac Corp.

136,700

8,052

Imperva, Inc. (a)

96,650

2,018

MICROS Systems, Inc. (a)

291,200

15,556

Nuance Communications, Inc. (a)(d)

643,434

10,414

Parametric Technology Corp. (a)

438,700

16,144

Rovi Corp. (a)

417,400

10,089

SolarWinds, Inc. (a)

222,180

8,685

Synopsys, Inc. (a)

466,000

17,936

 

133,466

Technology Hardware, Storage & Peripherals - 1.6%

Cray, Inc. (a)

247,800

6,948

EMC Corp.

381,600

10,135

NCR Corp. (a)

548,800

17,924

 

35,007

TOTAL INFORMATION TECHNOLOGY

325,409

MATERIALS - 7.7%

Chemicals - 4.6%

Airgas, Inc.

230,004

24,454

FMC Corp.

231,540

17,727

International Flavors & Fragrances, Inc.

38,600

3,831

RPM International, Inc.

327,800

14,118

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Chemicals - continued

Sherwin-Williams Co.

61,631

$ 12,610

Sigma Aldrich Corp.

39,200

3,862

W.R. Grace & Co. (a)

244,997

22,559

 

99,161

Containers & Packaging - 1.6%

Aptargroup, Inc.

201,956

13,448

Rock-Tenn Co. Class A

201,000

20,307

 

33,755

Metals & Mining - 1.5%

Carpenter Technology Corp.

171,600

10,723

Reliance Steel & Aluminum Co.

309,085

22,239

 

32,962

TOTAL MATERIALS

165,878

TELECOMMUNICATION SERVICES - 0.5%

Wireless Telecommunication Services - 0.5%

SBA Communications Corp. Class A (a)

19,310

1,960

T-Mobile U.S., Inc. (a)

59,300

2,036

Telephone & Data Systems, Inc.

210,600

5,836

 

9,832

UTILITIES - 4.1%

Electric Utilities - 2.0%

Hawaiian Electric Industries, Inc. (d)

222,700

5,356

OGE Energy Corp.

587,900

21,594

PNM Resources, Inc.

269,038

7,657

Portland General Electric Co.

229,900

7,603

UIL Holdings Corp.

28,200

1,043

 

43,253

Gas Utilities - 0.3%

National Fuel Gas Co.

102,800

7,710

Independent Power Producers & Energy Traders - 0.8%

Black Hills Corp.

164,000

9,458

Dynegy, Inc. (a)

210,400

7,090

 

16,548

Multi-Utilities - 0.7%

MDU Resources Group, Inc.

479,575

16,248

Common Stocks - continued

Shares

Value (000s)

UTILITIES - continued

Water Utilities - 0.3%

American Water Works Co., Inc.

114,720

$ 5,577

TOTAL UTILITIES

89,336

TOTAL COMMON STOCKS

(Cost $1,830,080)


2,101,850

U.S. Treasury Obligations - 0.0%

 

Principal Amount (000s)

 

U.S. Treasury Bills, yield at date of purchase 0.02% to 0.03% 6/19/14 (e)
(Cost $1,140)

$ 1,140


1,140

Money Market Funds - 5.0%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

52,239,735

52,240

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

55,202,374

55,202

TOTAL MONEY MARKET FUNDS

(Cost $107,442)


107,442

TOTAL INVESTMENT PORTFOLIO - 102.6%

(Cost $1,938,662)

2,210,432

NET OTHER ASSETS (LIABILITIES) - (2.6)%

(56,356)

NET ASSETS - 100%

$ 2,154,076

Futures Contracts

Expiration Date

Underlying Face Amount at Value (000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

7 CME E-mini S&P MidCap 400 Index Contracts (United States)

June 2014

$ 964

$ 13

 

The face value of futures purchased as a percentage of net assets is 0%

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) 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 $402,000.

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $4,000 or 0.0% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Velti PLC

4/19/13

$ 323

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

$ 22

Fidelity Securities Lending Cash Central Fund

55

Total

$ 77

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

$ 262,076

$ 262,076

$ -

$ -

Consumer Staples

69,503

69,503

-

-

Energy

139,808

139,808

-

-

Financials

481,946

468,132

13,814

-

Health Care

200,288

200,288

-

-

Industrials

357,774

357,774

-

-

Information Technology

325,409

325,405

4

-

Materials

165,878

165,878

-

-

Telecommunication Services

9,832

9,832

-

-

Utilities

89,336

89,336

-

-

U.S. Government and Government Agency Obligations

1,140

-

1,140

-

Money Market Funds

107,442

107,442

-

-

Total Investments in Securities:

$ 2,210,432

$ 2,195,474

$ 14,958

$ -

Derivative Instruments:

Assets

Futures Contracts

$ 13

$ 13

$ -

$ -

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

Value
(Amounts in thousands)

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 13

$ -

Total Value of Derivatives

$ 13

$ -

(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.

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 $53,825) - See accompanying schedule:

Unaffiliated issuers (cost $1,831,220)

$ 2,102,990

 

Fidelity Central Funds (cost $107,442)

107,442

 

Total Investments (cost $1,938,662)

 

$ 2,210,432

Cash

 

52

Receivable for investments sold

40,897

Receivable for fund shares sold

843

Dividends receivable

1,202

Distributions receivable from Fidelity Central Funds

14

Prepaid expenses

1

Other receivables

22

Total assets

2,253,463

 

 

 

Liabilities

Payable for investments purchased

$ 39,114

Payable for fund shares redeemed

2,970

Accrued management fee

995

Distribution and service plan fees payable

634

Payable for daily variation margin for derivative instruments

8

Other affiliated payables

425

Other payables and accrued expenses

39

Collateral on securities loaned, at value

55,202

Total liabilities

99,387

 

 

 

Net Assets

$ 2,154,076

Net Assets consist of:

 

Paid in capital

$ 2,254,340

Distributions in excess of net investment income

(2,469)

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

(369,583)

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

271,788

Net Assets

$ 2,154,076

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 ($697,837 ÷ 23,066.6 shares)

$ 30.25

 

 

 

Maximum offering price per share (100/94.25 of $30.25)

$ 32.10

Class T:
Net Asset Value
and redemption price per share ($803,309 ÷ 26,340.4 shares)

$ 30.50

 

 

 

Maximum offering price per share (100/96.50 of $30.50)

$ 31.61

Class B:
Net Asset Value
and offering price per share ($17,944 ÷ 637.3 shares)A

$ 28.16

 

 

 

Class C:
Net Asset Value
and offering price per share ($172,397 ÷ 6,118.1 shares)A

$ 28.18

 

 

 

Fidelity Stock Selector Mid Cap Fund:
Net Asset Value
, offering price and redemption price per share ($232,480 ÷ 7,382.8 shares)

$ 31.49

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($230,109 ÷ 7,290.1 shares)

$ 31.56

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

 

$ 13,866

Income from Fidelity Central Funds

 

77

Total income

 

13,943

 

 

 

Expenses

Management fee
Basic fee

$ 5,939

Performance adjustment

75

Transfer agent fees

2,224

Distribution and service plan fees

3,870

Accounting and security lending fees

330

Custodian fees and expenses

31

Independent trustees' compensation

5

Registration fees

69

Audit

44

Legal

9

Miscellaneous

5

Total expenses before reductions

12,601

Expense reductions

(44)

12,557

Net investment income (loss)

1,386

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

169,510

Foreign currency transactions

9

Futures contracts

(148)

Total net realized gain (loss)

 

169,371

Change in net unrealized appreciation (depreciation) on:

Investment securities

(33,343)

Assets and liabilities in foreign currencies

(5)

Futures contracts

59

Total change in net unrealized appreciation (depreciation)

 

(33,289)

Net gain (loss)

136,082

Net increase (decrease) in net assets resulting from operations

$ 137,468

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)

$ 1,386

$ 5,714

Net realized gain (loss)

169,371

287,217

Change in net unrealized appreciation (depreciation)

(33,289)

209,089

Net increase (decrease) in net assets resulting
from operations

137,468

502,020

Distributions to shareholders from net investment income

(1,252)

(8,172)

Distributions to shareholders from net realized gain

-

(2,873)

Total distributions

(1,252)

(11,045)

Share transactions - net increase (decrease)

(121,843)

(34,691)

Total increase (decrease) in net assets

14,373

456,284

 

 

 

Net Assets

Beginning of period

2,139,703

1,683,419

End of period (including distributions in excess of net investment income of $2,469 and distributions in excess of net investment income of $2,603, respectively)

$ 2,154,076

$ 2,139,703

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

$ 28.37

$ 22.16

$ 19.15

$ 19.22

$ 15.75

$ 10.52

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  .03

  .10

  .09

  .08H

  (.02)

  .03

Net realized and unrealized gain (loss)

  1.86

  6.29

  3.02

  (.15)

  3.55

  5.20

Total from investment operations

  1.89

  6.39

  3.11

  (.07)

  3.53

  5.23

Distributions from net investment income

  (.01)

  (.14)

  (.10)

  -

  (.03) I

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.03) I

  -

Total distributions

  (.01)

  (.18)

  (.10)

  -

  (.06)

  -

Net asset value, end of period

$ 30.25

$ 28.37

$ 22.16

$ 19.15

$ 19.22

$ 15.75

Total Return B, C, D

  6.65%

  29.07%

  16.32%

  (.36)%

  22.48%

  49.71%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.07% A

  .95%

  .94%

  .92%

  .86%

  .83%

Expenses net of fee waivers, if any

  1.07% A

  .95%

  .94%

  .92%

  .86%

  .83%

Expenses net of all reductions

  1.06% A

  .92%

  .94%

  .91%

  .84%

  .81%

Net investment income (loss)

  .23% A

  .39%

  .41%

  .39% H

  (.12)%

  .25%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 698

$ 692

$ 593

$ 644

$ 945

$ 906

Portfolio turnover rate G

  91% A

  79% K

  72%

  198%

  141%

  244%

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 .12%.

I The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 28.63

$ 22.36

$ 19.30

$ 19.41

$ 15.89

$ 10.64

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  - L

  .04

  .05

  .04H

  (.05)

  .01

Net realized and unrealized gain (loss)

  1.87

  6.36

  3.05

  (.15)

  3.59

  5.24

Total from investment operations

  1.87

  6.40

  3.10

  (.11)

  3.54

  5.25

Distributions from net investment income

  -

  (.09)

  (.04)

  -

  -

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.02) I

  -

Total distributions

  -

  (.13)

  (.04)

  -

  (.02)

  -

Net asset value, end of period

$ 30.50

$ 28.63

$ 22.36

$ 19.30

$ 19.41

$ 15.89

Total Return B, C, D

  6.53%

  28.80%

  16.12%

  (.57)%

  22.31%

  49.34%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.29% A

  1.16%

  1.14%

  1.11%

  1.03%

  1.02%

Expenses net of fee waivers, if any

  1.29% A

  1.16%

  1.14%

  1.11%

  1.03%

  1.02%

Expenses net of all reductions

  1.29% A

  1.13%

  1.13%

  1.10%

  1.01%

  .99%

Net investment income (loss)

  -% A,M

  .17%

  .22%

  .20% H

  (.30)%

  .07%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 803

$ 817

$ 755

$ 871

$ 1,282

$ 1,520

Portfolio turnover rate G

  91% A

  79% K

  72%

  198%

  141%

  244%

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 (.07)%.

I The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

L Amount represents less than $.01per share.

M Amount represents less than .01%.

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

$ 26.51

$ 20.71

$ 17.94

$ 18.15

$ 14.93

$ 10.05

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.08)

  (.10)

  (.07)

  (.07) H

  (.15)

  (.06)

Net realized and unrealized gain (loss)

  1.73

  5.90

  2.84

  (.14)

  3.37

  4.94

Total from investment operations

  1.65

  5.80

  2.77

  (.21)

  3.22

  4.88

Distributions from net investment income

  -

  -

  -

  -

  -

  -

Distributions from net realized gain

  -

  -

  -

  -

  -

  -

Total distributions

  -

  -

  -

  -

  -

  -

Net asset value, end of period

$ 28.16

$ 26.51

$ 20.71

$ 17.94

$ 18.15

$ 14.93

Total Return B, C, D

  6.22%

  28.01%

  15.44%

  (1.16)%

  21.57%

  48.56%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.91% A

  1.76%

  1.73%

  1.71%

  1.63%

  1.59%

Expenses net of fee waivers, if any

  1.91% A

  1.76%

  1.73%

  1.71%

  1.63%

  1.59%

Expenses net of all reductions

  1.90% A

  1.74%

  1.73%

  1.70%

  1.61%

  1.57%

Net investment income (loss)

  (.61)% A

  (.43)%

  (.38)%

  (.40)% H

  (.90)%

  (.51)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 18

$ 21

$ 22

$ 28

$ 75

$ 131

Portfolio turnover rate G

  91% A

  79% J

  72%

  198%

  141%

  244%

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 (.67)%.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 26.52

$ 20.73

$ 17.95

$ 18.15

$ 14.93

$ 10.05

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.07)

  (.09)

  (.06)

  (.07) H

  (.14)

  (.06)

Net realized and unrealized gain (loss)

  1.73

  5.91

  2.84

  (.13)

  3.36

  4.94

Total from investment operations

  1.66

  5.82

  2.78

  (.20)

  3.22

  4.88

Distributions from net investment income

  -

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.01)

  -

  -

  -

  -

Total distributions

  -

  (.03)

  -

  -

  -

  -

Net asset value, end of period

$ 28.18

$ 26.52

$ 20.73

$ 17.95

$ 18.15

$ 14.93

Total Return B, C, D

  6.26%

  28.09%

  15.49%

  (1.10)%

  21.57%

  48.56%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.82% A

  1.69%

  1.68%

  1.66%

  1.60%

  1.58%

Expenses net of fee waivers, if any

  1.82% A

  1.69%

  1.68%

  1.66%

  1.60%

  1.58%

Expenses net of all reductions

  1.81% A

  1.67%

  1.68%

  1.65%

  1.58%

  1.55%

Net investment income (loss)

  (.52)% A

  (.36)%

  (.33)%

  (.35)% H

  (.86)%

  (.50)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 172

$ 172

$ 141

$ 150

$ 189

$ 186

Portfolio turnover rate G

  91% A

  79% J

  72%

  198%

  141%

  244%

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 (.62)%.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

Semiannual Report

Financial Highlights - Fidelity Stock Selector Mid Cap Fund

 

Six months ended
May 31, 2014

Years ended
November 30,

 

(Unaudited)

2013

2012G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period G

$ 29.56

$ 23.14

$ 21.20

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .07

  .17

  .09

Net realized and unrealized gain (loss)

  1.93

  6.54

  1.85

Total from investment operations

  2.00

  6.71

  1.94

Distributions from net investment income

  (.07)

  (.25)

  -

Distributions from net realized gain

  -

  (.04)

  -

Total distributions

  (.07)

  (.29)

  -

Net asset value, end of period

$ 31.49

$ 29.56

$ 23.14

Total Return B, C

  6.78%

  29.36%

  9.15%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  .83% A

  .71%

  .59% A

Expenses net of fee waivers, if any

  .83% A

  .71%

  .59% A

Expenses net of all reductions

  .83% A

  .69%

  .58% A

Net investment income (loss)

  .47% A

  .62%

  .86% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 232

$ 225

$ 1

Portfolio turnover rateF

  91% A

  79% I

  72%

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 June 6, 2012 (commencement of sale of shares) to November 30, 2012.

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.

I The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 29.64

$ 23.14

$ 20.01

$ 20.02

$ 16.40

$ 10.92

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) D

  .08

  .18

  .15

  .14G

  .04

  .08

Net realized and unrealized gain (loss)

  1.92

  6.56

  3.15

  (.15)

  3.69

  5.40

Total from investment operations

  2.00

  6.74

  3.30

  (.01)

  3.73

  5.48

Distributions from net investment income

  (.08)

  (.20)

  (.17)

  -

  (.08) H

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.03) H

  -

Total distributions

  (.08)

  (.24)

  (.17)

  -

  (.11)

  -

Net asset value, end of period

$ 31.56

$ 29.64

$ 23.14

$ 20.01

$ 20.02

$ 16.40

Total Return B, C

  6.77%

  29.44%

  16.66%

  (.05)%

  22.86%

  50.18%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .80% A

  .67%

  .65%

  .62%

  .54%

  .50%

Expenses net of fee waivers, if any

  .80% A

  .67%

  .65%

  .62%

  .54%

  .50%

Expenses net of all reductions

  .80% A

  .65%

  .64%

  .61%

  .52%

  .47%

Net investment income (loss)

  .49% A

  .66%

  .71%

  .69% G

  .20%

  .59%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 230

$ 214

$ 172

$ 234

$ 354

$ 319

Portfolio turnover rate F

  91% A

  79% J

  72%

  198%

  141%

  244%

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 $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .42%.

H The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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® Stock Selector Mid 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, Fidelity Stock Selector Mid Cap Fund 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

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 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

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

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 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

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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

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), market discount, partnerships, deferred trustees compensation, 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

$ 317,652

Gross unrealized depreciation

(47,278)

Net unrealized appreciation (depreciation) on securities and other investments

$ 270,374

Tax cost

$ 1,940,058

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

 

2015

$ (1,870)

2016

(389,648)

2017

(148,171)

Total capital loss carryforward

$ (539,689)

The Fund acquired $15,643 of its capital loss carryforward as part of a merger in a prior period. The losses acquired that will be available to offset future capital gains of the Fund will be limited to approximately $935 per year.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Restricted Securities - continued

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 risks:

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 $(148) and a change in net unrealized appreciation (depreciation) of $59 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 $962,959 and $1,091,844, respectively.

6. Fees and Other Transactions with Affiliates.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 MidCap 400® Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .56% 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%

$ 875

$ 67

Class T

.25%

.25%

2,029

19

Class B

.75%

.25%

97

73

Class C

.75%

.25%

869

26

 

 

 

$ 3,870

$ 185

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

$ 21

Class T

11

Class B*

5

Class C*

2

 

$ 39

* 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

$ 753

.22

Class T

774

.19

Class B

29

.30

Class C

185

.21

Fidelity Stock Selector Mid Cap Fund

259

.23

Institutional Class

224

.20

 

$ 2,224

 

* 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 $17 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 $2 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 $55. During the period, there were no 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 $42 for the period.

In addition, the investment adviser reimbursed a portion of the Fund's operating expenses during the period in the amount of $2.

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

$ 146

$ 3,606

Class T

-

2,972

Class C

-

121

Fidelity Stock Selector Mid Cap Fund

530

16

Institutional Class

576

1,457

Total

$ 1,252

$ 8,172

From net realized gain

 

 

Class A

$ -

$ 1,106

Class T

-

1,403

Class C

-

54

Fidelity Stock Selector Mid Cap Fund

-

3

Institutional Class

-

307

Total

$ -

$ 2,873

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

Six months ended
May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

688

1,576

$ 20,297

$ 39,740

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

483

-

11,196

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

Six months ended
May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

410

$ -

$ 9,497

Reinvestment of distributions

5

196

134

4,309

Shares redeemed

(2,002)

(5,036)

(59,052)

(125,748)

Net increase (decrease)

(1,309)

(2,371)

$ (38,621)

$ (61,006)

Class T

 

 

 

 

Shares sold

1,108

2,840

$ 33,060

$ 71,906

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

643

-

15,054

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

182

-

4,267

Reinvestment of distributions

-

188

-

4,170

Shares redeemed

(3,293)

(9,076)

(97,938)

(228,859)

Net increase (decrease)

(2,185)

(5,223)

$ (64,878)

$ (133,462)

Class B

 

 

 

 

Shares sold

3

4

$ 73

$ 95

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

75

-

1,640

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

28

-

614

Shares redeemed

(149)

(363)

(4,080)

(8,472)

Net increase (decrease)

(146)

(256)

$ (4,007)

$ (6,123)

Class C

 

 

 

 

Shares sold

106

236

$ 2,913

$ 5,603

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

209

-

4,553

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

219

-

4,769

Reinvestment of distributions

-

7

-

152

Shares redeemed

(473)

(993)

(13,051)

(23,227)

Net increase (decrease)

(367)

(322)

$ (10,138)

$ (8,150)

Semiannual Report

11. 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

Fidelity Stock Selector Mid Cap Fund

 

 

 

 

Shares sold

563

1,327

$ 17,344

$ 35,648

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

8,810

-

212,139

Reinvestment of distributions

18

1

518

16

Shares redeemed

(801)

(2,600)

(24,466)

(67,266)

Net increase (decrease)

(220)

7,538

$ (6,604)

$ 180,537

Institutional Class

 

 

 

 

Shares sold

826

1,231

$ 25,335

$ 32,432

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

20

-

479

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

37

-

888

Reinvestment of distributions

17

68

502

1,564

Shares redeemed

(766)

(1,567)

(23,432)

(41,850)

Net increase (decrease)

77

(211)

$ 2,405

$ (6,487)

12. Merger Information.

On January 11, 2013, the Fund acquired all of the assets and assumed all of the liabilities of Fidelity Advisor® Growth Strategies Fund and Fidelity Mid Cap Growth Fund ("Target Funds") pursuant to agreements and plans of reorganization approved by the Board of Trustees ("The Board") on June 12, 2012. The acquisition was accomplished by an exchange of shares of each class of the Fund for corresponding shares then outstanding of the Target Funds at their net asset value on the acquisition date. The reorganization provides shareholders of the Target Funds access to a larger portfolio with a similar investment objective. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Target Funds' net assets of $32,922, including securities of $32,974 and unrealized appreciation of $2,113 for Fidelity Advisor Growth Strategies Fund; and net assets of $232,174, including securities of $233,755 and unrealized appreciation of $14,520 for Fidelity Mid Cap Growth Fund were combined with the Fund's net assets of $1,716,041 for total net assets after the acquisition of $1,981,137.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

12. Merger Information - continued

Pro forma results of operations of the combined entity for the entire period ended November 30, 2013, as though the acquisition had occurred as of the beginning of the year (rather than on the actual acquisition date), are as follows:

Net investment income (loss)

$ 6,032

Total net realized gain (loss)

288,183

Total change in net unrealized appreciation (depreciation)

219,225

Net increase (decrease) in net assets resulting from operations

$ 513,440

Because the combined investment portfolios have been managed as a single portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the acquired fund that have been included in the Fund's accompanying Statement of Operations since January 11, 2013.

13. 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

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

MC-USAN-0714
1.786799.111

Semiannual Report

(Fidelity Investment logo)(registered trademark)
Fidelity® Stock Selector

Mid Cap

Fund

(A class of Fidelity Advisor® Stock Selector Mid Cap Fund)

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

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

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

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.50

$ 5.51

HypotheticalA

 

$ 1,000.00

$ 1,019.60

$ 5.39

Class T

1.29%

 

 

 

Actual

 

$ 1,000.00

$ 1,065.30

$ 6.64

HypotheticalA

 

$ 1,000.00

$ 1,018.50

$ 6.49

Class B

1.91%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.20

$ 9.82

HypotheticalA

 

$ 1,000.00

$ 1,015.41

$ 9.60

Class C

1.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.60

$ 9.36

HypotheticalA

 

$ 1,000.00

$ 1,015.86

$ 9.15

Fidelity Stock Selector Mid Cap Fund

.83%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.80

$ 4.28

HypotheticalA

 

$ 1,000.00

$ 1,020.79

$ 4.18

Institutional Class

.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.70

$ 4.12

HypotheticalA

 

$ 1,000.00

$ 1,020.94

$ 4.03

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

J.B. Hunt Transport Services, Inc.

2.4

1.9

Roper Industries, Inc.

1.9

1.5

Capital One Financial Corp.

1.7

1.8

Hubbell, Inc. Class B

1.5

1.7

Verisk Analytics, Inc.

1.5

1.5

AMETEK, Inc.

1.4

1.7

Cimarex Energy Co.

1.2

0.9

Watsco, Inc.

1.2

0.9

Airgas, Inc.

1.1

1.1

Interactive Brokers Group, Inc.

1.1

1.2

 

15.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.4

22.3

Industrials

16.6

16.8

Information Technology

15.1

15.6

Consumer Discretionary

12.2

13.9

Health Care

9.3

8.9

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

skd772728

Stocks and
Equity Futures 97.6%

 

skd772728

Stocks and
Equity Futures 98.6%

 

skd772731

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

skd772731

Short-Term
Investments and
Net Other Assets (Liabilities) 1.4%

 

* Foreign investments

7.2%

 

** Foreign investments

8.5%

 

skd772734

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 12.2%

Auto Components - 0.1%

Tenneco, Inc. (a)

31,400

$ 2,002

Hotels, Restaurants & Leisure - 0.3%

Texas Roadhouse, Inc. Class A

211,300

5,342

Household Durables - 2.8%

Jarden Corp. (a)

317,115

17,942

Libbey, Inc. (a)

269,118

7,253

NVR, Inc. (a)

17,400

19,377

Tupperware Brands Corp.

181,680

15,210

 

59,782

Internet & Catalog Retail - 0.6%

HomeAway, Inc. (a)

80,600

2,482

Liberty Interactive Corp. Series A (a)

348,310

10,146

 

12,628

Leisure Products - 0.8%

Brunswick Corp.

278,800

12,016

Smith & Wesson Holding Corp. (a)

304,600

4,837

 

16,853

Media - 0.8%

The Madison Square Garden Co. Class A (a)

307,100

16,844

Multiline Retail - 1.3%

Dollar General Corp. (a)

227,840

12,253

Dollar Tree, Inc. (a)

313,878

16,645

 

28,898

Specialty Retail - 4.4%

Abercrombie & Fitch Co. Class A

123,582

4,697

Cabela's, Inc. Class A (a)(d)

231,000

14,144

Foot Locker, Inc.

456,000

21,970

PetSmart, Inc.

53,660

3,084

Ross Stores, Inc.

223,010

15,265

Sally Beauty Holdings, Inc. (a)

450,620

11,545

Sportsman's Warehouse Holdings, Inc.

891,763

8,231

Williams-Sonoma, Inc.

249,460

16,694

 

95,630

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - 1.1%

PVH Corp.

92,000

$ 12,110

Ralph Lauren Corp.

78,100

11,987

 

24,097

TOTAL CONSUMER DISCRETIONARY

262,076

CONSUMER STAPLES - 3.2%

Beverages - 0.1%

Monster Beverage Corp. (a)

44,884

3,114

Food & Staples Retailing - 0.8%

United Natural Foods, Inc. (a)

125,145

8,436

Whole Foods Market, Inc.

215,442

8,239

 

16,675

Food Products - 2.3%

Hillshire Brands Co.

166,400

8,866

Mead Johnson Nutrition Co. Class A

77,900

6,970

The Hain Celestial Group, Inc. (a)

96,700

8,773

The Hershey Co.

63,900

6,220

TreeHouse Foods, Inc. (a)

84,580

6,339

WhiteWave Foods Co. (a)

398,400

12,546

 

49,714

TOTAL CONSUMER STAPLES

69,503

ENERGY - 6.5%

Energy Equipment & Services - 1.9%

Dresser-Rand Group, Inc. (a)

94,400

5,777

Dril-Quip, Inc. (a)

129,000

13,186

Helmerich & Payne, Inc.

123,980

13,632

Rowan Companies PLC

250,610

7,759

 

40,354

Oil, Gas & Consumable Fuels - 4.6%

Cheniere Energy, Inc. (a)

75,400

5,135

Cimarex Energy Co.

195,400

25,232

Energen Corp.

186,800

15,949

Genesis Energy LP

134,800

7,684

HollyFrontier Corp.

95,070

4,682

SM Energy Co.

191,246

14,498

Stone Energy Corp. (a)

183,000

8,123

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Targa Resources Corp.

74,700

$ 8,588

Whiting Petroleum Corp. (a)

133,100

9,563

 

99,454

TOTAL ENERGY

139,808

FINANCIALS - 22.4%

Banks - 2.8%

City National Corp.

156,410

11,119

Erste Group Bank AG

51,774

1,799

Huntington Bancshares, Inc.

2,189,478

20,296

Prosperity Bancshares, Inc.

285,600

16,602

Synovus Financial Corp.

334,227

7,707

The Jammu & Kashmir Bank Ltd.

120,000

3,037

 

60,560

Capital Markets - 3.9%

ABG Sundal Collier ASA (a)

3,100,000

2,920

KKR & Co. LP

670,164

15,233

Lazard Ltd. Class A

247,900

12,519

MLP AG

1,566,600

10,848

Moelis & Co. Class A

119,300

3,753

Oaktree Capital Group LLC Class A

162,900

8,142

Och-Ziff Capital Management Group LLC Class A

535,800

7,121

Raymond James Financial, Inc.

329,700

15,957

Virtus Investment Partners, Inc.

13,500

2,491

Vontobel Holdings AG

150,000

5,536

 

84,520

Consumer Finance - 4.0%

ACOM Co. Ltd. (a)(d)

3,590,200

13,814

Capital One Financial Corp.

458,300

36,155

Cash America International, Inc.

239,527

11,380

Navient Corp.

542,316

8,569

SLM Corp.

792,316

6,822

Springleaf Holdings, Inc.

421,600

9,895

 

86,635

Diversified Financial Services - 1.1%

Interactive Brokers Group, Inc.

1,011,767

23,291

Insurance - 2.1%

Arthur J. Gallagher & Co.

243,200

11,146

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

Direct Line Insurance Group PLC

4,189,691

$ 17,789

Fairfax Financial Holdings Ltd. (sub. vtg.)

29,800

13,420

St. James's Place Capital PLC

237,200

3,111

 

45,466

Real Estate Investment Trusts - 7.6%

Acadia Realty Trust (SBI)

149,500

4,125

Alexandria Real Estate Equities, Inc.

150,775

11,472

Ashford Hospitality Prime, Inc.

47,600

776

Corrections Corp. of America

132,300

4,304

Cousins Properties, Inc.

283,600

3,403

Essex Property Trust, Inc.

37,764

6,834

Federal Realty Investment Trust (SBI)

132,800

15,872

FelCor Lodging Trust, Inc.

347,000

3,414

Kilroy Realty Corp.

59,675

3,615

Liberty Property Trust (SBI)

316,900

12,267

Mid-America Apartment Communities, Inc.

197,700

14,304

National Retail Properties, Inc. (d)

428,569

14,991

Piedmont Office Realty Trust, Inc. Class A

322,500

6,005

Post Properties, Inc.

154,900

7,923

Redwood Trust, Inc. (d)

240,900

4,695

Senior Housing Properties Trust (SBI)

454,000

10,887

SL Green Realty Corp.

125,465

13,737

Sovran Self Storage, Inc.

83,039

6,377

Taubman Centers, Inc.

119,200

8,928

Weyerhaeuser Co.

269,414

8,465

 

162,394

Real Estate Management & Development - 0.5%

Alexander & Baldwin, Inc.

18,000

682

Altisource Portfolio Solutions SA (a)

41,910

4,619

CBRE Group, Inc. (a)

207,932

6,205

 

11,506

Thrifts & Mortgage Finance - 0.4%

Ocwen Financial Corp. (a)

215,963

7,574

TOTAL FINANCIALS

481,946

HEALTH CARE - 9.3%

Biotechnology - 1.4%

Alexion Pharmaceuticals, Inc. (a)

58,000

9,647

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

Cubist Pharmaceuticals, Inc.

200,000

$ 13,320

Grifols SA ADR

200,000

8,324

 

31,291

Health Care Equipment & Supplies - 2.8%

Boston Scientific Corp. (a)

1,450,000

18,604

Edwards Lifesciences Corp. (a)

95,000

7,714

Intuitive Surgical, Inc. (a)

15,000

5,546

Masimo Corp. (a)

380,000

9,363

The Cooper Companies, Inc.

145,000

18,708

 

59,935

Health Care Providers & Services - 1.3%

HCA Holdings, Inc. (a)

128,000

6,783

Humana, Inc.

63,000

7,841

MEDNAX, Inc. (a)

220,000

12,679

 

27,303

Health Care Technology - 0.5%

Cerner Corp. (a)

196,000

10,594

Life Sciences Tools & Services - 1.0%

Agilent Technologies, Inc.

200,000

11,388

Illumina, Inc. (a)

63,000

9,970

 

21,358

Pharmaceuticals - 2.3%

Actavis PLC (a)

70,000

14,808

Perrigo Co. PLC

58,000

8,016

Salix Pharmaceuticals Ltd. (a)

170,000

19,394

The Medicines Company (a)

272,000

7,589

 

49,807

TOTAL HEALTH CARE

200,288

INDUSTRIALS - 16.6%

Aerospace & Defense - 2.0%

Meggitt PLC

2,826,204

22,952

TransDigm Group, Inc.

113,410

21,402

 

44,354

Building Products - 0.5%

A.O. Smith Corp.

228,247

11,271

Construction & Engineering - 0.6%

MasTec, Inc. (a)

389,100

14,008

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Electrical Equipment - 3.0%

Acuity Brands, Inc.

18,736

$ 2,352

AMETEK, Inc.

581,490

30,865

Hubbell, Inc. Class B

270,740

31,677

 

64,894

Industrial Conglomerates - 1.9%

Roper Industries, Inc.

286,320

40,566

Machinery - 2.7%

Cummins, Inc.

141,800

21,685

Manitowoc Co., Inc.

643,996

17,420

Valmont Industries, Inc.

118,900

18,424

WABCO Holdings, Inc. (a)

18

2

 

57,531

Professional Services - 1.5%

Verisk Analytics, Inc. (a)

532,000

31,489

Road & Rail - 2.4%

J.B. Hunt Transport Services, Inc.

660,540

51,295

Trading Companies & Distributors - 2.0%

W.W. Grainger, Inc.

67,500

17,440

Watsco, Inc.

247,700

24,926

 

42,366

TOTAL INDUSTRIALS

357,774

INFORMATION TECHNOLOGY - 15.1%

Communications Equipment - 0.9%

Aruba Networks, Inc. (a)

196,800

3,644

Riverbed Technology, Inc. (a)

755,550

15,353

 

18,997

Electronic Equipment & Components - 1.1%

Trimble Navigation Ltd. (a)

630,200

22,731

Internet Software & Services - 2.4%

Equinix, Inc. (a)(d)

93,900

18,663

LinkedIn Corp. (a)

16,500

2,641

Rackspace Hosting, Inc. (a)

398,400

14,538

Trulia, Inc. (a)

69,100

2,671

Velti PLC (a)(f)

215,084

4

Yahoo!, Inc. (a)

271,600

9,411

Yelp, Inc. (a)

43,000

2,844

 

50,772

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - 1.2%

Acxiom Corp. (a)

297,946

$ 6,772

Alliance Data Systems Corp. (a)

41,000

10,498

Virtusa Corp. (a)

283,800

9,709

 

26,979

Semiconductors & Semiconductor Equipment - 1.7%

Altera Corp.

99,900

3,310

Cree, Inc. (a)

290,000

13,955

NXP Semiconductors NV (a)

54,200

3,366

RF Micro Devices, Inc. (a)

936,000

8,808

Semtech Corp. (a)

309,100

8,018

 

37,457

Software - 6.2%

ANSYS, Inc. (a)

256,900

18,869

Autodesk, Inc. (a)

193,500

10,134

Citrix Systems, Inc. (a)

80,995

5,019

CommVault Systems, Inc. (a)

215,654

10,550

Fair Isaac Corp.

136,700

8,052

Imperva, Inc. (a)

96,650

2,018

MICROS Systems, Inc. (a)

291,200

15,556

Nuance Communications, Inc. (a)(d)

643,434

10,414

Parametric Technology Corp. (a)

438,700

16,144

Rovi Corp. (a)

417,400

10,089

SolarWinds, Inc. (a)

222,180

8,685

Synopsys, Inc. (a)

466,000

17,936

 

133,466

Technology Hardware, Storage & Peripherals - 1.6%

Cray, Inc. (a)

247,800

6,948

EMC Corp.

381,600

10,135

NCR Corp. (a)

548,800

17,924

 

35,007

TOTAL INFORMATION TECHNOLOGY

325,409

MATERIALS - 7.7%

Chemicals - 4.6%

Airgas, Inc.

230,004

24,454

FMC Corp.

231,540

17,727

International Flavors & Fragrances, Inc.

38,600

3,831

RPM International, Inc.

327,800

14,118

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Chemicals - continued

Sherwin-Williams Co.

61,631

$ 12,610

Sigma Aldrich Corp.

39,200

3,862

W.R. Grace & Co. (a)

244,997

22,559

 

99,161

Containers & Packaging - 1.6%

Aptargroup, Inc.

201,956

13,448

Rock-Tenn Co. Class A

201,000

20,307

 

33,755

Metals & Mining - 1.5%

Carpenter Technology Corp.

171,600

10,723

Reliance Steel & Aluminum Co.

309,085

22,239

 

32,962

TOTAL MATERIALS

165,878

TELECOMMUNICATION SERVICES - 0.5%

Wireless Telecommunication Services - 0.5%

SBA Communications Corp. Class A (a)

19,310

1,960

T-Mobile U.S., Inc. (a)

59,300

2,036

Telephone & Data Systems, Inc.

210,600

5,836

 

9,832

UTILITIES - 4.1%

Electric Utilities - 2.0%

Hawaiian Electric Industries, Inc. (d)

222,700

5,356

OGE Energy Corp.

587,900

21,594

PNM Resources, Inc.

269,038

7,657

Portland General Electric Co.

229,900

7,603

UIL Holdings Corp.

28,200

1,043

 

43,253

Gas Utilities - 0.3%

National Fuel Gas Co.

102,800

7,710

Independent Power Producers & Energy Traders - 0.8%

Black Hills Corp.

164,000

9,458

Dynegy, Inc. (a)

210,400

7,090

 

16,548

Multi-Utilities - 0.7%

MDU Resources Group, Inc.

479,575

16,248

Common Stocks - continued

Shares

Value (000s)

UTILITIES - continued

Water Utilities - 0.3%

American Water Works Co., Inc.

114,720

$ 5,577

TOTAL UTILITIES

89,336

TOTAL COMMON STOCKS

(Cost $1,830,080)


2,101,850

U.S. Treasury Obligations - 0.0%

 

Principal Amount (000s)

 

U.S. Treasury Bills, yield at date of purchase 0.02% to 0.03% 6/19/14 (e)
(Cost $1,140)

$ 1,140


1,140

Money Market Funds - 5.0%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

52,239,735

52,240

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

55,202,374

55,202

TOTAL MONEY MARKET FUNDS

(Cost $107,442)


107,442

TOTAL INVESTMENT PORTFOLIO - 102.6%

(Cost $1,938,662)

2,210,432

NET OTHER ASSETS (LIABILITIES) - (2.6)%

(56,356)

NET ASSETS - 100%

$ 2,154,076

Futures Contracts

Expiration Date

Underlying Face Amount at Value (000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

7 CME E-mini S&P MidCap 400 Index Contracts (United States)

June 2014

$ 964

$ 13

 

The face value of futures purchased as a percentage of net assets is 0%

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) 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 $402,000.

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $4,000 or 0.0% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Velti PLC

4/19/13

$ 323

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

$ 22

Fidelity Securities Lending Cash Central Fund

55

Total

$ 77

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

$ 262,076

$ 262,076

$ -

$ -

Consumer Staples

69,503

69,503

-

-

Energy

139,808

139,808

-

-

Financials

481,946

468,132

13,814

-

Health Care

200,288

200,288

-

-

Industrials

357,774

357,774

-

-

Information Technology

325,409

325,405

4

-

Materials

165,878

165,878

-

-

Telecommunication Services

9,832

9,832

-

-

Utilities

89,336

89,336

-

-

U.S. Government and Government Agency Obligations

1,140

-

1,140

-

Money Market Funds

107,442

107,442

-

-

Total Investments in Securities:

$ 2,210,432

$ 2,195,474

$ 14,958

$ -

Derivative Instruments:

Assets

Futures Contracts

$ 13

$ 13

$ -

$ -

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

Value
(Amounts in thousands)

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 13

$ -

Total Value of Derivatives

$ 13

$ -

(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.

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 $53,825) - See accompanying schedule:

Unaffiliated issuers (cost $1,831,220)

$ 2,102,990

 

Fidelity Central Funds (cost $107,442)

107,442

 

Total Investments (cost $1,938,662)

 

$ 2,210,432

Cash

 

52

Receivable for investments sold

40,897

Receivable for fund shares sold

843

Dividends receivable

1,202

Distributions receivable from Fidelity Central Funds

14

Prepaid expenses

1

Other receivables

22

Total assets

2,253,463

 

 

 

Liabilities

Payable for investments purchased

$ 39,114

Payable for fund shares redeemed

2,970

Accrued management fee

995

Distribution and service plan fees payable

634

Payable for daily variation margin for derivative instruments

8

Other affiliated payables

425

Other payables and accrued expenses

39

Collateral on securities loaned, at value

55,202

Total liabilities

99,387

 

 

 

Net Assets

$ 2,154,076

Net Assets consist of:

 

Paid in capital

$ 2,254,340

Distributions in excess of net investment income

(2,469)

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

(369,583)

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

271,788

Net Assets

$ 2,154,076

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 ($697,837 ÷ 23,066.6 shares)

$ 30.25

 

 

 

Maximum offering price per share (100/94.25 of $30.25)

$ 32.10

Class T:
Net Asset Value
and redemption price per share ($803,309 ÷ 26,340.4 shares)

$ 30.50

 

 

 

Maximum offering price per share (100/96.50 of $30.50)

$ 31.61

Class B:
Net Asset Value
and offering price per share ($17,944 ÷ 637.3 shares)A

$ 28.16

 

 

 

Class C:
Net Asset Value
and offering price per share ($172,397 ÷ 6,118.1 shares)A

$ 28.18

 

 

 

Fidelity Stock Selector Mid Cap Fund:
Net Asset Value
, offering price and redemption price per share ($232,480 ÷ 7,382.8 shares)

$ 31.49

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($230,109 ÷ 7,290.1 shares)

$ 31.56

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

 

$ 13,866

Income from Fidelity Central Funds

 

77

Total income

 

13,943

 

 

 

Expenses

Management fee
Basic fee

$ 5,939

Performance adjustment

75

Transfer agent fees

2,224

Distribution and service plan fees

3,870

Accounting and security lending fees

330

Custodian fees and expenses

31

Independent trustees' compensation

5

Registration fees

69

Audit

44

Legal

9

Miscellaneous

5

Total expenses before reductions

12,601

Expense reductions

(44)

12,557

Net investment income (loss)

1,386

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

169,510

Foreign currency transactions

9

Futures contracts

(148)

Total net realized gain (loss)

 

169,371

Change in net unrealized appreciation (depreciation) on:

Investment securities

(33,343)

Assets and liabilities in foreign currencies

(5)

Futures contracts

59

Total change in net unrealized appreciation (depreciation)

 

(33,289)

Net gain (loss)

136,082

Net increase (decrease) in net assets resulting from operations

$ 137,468

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)

$ 1,386

$ 5,714

Net realized gain (loss)

169,371

287,217

Change in net unrealized appreciation (depreciation)

(33,289)

209,089

Net increase (decrease) in net assets resulting
from operations

137,468

502,020

Distributions to shareholders from net investment income

(1,252)

(8,172)

Distributions to shareholders from net realized gain

-

(2,873)

Total distributions

(1,252)

(11,045)

Share transactions - net increase (decrease)

(121,843)

(34,691)

Total increase (decrease) in net assets

14,373

456,284

 

 

 

Net Assets

Beginning of period

2,139,703

1,683,419

End of period (including distributions in excess of net investment income of $2,469 and distributions in excess of net investment income of $2,603, respectively)

$ 2,154,076

$ 2,139,703

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

$ 28.37

$ 22.16

$ 19.15

$ 19.22

$ 15.75

$ 10.52

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  .03

  .10

  .09

  .08H

  (.02)

  .03

Net realized and unrealized gain (loss)

  1.86

  6.29

  3.02

  (.15)

  3.55

  5.20

Total from investment operations

  1.89

  6.39

  3.11

  (.07)

  3.53

  5.23

Distributions from net investment income

  (.01)

  (.14)

  (.10)

  -

  (.03) I

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.03) I

  -

Total distributions

  (.01)

  (.18)

  (.10)

  -

  (.06)

  -

Net asset value, end of period

$ 30.25

$ 28.37

$ 22.16

$ 19.15

$ 19.22

$ 15.75

Total Return B, C, D

  6.65%

  29.07%

  16.32%

  (.36)%

  22.48%

  49.71%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.07% A

  .95%

  .94%

  .92%

  .86%

  .83%

Expenses net of fee waivers, if any

  1.07% A

  .95%

  .94%

  .92%

  .86%

  .83%

Expenses net of all reductions

  1.06% A

  .92%

  .94%

  .91%

  .84%

  .81%

Net investment income (loss)

  .23% A

  .39%

  .41%

  .39% H

  (.12)%

  .25%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 698

$ 692

$ 593

$ 644

$ 945

$ 906

Portfolio turnover rate G

  91% A

  79% K

  72%

  198%

  141%

  244%

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 .12%.

I The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 28.63

$ 22.36

$ 19.30

$ 19.41

$ 15.89

$ 10.64

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  - L

  .04

  .05

  .04H

  (.05)

  .01

Net realized and unrealized gain (loss)

  1.87

  6.36

  3.05

  (.15)

  3.59

  5.24

Total from investment operations

  1.87

  6.40

  3.10

  (.11)

  3.54

  5.25

Distributions from net investment income

  -

  (.09)

  (.04)

  -

  -

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.02) I

  -

Total distributions

  -

  (.13)

  (.04)

  -

  (.02)

  -

Net asset value, end of period

$ 30.50

$ 28.63

$ 22.36

$ 19.30

$ 19.41

$ 15.89

Total Return B, C, D

  6.53%

  28.80%

  16.12%

  (.57)%

  22.31%

  49.34%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.29% A

  1.16%

  1.14%

  1.11%

  1.03%

  1.02%

Expenses net of fee waivers, if any

  1.29% A

  1.16%

  1.14%

  1.11%

  1.03%

  1.02%

Expenses net of all reductions

  1.29% A

  1.13%

  1.13%

  1.10%

  1.01%

  .99%

Net investment income (loss)

  -% A,M

  .17%

  .22%

  .20% H

  (.30)%

  .07%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 803

$ 817

$ 755

$ 871

$ 1,282

$ 1,520

Portfolio turnover rate G

  91% A

  79% K

  72%

  198%

  141%

  244%

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 (.07)%.

I The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

L Amount represents less than $.01per share.

M Amount represents less than .01%.

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

$ 26.51

$ 20.71

$ 17.94

$ 18.15

$ 14.93

$ 10.05

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) E

  (.08)

  (.10)

  (.07)

  (.07) H

  (.15)

  (.06)

Net realized and unrealized gain (loss)

  1.73

  5.90

  2.84

  (.14)

  3.37

  4.94

Total from investment operations

  1.65

  5.80

  2.77

  (.21)

  3.22

  4.88

Distributions from net investment income

  -

  -

  -

  -

  -

  -

Distributions from net realized gain

  -

  -

  -

  -

  -

  -

Total distributions

  -

  -

  -

  -

  -

  -

Net asset value, end of period

$ 28.16

$ 26.51

$ 20.71

$ 17.94

$ 18.15

$ 14.93

Total Return B, C, D

  6.22%

  28.01%

  15.44%

  (1.16)%

  21.57%

  48.56%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.91% A

  1.76%

  1.73%

  1.71%

  1.63%

  1.59%

Expenses net of fee waivers, if any

  1.91% A

  1.76%

  1.73%

  1.71%

  1.63%

  1.59%

Expenses net of all reductions

  1.90% A

  1.74%

  1.73%

  1.70%

  1.61%

  1.57%

Net investment income (loss)

  (.61)% A

  (.43)%

  (.38)%

  (.40)% H

  (.90)%

  (.51)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 18

$ 21

$ 22

$ 28

$ 75

$ 131

Portfolio turnover rate G

  91% A

  79% J

  72%

  198%

  141%

  244%

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 (.67)%.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 26.52

$ 20.73

$ 17.95

$ 18.15

$ 14.93

$ 10.05

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.07)

  (.09)

  (.06)

  (.07) H

  (.14)

  (.06)

Net realized and unrealized gain (loss)

  1.73

  5.91

  2.84

  (.13)

  3.36

  4.94

Total from investment operations

  1.66

  5.82

  2.78

  (.20)

  3.22

  4.88

Distributions from net investment income

  -

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.01)

  -

  -

  -

  -

Total distributions

  -

  (.03)

  -

  -

  -

  -

Net asset value, end of period

$ 28.18

$ 26.52

$ 20.73

$ 17.95

$ 18.15

$ 14.93

Total Return B, C, D

  6.26%

  28.09%

  15.49%

  (1.10)%

  21.57%

  48.56%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.82% A

  1.69%

  1.68%

  1.66%

  1.60%

  1.58%

Expenses net of fee waivers, if any

  1.82% A

  1.69%

  1.68%

  1.66%

  1.60%

  1.58%

Expenses net of all reductions

  1.81% A

  1.67%

  1.68%

  1.65%

  1.58%

  1.55%

Net investment income (loss)

  (.52)% A

  (.36)%

  (.33)%

  (.35)% H

  (.86)%

  (.50)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 172

$ 172

$ 141

$ 150

$ 189

$ 186

Portfolio turnover rate G

  91% A

  79% J

  72%

  198%

  141%

  244%

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 (.62)%.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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

Semiannual Report

Financial Highlights - Fidelity Stock Selector Mid Cap Fund

 

Six months ended
May 31, 2014

Years ended
November 30,

 

(Unaudited)

2013

2012G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period G

$ 29.56

$ 23.14

$ 21.20

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .07

  .17

  .09

Net realized and unrealized gain (loss)

  1.93

  6.54

  1.85

Total from investment operations

  2.00

  6.71

  1.94

Distributions from net investment income

  (.07)

  (.25)

  -

Distributions from net realized gain

  -

  (.04)

  -

Total distributions

  (.07)

  (.29)

  -

Net asset value, end of period

$ 31.49

$ 29.56

$ 23.14

Total Return B, C

  6.78%

  29.36%

  9.15%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  .83% A

  .71%

  .59% A

Expenses net of fee waivers, if any

  .83% A

  .71%

  .59% A

Expenses net of all reductions

  .83% A

  .69%

  .58% A

Net investment income (loss)

  .47% A

  .62%

  .86% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 232

$ 225

$ 1

Portfolio turnover rateF

  91% A

  79% I

  72%

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 June 6, 2012 (commencement of sale of shares) to November 30, 2012.

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.

I The portfolio turnover rate does not include the assets acquired in the merger.

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

$ 29.64

$ 23.14

$ 20.01

$ 20.02

$ 16.40

$ 10.92

Income from Investment
Operations

 

 

 

 

 

Net investment income (loss) D

  .08

  .18

  .15

  .14G

  .04

  .08

Net realized and unrealized gain (loss)

  1.92

  6.56

  3.15

  (.15)

  3.69

  5.40

Total from investment operations

  2.00

  6.74

  3.30

  (.01)

  3.73

  5.48

Distributions from net investment income

  (.08)

  (.20)

  (.17)

  -

  (.08) H

  -

Distributions from net realized gain

  -

  (.04)

  -

  -

  (.03) H

  -

Total distributions

  (.08)

  (.24)

  (.17)

  -

  (.11)

  -

Net asset value, end of period

$ 31.56

$ 29.64

$ 23.14

$ 20.01

$ 20.02

$ 16.40

Total Return B, C

  6.77%

  29.44%

  16.66%

  (.05)%

  22.86%

  50.18%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .80% A

  .67%

  .65%

  .62%

  .54%

  .50%

Expenses net of fee waivers, if any

  .80% A

  .67%

  .65%

  .62%

  .54%

  .50%

Expenses net of all reductions

  .80% A

  .65%

  .64%

  .61%

  .52%

  .47%

Net investment income (loss)

  .49% A

  .66%

  .71%

  .69% G

  .20%

  .59%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 230

$ 214

$ 172

$ 234

$ 354

$ 319

Portfolio turnover rate F

  91% A

  79% J

  72%

  198%

  141%

  244%

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 $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .42%.

H The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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 The portfolio turnover rate does not include the assets acquired in the merger.

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® Stock Selector Mid 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, Fidelity Stock Selector Mid Cap Fund 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

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 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

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

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 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

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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

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), market discount, partnerships, deferred trustees compensation, 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

$ 317,652

Gross unrealized depreciation

(47,278)

Net unrealized appreciation (depreciation) on securities and other investments

$ 270,374

Tax cost

$ 1,940,058

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

 

2015

$ (1,870)

2016

(389,648)

2017

(148,171)

Total capital loss carryforward

$ (539,689)

The Fund acquired $15,643 of its capital loss carryforward as part of a merger in a prior period. The losses acquired that will be available to offset future capital gains of the Fund will be limited to approximately $935 per year.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Restricted Securities - continued

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 risks:

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 $(148) and a change in net unrealized appreciation (depreciation) of $59 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 $962,959 and $1,091,844, respectively.

6. Fees and Other Transactions with Affiliates.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 MidCap 400® Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .56% 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%

$ 875

$ 67

Class T

.25%

.25%

2,029

19

Class B

.75%

.25%

97

73

Class C

.75%

.25%

869

26

 

 

 

$ 3,870

$ 185

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

$ 21

Class T

11

Class B*

5

Class C*

2

 

$ 39

* 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

$ 753

.22

Class T

774

.19

Class B

29

.30

Class C

185

.21

Fidelity Stock Selector Mid Cap Fund

259

.23

Institutional Class

224

.20

 

$ 2,224

 

* 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 $17 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 $2 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 $55. During the period, there were no 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 $42 for the period.

In addition, the investment adviser reimbursed a portion of the Fund's operating expenses during the period in the amount of $2.

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

$ 146

$ 3,606

Class T

-

2,972

Class C

-

121

Fidelity Stock Selector Mid Cap Fund

530

16

Institutional Class

576

1,457

Total

$ 1,252

$ 8,172

From net realized gain

 

 

Class A

$ -

$ 1,106

Class T

-

1,403

Class C

-

54

Fidelity Stock Selector Mid Cap Fund

-

3

Institutional Class

-

307

Total

$ -

$ 2,873

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

Six months ended
May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

688

1,576

$ 20,297

$ 39,740

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

483

-

11,196

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

Six months ended
May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

410

$ -

$ 9,497

Reinvestment of distributions

5

196

134

4,309

Shares redeemed

(2,002)

(5,036)

(59,052)

(125,748)

Net increase (decrease)

(1,309)

(2,371)

$ (38,621)

$ (61,006)

Class T

 

 

 

 

Shares sold

1,108

2,840

$ 33,060

$ 71,906

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

643

-

15,054

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

182

-

4,267

Reinvestment of distributions

-

188

-

4,170

Shares redeemed

(3,293)

(9,076)

(97,938)

(228,859)

Net increase (decrease)

(2,185)

(5,223)

$ (64,878)

$ (133,462)

Class B

 

 

 

 

Shares sold

3

4

$ 73

$ 95

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

75

-

1,640

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

28

-

614

Shares redeemed

(149)

(363)

(4,080)

(8,472)

Net increase (decrease)

(146)

(256)

$ (4,007)

$ (6,123)

Class C

 

 

 

 

Shares sold

106

236

$ 2,913

$ 5,603

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

209

-

4,553

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

219

-

4,769

Reinvestment of distributions

-

7

-

152

Shares redeemed

(473)

(993)

(13,051)

(23,227)

Net increase (decrease)

(367)

(322)

$ (10,138)

$ (8,150)

Semiannual Report

11. 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

Fidelity Stock Selector Mid Cap Fund

 

 

 

 

Shares sold

563

1,327

$ 17,344

$ 35,648

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

8,810

-

212,139

Reinvestment of distributions

18

1

518

16

Shares redeemed

(801)

(2,600)

(24,466)

(67,266)

Net increase (decrease)

(220)

7,538

$ (6,604)

$ 180,537

Institutional Class

 

 

 

 

Shares sold

826

1,231

$ 25,335

$ 32,432

Issued in exchange for shares of Fidelity Advisor Growth Strategies Fund

-

20

-

479

Issued in exchange for shares of Fidelity Mid Cap Growth Fund

-

37

-

888

Reinvestment of distributions

17

68

502

1,564

Shares redeemed

(766)

(1,567)

(23,432)

(41,850)

Net increase (decrease)

77

(211)

$ 2,405

$ (6,487)

12. Merger Information.

On January 11, 2013, the Fund acquired all of the assets and assumed all of the liabilities of Fidelity Advisor® Growth Strategies Fund and Fidelity Mid Cap Growth Fund ("Target Funds") pursuant to agreements and plans of reorganization approved by the Board of Trustees ("The Board") on June 12, 2012. The acquisition was accomplished by an exchange of shares of each class of the Fund for corresponding shares then outstanding of the Target Funds at their net asset value on the acquisition date. The reorganization provides shareholders of the Target Funds access to a larger portfolio with a similar investment objective. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Target Funds' net assets of $32,922, including securities of $32,974 and unrealized appreciation of $2,113 for Fidelity Advisor Growth Strategies Fund; and net assets of $232,174, including securities of $233,755 and unrealized appreciation of $14,520 for Fidelity Mid Cap Growth Fund were combined with the Fund's net assets of $1,716,041 for total net assets after the acquisition of $1,981,137.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

12. Merger Information - continued

Pro forma results of operations of the combined entity for the entire period ended November 30, 2013, as though the acquisition had occurred as of the beginning of the year (rather than on the actual acquisition date), are as follows:

Net investment income (loss)

$ 6,032

Total net realized gain (loss)

288,183

Total change in net unrealized appreciation (depreciation)

219,225

Net increase (decrease) in net assets resulting from operations

$ 513,440

Because the combined investment portfolios have been managed as a single portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the acquired fund that have been included in the Fund's accompanying Statement of Operations since January 11, 2013.

13. 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

Brown Brothers Harriman & Co.

Boston, MA

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) skd772736
1-800-544-5555

skd772736
Automated line for quickest service

(Fidelity Investment logo)(registered trademark)

SKD-USAN-0714
1.940901.101

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

Value Strategies

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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

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

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

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,054.40

$ 4.92

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

Class T

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,053.30

$ 5.94

HypotheticalA

 

$ 1,000.00

$ 1,019.15

$ 5.84

Class B

1.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.20

$ 9.10

HypotheticalA

 

$ 1,000.00

$ 1,016.06

$ 8.95

Class C

1.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.40

$ 8.74

HypotheticalA

 

$ 1,000.00

$ 1,016.40

$ 8.60

Fidelity Value Strategies Fund

.67%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.20

$ 3.43

HypotheticalA

 

$ 1,000.00

$ 1,021.59

$ 3.38

Fidelity Value Strategies Fund Class K

.52%

 

 

 

Actual

 

$ 1,000.00

$ 1,057.10

$ 2.67

HypotheticalA

 

$ 1,000.00

$ 1,022.34

$ 2.62

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.00

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

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

LyondellBasell Industries NV Class A

6.7

5.8

Sanofi SA sponsored ADR

3.7

3.8

Apple, Inc.

3.3

3.0

Bank of America Corp.

3.3

3.5

Delphi Automotive PLC

3.2

2.8

Symantec Corp.

3.0

3.1

General Motors Co.

2.9

3.7

U.S. Bancorp

2.3

2.2

Alliant Techsystems, Inc.

2.3

2.2

AFLAC, Inc.

2.2

2.4

 

32.9

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

19.0

23.9

Health Care

15.0

14.3

Financials

12.4

11.4

Information Technology

12.0

12.4

Materials

9.4

8.8

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

iso894079

Stocks 91.2%

 

iso894079

Stocks 93.9%

 

iso894082

Bonds 0.3%

 

iso894082

Bonds 0.4%

 

iso894085

Short-Term
Investments and
Net Other Assets (Liabilities) 8.5%

 

iso894085

Short-Term
Investments and
Net Other Assets (Liabilities) 5.7%

 

* Foreign investments

18.4%

 

** Foreign investments

17.0%

 

iso894088

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 91.2%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 19.0%

Auto Components - 4.4%

Delphi Automotive PLC

719,777

$ 49,708

Tenneco, Inc. (a)

164,524

10,488

TRW Automotive Holdings Corp. (a)

91,400

7,757

 

67,953

Automobiles - 3.5%

Bayerische Motoren Werke AG (BMW)

36,387

4,568

General Motors Co.

1,284,836

44,430

Volkswagen AG

18,856

4,967

 

53,965

Diversified Consumer Services - 0.9%

Service Corp. International

729,650

14,608

Hotels, Restaurants & Leisure - 1.7%

Cedar Fair LP (depositary unit)

227,420

11,833

Wyndham Worldwide Corp.

199,867

14,776

 

26,609

Household Durables - 3.4%

Lennar Corp. Class A (d)

424,700

17,370

PulteGroup, Inc.

744,504

14,562

Ryland Group, Inc.

151,400

5,708

Standard Pacific Corp. (a)

1,866,450

14,988

 

52,628

Leisure Products - 0.9%

Hasbro, Inc.

266,797

14,327

Media - 1.0%

Omnicom Group, Inc.

120,112

8,546

Regal Entertainment Group Class A (d)

363,100

7,084

 

15,630

Specialty Retail - 3.2%

Asbury Automotive Group, Inc. (a)

343,641

22,213

GameStop Corp. Class A (d)

751,713

28,452

 

50,665

TOTAL CONSUMER DISCRETIONARY

296,385

CONSUMER STAPLES - 5.3%

Beverages - 1.6%

Cott Corp. (d)

3,511,564

24,743

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - 1.2%

CVS Caremark Corp.

237,100

$ 18,570

Food Products - 1.8%

Bunge Ltd.

102,214

7,943

Calavo Growers, Inc.

232,028

7,256

SunOpta, Inc. (a)

984,885

13,247

 

28,446

Household Products - 0.7%

Procter & Gamble Co.

142,100

11,480

TOTAL CONSUMER STAPLES

83,239

ENERGY - 4.9%

Energy Equipment & Services - 0.8%

Halliburton Co.

183,600

11,868

Oil, Gas & Consumable Fuels - 4.1%

Denbury Resources, Inc. (d)

1,516,780

25,618

EP Energy Corp.

274,600

5,508

HollyFrontier Corp.

153,000

7,535

The Williams Companies, Inc.

154,500

7,255

Valero Energy Corp.

327,300

18,345

 

64,261

TOTAL ENERGY

76,129

FINANCIALS - 12.4%

Banks - 8.5%

Bank of America Corp.

3,355,213

50,798

CIT Group, Inc.

157,349

6,999

Citigroup, Inc.

227,323

10,814

Regions Financial Corp.

778,163

7,929

U.S. Bancorp

862,484

36,388

Wells Fargo & Co.

377,370

19,163

 

132,091

Capital Markets - 0.5%

The Blackstone Group LP

267,400

8,311

Insurance - 3.4%

AFLAC, Inc.

549,986

33,676

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

American International Group, Inc.

201,698

$ 10,906

Unum Group

235,260

7,978

 

52,560

TOTAL FINANCIALS

192,962

HEALTH CARE - 15.0%

Health Care Equipment & Supplies - 5.1%

Alere, Inc. (a)

172,283

6,163

Boston Scientific Corp. (a)

1,785,400

22,907

C.R. Bard, Inc.

75,400

11,152

St. Jude Medical, Inc.

463,300

30,068

Zimmer Holdings, Inc.

87,600

9,141

 

79,431

Health Care Providers & Services - 2.3%

DaVita HealthCare Partners, Inc. (a)

158,496

11,188

Universal Health Services, Inc. Class B

278,914

24,982

 

36,170

Life Sciences Tools & Services - 1.2%

Agilent Technologies, Inc.

180,700

10,289

PerkinElmer, Inc.

207,500

9,331

 

19,620

Pharmaceuticals - 6.4%

Johnson & Johnson

187,800

19,054

Merck & Co., Inc.

390,800

22,612

Sanofi SA sponsored ADR

1,088,444

58,014

 

99,680

TOTAL HEALTH CARE

234,901

INDUSTRIALS - 7.3%

Aerospace & Defense - 5.3%

Alliant Techsystems, Inc.

278,850

35,216

Esterline Technologies Corp. (a)

180,022

20,063

Honeywell International, Inc.

139,500

12,994

Textron, Inc.

223,717

8,774

United Technologies Corp.

47,400

5,509

 

82,556

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Building Products - 0.7%

Allegion PLC

69,366

$ 3,634

Armstrong World Industries, Inc. (a)

143,230

7,601

 

11,235

Machinery - 1.0%

Blount International, Inc. (a)

292,004

3,557

Ingersoll-Rand PLC

208,100

12,449

 

16,006

Trading Companies & Distributors - 0.3%

Aircastle Ltd.

290,150

4,869

TOTAL INDUSTRIALS

114,666

INFORMATION TECHNOLOGY - 12.0%

Communications Equipment - 0.3%

Cisco Systems, Inc.

204,600

5,037

IT Services - 0.6%

Fidelity National Information Services, Inc.

165,730

8,974

Semiconductors & Semiconductor Equipment - 3.7%

MagnaChip Semiconductor Corp. (a)

978,700

12,155

Micron Technology, Inc. (a)

911,183

26,051

ON Semiconductor Corp. (a)

855,870

7,438

Spansion, Inc. Class A (a)

613,543

11,688

 

57,332

Software - 4.1%

Microsoft Corp.

429,324

17,577

Symantec Corp.

2,116,671

46,546

 

64,123

Technology Hardware, Storage & Peripherals - 3.3%

Apple, Inc.

80,880

51,197

TOTAL INFORMATION TECHNOLOGY

186,663

MATERIALS - 9.4%

Chemicals - 9.0%

Ashland, Inc.

83,100

8,559

Axiall Corp.

81,626

3,772

LyondellBasell Industries NV Class A

1,055,392

105,085

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Chemicals - continued

PPG Industries, Inc.

77,296

$ 15,584

W.R. Grace & Co. (a)

83,628

7,700

 

140,700

Metals & Mining - 0.4%

Carpenter Technology Corp.

86,796

5,424

TOTAL MATERIALS

146,124

TELECOMMUNICATION SERVICES - 1.6%

Diversified Telecommunication Services - 1.6%

Level 3 Communications, Inc. (a)

558,139

24,363

UTILITIES - 4.3%

Electric Utilities - 0.4%

NextEra Energy, Inc.

67,700

6,591

Independent Power Producers & Energy Traders - 2.8%

Calpine Corp. (a)

822,963

19,191

The AES Corp.

1,687,800

23,798

 

42,989

Multi-Utilities - 1.1%

Sempra Energy

179,639

18,027

TOTAL UTILITIES

67,607

TOTAL COMMON STOCKS

(Cost $907,858)


1,423,039

Nonconvertible Bonds - 0.3%

 

Principal Amount (000s)

 

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Alpha Natural Resources, Inc. 6.25% 6/1/21

(Cost $6,457)

$ 7,670

 


5,254

Money Market Funds - 11.7%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

134,670,042

$ 134,670

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

47,596,174

47,596

TOTAL MONEY MARKET FUNDS

(Cost $182,266)


182,266

TOTAL INVESTMENT PORTFOLIO - 103.2%

(Cost $1,096,581)

1,610,559

NET OTHER ASSETS (LIABILITIES) - (3.2)%

(50,575)

NET ASSETS - 100%

$ 1,559,984

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
(Amounts in thousands)

Fidelity Cash Central Fund

$ 61

Fidelity Securities Lending Cash Central Fund

128

Total

$ 189

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

The Bon-Ton Stores, Inc.

$ 34,067

$ -

$ 18,895

$ 96

$ -

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

$ 296,385

$ 296,385

$ -

$ -

Consumer Staples

83,239

83,239

-

-

Energy

76,129

76,129

-

-

Financials

192,962

192,962

-

-

Health Care

234,901

234,901

-

-

Industrials

114,666

114,666

-

-

Information Technology

186,663

186,663

-

-

Materials

146,124

146,124

-

-

Telecommunication Services

24,363

24,363

-

-

Utilities

67,607

67,607

-

-

Corporate Bonds

5,254

-

5,254

-

Money Market Funds

182,266

182,266

-

-

Total Investments in Securities:

$ 1,610,559

$ 1,605,305

$ 5,254

$ -

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

United States of America

81.6%

Netherlands

6.7%

France

3.7%

Bailiwick of Jersey

3.2%

Canada

2.4%

Ireland

1.0%

Others (Individually Less Than 1%)

1.4%

 

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 $46,094) - See accompanying schedule:

Unaffiliated issuers (cost $914,315)

$ 1,428,293

 

Fidelity Central Funds (cost $182,266)

182,266

 

Total Investments (cost $1,096,581)

 

$ 1,610,559

Receivable for fund shares sold

1,284

Dividends receivable

3,140

Interest receivable

292

Distributions receivable from Fidelity Central Funds

95

Prepaid expenses

1

Other receivables

9

Total assets

1,615,380

 

 

 

Liabilities

Payable for investments purchased

$ 4,842

Payable for fund shares redeemed

1,891

Accrued management fee

505

Distribution and service plan fees payable

239

Other affiliated payables

292

Other payables and accrued expenses

31

Collateral on securities loaned, at value

47,596

Total liabilities

55,396

 

 

 

Net Assets

$ 1,559,984

Net Assets consist of:

 

Paid in capital

$ 1,286,257

Undistributed net investment income

5,603

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

(245,855)

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

513,979

Net Assets

$ 1,559,984

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 ($243,131.13 ÷ 6,443.134 shares)

$ 37.73

 

 

 

Maximum offering price per share (100/94.25 of $37.73)

$ 40.03

Class T:
Net Asset Value
and redemption price per share ($330,855.88 ÷ 8,461.266 shares)

$ 39.10

 

 

 

Maximum offering price per share (100/96.50 of $39.10)

$ 40.52

Class B:
Net Asset Value
and offering price per share ($9,087.63 ÷ 263.298 shares)A

$ 34.51

 

 

 

Class C:
Net Asset Value
and offering price per share ($53,786.57 ÷ 1,575.346 shares)A

$ 34.14

 

 

 

Fidelity Value Strategies Fund:
Net Asset Value
, offering price and redemption price per share ($734,547.43 ÷ 17,411.178 shares)

$ 42.19

 

 

 

Fidelity Value Strategies Fund Class K:
Net Asset Value
, offering price and redemption price per share ($111,429.42 ÷ 2,642.606 shares)

$ 42.17

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($77,145.66 ÷ 1,915.588 shares)

$ 40.27

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 (including $96 earned from other affiliated issuers)

 

$ 11,944

Interest

 

300

Income from Fidelity Central Funds

 

189

Total income

 

12,433

 

 

 

Expenses

Management fee
Basic fee

$ 4,177

Performance adjustment

(1,000)

Transfer agent fees

1,484

Distribution and service plan fees

1,445

Accounting and security lending fees

242

Custodian fees and expenses

8

Independent trustees' compensation

3

Registration fees

105

Audit

37

Legal

3

Miscellaneous

6

Total expenses before reductions

6,510

Expense reductions

(22)

6,488

Net investment income (loss)

5,945

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

20,094

Other affiliated issuers

(6,098)

 

Foreign currency transactions

(1)

Total net realized gain (loss)

 

13,995

Change in net unrealized appreciation (depreciation) on:

Investment securities

62,169

Assets and liabilities in foreign currencies

1

Total change in net unrealized appreciation (depreciation)

 

62,170

Net gain (loss)

76,165

Net increase (decrease) in net assets resulting from operations

$ 82,110

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)

$ 5,945

$ 11,916

Net realized gain (loss)

13,995

66,011

Change in net unrealized appreciation (depreciation)

62,170

293,442

Net increase (decrease) in net assets resulting
from operations

82,110

371,369

Distributions to shareholders from net investment income

(10,331)

(3,993)

Share transactions - net increase (decrease)

(29,873)

77,974

Total increase (decrease) in net assets

41,906

445,350

 

 

 

Net Assets

Beginning of period

1,518,078

1,072,728

End of period (including undistributed net investment income of $5,603 and undistributed net investment income of $9,989, respectively)

$ 1,559,984

$ 1,518,078

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

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

$ 11.87

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .12

  .23

  -H

  .13I

  .03J

  .06

Net realized and unrealized gain (loss)

  1.82

  8.25

  5.03

  (.49)

  4.32

  6.96

Total from investment operations

  1.94

  8.48

  5.03

  (.36)

  4.35

  7.02

Distributions from net investment income

  (.23)

  (.08)

  (.12)

  (.03)K

  -

  (.12)

Distributions from net realized gain

  -

  -

  -

  (.01)K

  (.01)

  -

Total distributions

  (.23)

  (.08)

  (.12)

  (.04)

  (.01)

  (.12)

Net asset value, end of period

$ 37.73

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

Total ReturnB, C, D

  5.44%

  30.77%

  22.29%

  (1.57)%

  23.16%

  59.70%

Ratios to Average Net Assets F, L

 

 

 

 

 

Expenses before reductions

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of fee waivers, if any

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of all reductions

  .95%A

  1.03%

  1.21%

  1.17%

  1.07%

  1.02%

Net investment income (loss)

  .69%A

  .73%

  -%H

  .51%I

  .12%J

  .39%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 243

$ 243

$ 203

$ 190

$ 221

$ 206

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.28)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.11)%. JInvestment 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 (.05)%. KThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. LExpense 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

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

$ 12.25

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .09

  .18

  (.05) H

  .08I

  (.01) J

  .03

Net realized and unrealized gain (loss)

  1.89

  8.54

  5.22

  (.50)

  4.48

  7.21

Total from investment operations

  1.98

  8.72

  5.17

  (.42)

  4.47

  7.24

Distributions from net investment income

  (.16)

  (.02)

  (.07)

  -

  -

  (.05)

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.16)

  (.02)

  (.07)

  -

  (.01)

  (.05)

Net asset value, end of period

$ 39.10

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

Total ReturnB, C, D

  5.33%

  30.52%

  22.08%

  (1.76)%

  22.98%

  59.40%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of fee waivers, if any

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of all reductions

  1.16%A

  1.22%

  1.38%

  1.35%

  1.25%

  1.22%

Net investment income (loss)

  .48%A

  .54%

  (.17)%H

  .33%I

  (.06)%J

  .18%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 331

$ 335

$ 283

$ 274

$ 344

$ 339

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.45)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.29)%. JInvestment 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 (.23)%. KExpense 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

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

$ 11.03

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.02)

  (.02)

  (.18)H

  (.06)I

  (.13) J

  (.05)

Net realized and unrealized gain (loss)

  1.67

  7.54

  4.65

  (.44)

  4.03

  6.50

Total from investment operations

  1.65

  7.52

  4.47

  (.50)

  3.90

  6.45

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.51

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

Total ReturnB, C, D

  5.02%

  29.68%

  21.42%

  (2.34)%

  22.29%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of all reductions

  1.77%A

  1.82%

  1.97%

  1.93%

  1.82%

  1.77%

Net investment income (loss)

  (.14)%A

  (.07)%

  (.76)%H

  (.25)%I

  (.64)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 9

$ 11

$ 13

$ 16

$ 30

$ 40

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.04)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.87)%. JInvestment 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 (.80)%. KExpense 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

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

$ 10.91

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.01)

  (.01)

  (.17) H

  (.05) I

  (.12) J

  (.05)

Net realized and unrealized gain (loss)

  1.65

  7.47

  4.59

  (.44)

  3.97

  6.43

Total from investment operations

  1.64

  7.46

  4.42

  (.49)

  3.85

  6.38

Distributions from net investment income

  (.02)

  -

  -

  -

  -

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.02)

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.14

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

Total ReturnB, C, D

  5.04%

  29.77%

  21.41%

  (2.32)%

  22.25%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of all reductions

  1.71%A

  1.77%

  1.95%

  1.92%

  1.82%

  1.77%

Net investment income (loss)

  (.07)%A

  (.02)%

  (.75)%H

  (.24)%I

  (.63)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 54

$ 54

$ 43

$ 40

$ 49

$ 43

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.02)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.86)%. JInvestment 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 (.80)%. KExpense 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 - Fidelity Value Strategies Fund

 

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

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

$ 13.21

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .20

  .37

  .09G

  .22H

  .09I

  .11

Net realized and unrealized gain (loss)

  2.04

  9.20

  5.62

  (.54)

  4.83

  7.73

Total from investment operations

  2.24

  9.57

  5.71

  (.32)

  4.92

  7.84

Distributions from net investment income

  (.33)

  (.18)

  (.19)

  (.10)J

  -

  (.16)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.33)

  (.18)

  (.19)

  (.11)

  (.01)

  (.16)

Net asset value, end of period

$ 42.19

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

Total ReturnB, C

  5.62%

  31.14%

  22.69%

  (1.29)%

  23.54%

  60.05%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of fee waivers, if any

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of all reductions

  .67%A

  .72%

  .89%

  .88%

  .80%

  .77%

Net investment income (loss)

  .97%A

  1.03%

  .31%G

  .80%H

  .39%I

  .64%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 735

$ 681

$ 396

$ 284

$ 360

$ 237

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .04%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .18%. IInvestment 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 .22%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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 - Fidelity Value Strategies Fund Class K

 

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

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

$ 13.23

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .23

  .43

  .14G

  .28H

  .15I

  .16

Net realized and unrealized gain (loss)

  2.04

  9.18

  5.61

  (.55)

  4.82

  7.70

Total from investment operations

  2.27

  9.61

  5.75

  (.27)

  4.97

  7.86

Distributions from net investment income

  (.38)

  (.22)

  (.24)

  (.16)J

  -

  (.23)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.38)

  (.22)

  (.24)

  (.17)

  (.01)

  (.23)

Net asset value, end of period

$ 42.17

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

Total ReturnB, C

  5.71%

  31.34%

  22.93%

  (1.11)%

  23.81%

  60.52%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of fee waivers, if any

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of all reductions

  .51%A

  .57%

  .71%

  .68%

  .56%

  .49%

Net investment income (loss)

  1.12%A

  1.18%

  .50%G

  1.00%H

  .62%I

  .91%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 111

$ 119

$ 70

$ 47

$ 47

$ 27

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .22%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .38%. IInvestment 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 .46%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

$ 12.67

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .18

  .34

  .08G

  .22H

  .10I

  .11

Net realized and unrealized gain (loss)

  1.95

  8.79

  5.37

  (.53)

  4.63

  7.38

Total from investment operations

  2.13

  9.13

  5.45

  (.31)

  4.73

  7.49

Distributions from net investment income

  (.32)

  (.18)

  (.20)

  (.11)J

  -

  (.19)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.32)

  (.18)

  (.20)

  (.12)

  (.01)

  (.19)

Net asset value, end of period

$ 40.27

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

Total ReturnB, C

  5.60%

  31.11%

  22.67%

  (1.30)%

  23.67%

  60.08%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of fee waivers, if any

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of all reductions

  .70%A

  .75%

  .90%

  .86%

  .73%

  .69%

Net investment income (loss)

  .94%A

  1.00%

  .31%G

  .82%H

  .46%I

  .71%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 77

$ 74

$ 66

$ 52

$ 53

$ 48

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .03%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .20%. IInvestment 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%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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® Value Strategies 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, Fidelity Value Strategies Fund, Fidelity Value Strategies Fund Class K 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 the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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 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

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 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, partnerships, market discount, deferred trustees compensation, 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

$ 530,276

Gross unrealized depreciation

(18,870)

Net unrealized appreciation (depreciation) on securities and other investments

$ 511,406

 

 

Tax cost

$ 1,099,153

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

$ (70,991)

2017

(187,132)

Total capital loss carryforward

$ (258,123)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $35,414 and $114,362, 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 relative investment performance of Fidelity Value Strategies as compared to its benchmark index, the Russell Midcap® Value Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .42% 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%

$ 301

$ 5

Class T

.25%

.25%

826

11

Class B

.75%

.25%

52

39

Class C

.75%

.25%

266

17

 

 

 

$ 1,445

$ 72

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

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.

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

 

Retained
by FDC

Class A

$ 11

Class T

4

Class B*

1

Class C*

1

 

$ 17

* 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 K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 282

.23

Class T

310

.19

Class B

16

.30

Class C

63

.24

Fidelity Value Strategies Fund

703

.20

Fidelity Value Strategies Fund Class K

26

.04

Institutional Class

84

.23

 

$ 1,484

 

* Annualized

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 $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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income

Semiannual Report

7. Security Lending - continued

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 $128, including ninety-three dollars 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 $20 for the period.

In addition, the investment adviser reimbursed a portion of the Fund's operating expenses during the period in the amount of $2.

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

$ 1,567

$ 555

Class T

1,415

167

Class C

32

-

Fidelity Value Strategies Fund

5,578

2,356

Fidelity Value Strategies Fund Class K

1,131

520

Institutional Class

608

395

Total

$ 10,331

$ 3,993

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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

286

725

$ 10,432

$ 22,684

Reinvestment of distributions

41

18

1,447

513

Shares redeemed

(621)

(1,340)

(22,607)

(42,216)

Net increase (decrease)

(294)

(597)

$ (10,728)

$ (19,019)

Class T

 

 

 

 

Shares sold

256

862

$ 9,680

$ 28,085

Reinvestment of distributions

35

5

1,293

152

Shares redeemed

(829)

(1,767)

(31,364)

(57,990)

Net increase (decrease)

(538)

(900)

$ (20,391)

$ (29,753)

Class B

 

 

 

 

Shares sold

1

4

$ 15

$ 123

Shares redeemed

(82)

(161)

(2,729)

(4,616)

Net increase (decrease)

(81)

(157)

$ (2,714)

$ (4,493)

Class C

 

 

 

 

Shares sold

65

317

$ 2,159

$ 8,968

Reinvestment of distributions

1

-

29

-

Shares redeemed

(149)

(382)

(4,927)

(11,135)

Net increase (decrease)

(83)

(65)

$ (2,739)

$ (2,167)

Fidelity Value Strategies Fund

 

 

 

 

Shares sold

5,271

11,897

$ 214,648

$ 405,389

Reinvestment of distributions

127

73

4,998

2,266

Shares redeemed

(4,898)

(7,881)

(199,283)

(279,142)

Net increase (decrease)

500

4,089

$ 20,363

$ 128,513

Fidelity Value Strategies Fund Class K

 

 

 

 

Shares sold

419

3,420

$ 17,074

$ 116,082

Reinvestment of distributions

29

17

1,131

520

Shares redeemed

(771)

(2,727)

(31,507)

(102,509)

Net increase (decrease)

(323)

710

$ (13,302)

$ 14,093

Institutional Class

 

 

 

 

Shares sold

208

776

$ 8,101

$ 26,302

Reinvestment of distributions

14

11

523

327

Shares redeemed

(232)

(1,082)

(8,986)

(35,829)

Net increase (decrease)

(10)

(295)

$ (362)

$ (9,200)

Semiannual Report

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)

ISO-USAN-0714
1.786806.111

Fidelity® Value Strategies Fund

Class K

(A Class of Fidelity Advisor® Value
Strategies Fund)

(Fidelity Investment logo)(registered trademark)

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 1-800-835-5092 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

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

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

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,054.40

$ 4.92

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

Class T

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,053.30

$ 5.94

HypotheticalA

 

$ 1,000.00

$ 1,019.15

$ 5.84

Class B

1.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.20

$ 9.10

HypotheticalA

 

$ 1,000.00

$ 1,016.06

$ 8.95

Class C

1.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.40

$ 8.74

HypotheticalA

 

$ 1,000.00

$ 1,016.40

$ 8.60

Fidelity Value Strategies Fund

.67%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.20

$ 3.43

HypotheticalA

 

$ 1,000.00

$ 1,021.59

$ 3.38

Fidelity Value Strategies Fund Class K

.52%

 

 

 

Actual

 

$ 1,000.00

$ 1,057.10

$ 2.67

HypotheticalA

 

$ 1,000.00

$ 1,022.34

$ 2.62

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.00

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

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

LyondellBasell Industries NV Class A

6.7

5.8

Sanofi SA sponsored ADR

3.7

3.8

Apple, Inc.

3.3

3.0

Bank of America Corp.

3.3

3.5

Delphi Automotive PLC

3.2

2.8

Symantec Corp.

3.0

3.1

General Motors Co.

2.9

3.7

U.S. Bancorp

2.3

2.2

Alliant Techsystems, Inc.

2.3

2.2

AFLAC, Inc.

2.2

2.4

 

32.9

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

19.0

23.9

Health Care

15.0

14.3

Financials

12.4

11.4

Information Technology

12.0

12.4

Materials

9.4

8.8

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

oik1136956

Stocks 91.2%

 

oik1136956

Stocks 93.9%

 

oik1136959

Bonds 0.3%

 

oik1136959

Bonds 0.4%

 

oik1136962

Short-Term
Investments and
Net Other Assets (Liabilities) 8.5%

 

oik1136962

Short-Term
Investments and
Net Other Assets (Liabilities) 5.7%

 

* Foreign investments

18.4%

 

** Foreign investments

17.0%

 

oik1136965

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 91.2%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 19.0%

Auto Components - 4.4%

Delphi Automotive PLC

719,777

$ 49,708

Tenneco, Inc. (a)

164,524

10,488

TRW Automotive Holdings Corp. (a)

91,400

7,757

 

67,953

Automobiles - 3.5%

Bayerische Motoren Werke AG (BMW)

36,387

4,568

General Motors Co.

1,284,836

44,430

Volkswagen AG

18,856

4,967

 

53,965

Diversified Consumer Services - 0.9%

Service Corp. International

729,650

14,608

Hotels, Restaurants & Leisure - 1.7%

Cedar Fair LP (depositary unit)

227,420

11,833

Wyndham Worldwide Corp.

199,867

14,776

 

26,609

Household Durables - 3.4%

Lennar Corp. Class A (d)

424,700

17,370

PulteGroup, Inc.

744,504

14,562

Ryland Group, Inc.

151,400

5,708

Standard Pacific Corp. (a)

1,866,450

14,988

 

52,628

Leisure Products - 0.9%

Hasbro, Inc.

266,797

14,327

Media - 1.0%

Omnicom Group, Inc.

120,112

8,546

Regal Entertainment Group Class A (d)

363,100

7,084

 

15,630

Specialty Retail - 3.2%

Asbury Automotive Group, Inc. (a)

343,641

22,213

GameStop Corp. Class A (d)

751,713

28,452

 

50,665

TOTAL CONSUMER DISCRETIONARY

296,385

CONSUMER STAPLES - 5.3%

Beverages - 1.6%

Cott Corp. (d)

3,511,564

24,743

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - 1.2%

CVS Caremark Corp.

237,100

$ 18,570

Food Products - 1.8%

Bunge Ltd.

102,214

7,943

Calavo Growers, Inc.

232,028

7,256

SunOpta, Inc. (a)

984,885

13,247

 

28,446

Household Products - 0.7%

Procter & Gamble Co.

142,100

11,480

TOTAL CONSUMER STAPLES

83,239

ENERGY - 4.9%

Energy Equipment & Services - 0.8%

Halliburton Co.

183,600

11,868

Oil, Gas & Consumable Fuels - 4.1%

Denbury Resources, Inc. (d)

1,516,780

25,618

EP Energy Corp.

274,600

5,508

HollyFrontier Corp.

153,000

7,535

The Williams Companies, Inc.

154,500

7,255

Valero Energy Corp.

327,300

18,345

 

64,261

TOTAL ENERGY

76,129

FINANCIALS - 12.4%

Banks - 8.5%

Bank of America Corp.

3,355,213

50,798

CIT Group, Inc.

157,349

6,999

Citigroup, Inc.

227,323

10,814

Regions Financial Corp.

778,163

7,929

U.S. Bancorp

862,484

36,388

Wells Fargo & Co.

377,370

19,163

 

132,091

Capital Markets - 0.5%

The Blackstone Group LP

267,400

8,311

Insurance - 3.4%

AFLAC, Inc.

549,986

33,676

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

American International Group, Inc.

201,698

$ 10,906

Unum Group

235,260

7,978

 

52,560

TOTAL FINANCIALS

192,962

HEALTH CARE - 15.0%

Health Care Equipment & Supplies - 5.1%

Alere, Inc. (a)

172,283

6,163

Boston Scientific Corp. (a)

1,785,400

22,907

C.R. Bard, Inc.

75,400

11,152

St. Jude Medical, Inc.

463,300

30,068

Zimmer Holdings, Inc.

87,600

9,141

 

79,431

Health Care Providers & Services - 2.3%

DaVita HealthCare Partners, Inc. (a)

158,496

11,188

Universal Health Services, Inc. Class B

278,914

24,982

 

36,170

Life Sciences Tools & Services - 1.2%

Agilent Technologies, Inc.

180,700

10,289

PerkinElmer, Inc.

207,500

9,331

 

19,620

Pharmaceuticals - 6.4%

Johnson & Johnson

187,800

19,054

Merck & Co., Inc.

390,800

22,612

Sanofi SA sponsored ADR

1,088,444

58,014

 

99,680

TOTAL HEALTH CARE

234,901

INDUSTRIALS - 7.3%

Aerospace & Defense - 5.3%

Alliant Techsystems, Inc.

278,850

35,216

Esterline Technologies Corp. (a)

180,022

20,063

Honeywell International, Inc.

139,500

12,994

Textron, Inc.

223,717

8,774

United Technologies Corp.

47,400

5,509

 

82,556

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Building Products - 0.7%

Allegion PLC

69,366

$ 3,634

Armstrong World Industries, Inc. (a)

143,230

7,601

 

11,235

Machinery - 1.0%

Blount International, Inc. (a)

292,004

3,557

Ingersoll-Rand PLC

208,100

12,449

 

16,006

Trading Companies & Distributors - 0.3%

Aircastle Ltd.

290,150

4,869

TOTAL INDUSTRIALS

114,666

INFORMATION TECHNOLOGY - 12.0%

Communications Equipment - 0.3%

Cisco Systems, Inc.

204,600

5,037

IT Services - 0.6%

Fidelity National Information Services, Inc.

165,730

8,974

Semiconductors & Semiconductor Equipment - 3.7%

MagnaChip Semiconductor Corp. (a)

978,700

12,155

Micron Technology, Inc. (a)

911,183

26,051

ON Semiconductor Corp. (a)

855,870

7,438

Spansion, Inc. Class A (a)

613,543

11,688

 

57,332

Software - 4.1%

Microsoft Corp.

429,324

17,577

Symantec Corp.

2,116,671

46,546

 

64,123

Technology Hardware, Storage & Peripherals - 3.3%

Apple, Inc.

80,880

51,197

TOTAL INFORMATION TECHNOLOGY

186,663

MATERIALS - 9.4%

Chemicals - 9.0%

Ashland, Inc.

83,100

8,559

Axiall Corp.

81,626

3,772

LyondellBasell Industries NV Class A

1,055,392

105,085

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Chemicals - continued

PPG Industries, Inc.

77,296

$ 15,584

W.R. Grace & Co. (a)

83,628

7,700

 

140,700

Metals & Mining - 0.4%

Carpenter Technology Corp.

86,796

5,424

TOTAL MATERIALS

146,124

TELECOMMUNICATION SERVICES - 1.6%

Diversified Telecommunication Services - 1.6%

Level 3 Communications, Inc. (a)

558,139

24,363

UTILITIES - 4.3%

Electric Utilities - 0.4%

NextEra Energy, Inc.

67,700

6,591

Independent Power Producers & Energy Traders - 2.8%

Calpine Corp. (a)

822,963

19,191

The AES Corp.

1,687,800

23,798

 

42,989

Multi-Utilities - 1.1%

Sempra Energy

179,639

18,027

TOTAL UTILITIES

67,607

TOTAL COMMON STOCKS

(Cost $907,858)


1,423,039

Nonconvertible Bonds - 0.3%

 

Principal Amount (000s)

 

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Alpha Natural Resources, Inc. 6.25% 6/1/21

(Cost $6,457)

$ 7,670

 


5,254

Money Market Funds - 11.7%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

134,670,042

$ 134,670

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

47,596,174

47,596

TOTAL MONEY MARKET FUNDS

(Cost $182,266)


182,266

TOTAL INVESTMENT PORTFOLIO - 103.2%

(Cost $1,096,581)

1,610,559

NET OTHER ASSETS (LIABILITIES) - (3.2)%

(50,575)

NET ASSETS - 100%

$ 1,559,984

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
(Amounts in thousands)

Fidelity Cash Central Fund

$ 61

Fidelity Securities Lending Cash Central Fund

128

Total

$ 189

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

The Bon-Ton Stores, Inc.

$ 34,067

$ -

$ 18,895

$ 96

$ -

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

$ 296,385

$ 296,385

$ -

$ -

Consumer Staples

83,239

83,239

-

-

Energy

76,129

76,129

-

-

Financials

192,962

192,962

-

-

Health Care

234,901

234,901

-

-

Industrials

114,666

114,666

-

-

Information Technology

186,663

186,663

-

-

Materials

146,124

146,124

-

-

Telecommunication Services

24,363

24,363

-

-

Utilities

67,607

67,607

-

-

Corporate Bonds

5,254

-

5,254

-

Money Market Funds

182,266

182,266

-

-

Total Investments in Securities:

$ 1,610,559

$ 1,605,305

$ 5,254

$ -

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

United States of America

81.6%

Netherlands

6.7%

France

3.7%

Bailiwick of Jersey

3.2%

Canada

2.4%

Ireland

1.0%

Others (Individually Less Than 1%)

1.4%

 

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 $46,094) - See accompanying schedule:

Unaffiliated issuers (cost $914,315)

$ 1,428,293

 

Fidelity Central Funds (cost $182,266)

182,266

 

Total Investments (cost $1,096,581)

 

$ 1,610,559

Receivable for fund shares sold

1,284

Dividends receivable

3,140

Interest receivable

292

Distributions receivable from Fidelity Central Funds

95

Prepaid expenses

1

Other receivables

9

Total assets

1,615,380

 

 

 

Liabilities

Payable for investments purchased

$ 4,842

Payable for fund shares redeemed

1,891

Accrued management fee

505

Distribution and service plan fees payable

239

Other affiliated payables

292

Other payables and accrued expenses

31

Collateral on securities loaned, at value

47,596

Total liabilities

55,396

 

 

 

Net Assets

$ 1,559,984

Net Assets consist of:

 

Paid in capital

$ 1,286,257

Undistributed net investment income

5,603

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

(245,855)

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

513,979

Net Assets

$ 1,559,984

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 ($243,131.13 ÷ 6,443.134 shares)

$ 37.73

 

 

 

Maximum offering price per share (100/94.25 of $37.73)

$ 40.03

Class T:
Net Asset Value
and redemption price per share ($330,855.88 ÷ 8,461.266 shares)

$ 39.10

 

 

 

Maximum offering price per share (100/96.50 of $39.10)

$ 40.52

Class B:
Net Asset Value
and offering price per share ($9,087.63 ÷ 263.298 shares)A

$ 34.51

 

 

 

Class C:
Net Asset Value
and offering price per share ($53,786.57 ÷ 1,575.346 shares)A

$ 34.14

 

 

 

Fidelity Value Strategies Fund:
Net Asset Value
, offering price and redemption price per share ($734,547.43 ÷ 17,411.178 shares)

$ 42.19

 

 

 

Fidelity Value Strategies Fund Class K:
Net Asset Value
, offering price and redemption price per share ($111,429.42 ÷ 2,642.606 shares)

$ 42.17

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($77,145.66 ÷ 1,915.588 shares)

$ 40.27

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 (including $96 earned from other affiliated issuers)

 

$ 11,944

Interest

 

300

Income from Fidelity Central Funds

 

189

Total income

 

12,433

 

 

 

Expenses

Management fee
Basic fee

$ 4,177

Performance adjustment

(1,000)

Transfer agent fees

1,484

Distribution and service plan fees

1,445

Accounting and security lending fees

242

Custodian fees and expenses

8

Independent trustees' compensation

3

Registration fees

105

Audit

37

Legal

3

Miscellaneous

6

Total expenses before reductions

6,510

Expense reductions

(22)

6,488

Net investment income (loss)

5,945

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

20,094

Other affiliated issuers

(6,098)

 

Foreign currency transactions

(1)

Total net realized gain (loss)

 

13,995

Change in net unrealized appreciation (depreciation) on:

Investment securities

62,169

Assets and liabilities in foreign currencies

1

Total change in net unrealized appreciation (depreciation)

 

62,170

Net gain (loss)

76,165

Net increase (decrease) in net assets resulting from operations

$ 82,110

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)

$ 5,945

$ 11,916

Net realized gain (loss)

13,995

66,011

Change in net unrealized appreciation (depreciation)

62,170

293,442

Net increase (decrease) in net assets resulting
from operations

82,110

371,369

Distributions to shareholders from net investment income

(10,331)

(3,993)

Share transactions - net increase (decrease)

(29,873)

77,974

Total increase (decrease) in net assets

41,906

445,350

 

 

 

Net Assets

Beginning of period

1,518,078

1,072,728

End of period (including undistributed net investment income of $5,603 and undistributed net investment income of $9,989, respectively)

$ 1,559,984

$ 1,518,078

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

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

$ 11.87

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .12

  .23

  -H

  .13I

  .03J

  .06

Net realized and unrealized gain (loss)

  1.82

  8.25

  5.03

  (.49)

  4.32

  6.96

Total from investment operations

  1.94

  8.48

  5.03

  (.36)

  4.35

  7.02

Distributions from net investment income

  (.23)

  (.08)

  (.12)

  (.03)K

  -

  (.12)

Distributions from net realized gain

  -

  -

  -

  (.01)K

  (.01)

  -

Total distributions

  (.23)

  (.08)

  (.12)

  (.04)

  (.01)

  (.12)

Net asset value, end of period

$ 37.73

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

Total ReturnB, C, D

  5.44%

  30.77%

  22.29%

  (1.57)%

  23.16%

  59.70%

Ratios to Average Net Assets F, L

 

 

 

 

 

Expenses before reductions

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of fee waivers, if any

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of all reductions

  .95%A

  1.03%

  1.21%

  1.17%

  1.07%

  1.02%

Net investment income (loss)

  .69%A

  .73%

  -%H

  .51%I

  .12%J

  .39%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 243

$ 243

$ 203

$ 190

$ 221

$ 206

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.28)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.11)%. JInvestment 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 (.05)%. KThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. LExpense 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

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

$ 12.25

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .09

  .18

  (.05) H

  .08I

  (.01) J

  .03

Net realized and unrealized gain (loss)

  1.89

  8.54

  5.22

  (.50)

  4.48

  7.21

Total from investment operations

  1.98

  8.72

  5.17

  (.42)

  4.47

  7.24

Distributions from net investment income

  (.16)

  (.02)

  (.07)

  -

  -

  (.05)

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.16)

  (.02)

  (.07)

  -

  (.01)

  (.05)

Net asset value, end of period

$ 39.10

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

Total ReturnB, C, D

  5.33%

  30.52%

  22.08%

  (1.76)%

  22.98%

  59.40%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of fee waivers, if any

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of all reductions

  1.16%A

  1.22%

  1.38%

  1.35%

  1.25%

  1.22%

Net investment income (loss)

  .48%A

  .54%

  (.17)%H

  .33%I

  (.06)%J

  .18%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 331

$ 335

$ 283

$ 274

$ 344

$ 339

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.45)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.29)%. JInvestment 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 (.23)%. KExpense 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

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

$ 11.03

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.02)

  (.02)

  (.18)H

  (.06)I

  (.13) J

  (.05)

Net realized and unrealized gain (loss)

  1.67

  7.54

  4.65

  (.44)

  4.03

  6.50

Total from investment operations

  1.65

  7.52

  4.47

  (.50)

  3.90

  6.45

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.51

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

Total ReturnB, C, D

  5.02%

  29.68%

  21.42%

  (2.34)%

  22.29%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of all reductions

  1.77%A

  1.82%

  1.97%

  1.93%

  1.82%

  1.77%

Net investment income (loss)

  (.14)%A

  (.07)%

  (.76)%H

  (.25)%I

  (.64)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 9

$ 11

$ 13

$ 16

$ 30

$ 40

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.04)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.87)%. JInvestment 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 (.80)%. KExpense 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

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

$ 10.91

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.01)

  (.01)

  (.17) H

  (.05) I

  (.12) J

  (.05)

Net realized and unrealized gain (loss)

  1.65

  7.47

  4.59

  (.44)

  3.97

  6.43

Total from investment operations

  1.64

  7.46

  4.42

  (.49)

  3.85

  6.38

Distributions from net investment income

  (.02)

  -

  -

  -

  -

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.02)

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.14

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

Total ReturnB, C, D

  5.04%

  29.77%

  21.41%

  (2.32)%

  22.25%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of all reductions

  1.71%A

  1.77%

  1.95%

  1.92%

  1.82%

  1.77%

Net investment income (loss)

  (.07)%A

  (.02)%

  (.75)%H

  (.24)%I

  (.63)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 54

$ 54

$ 43

$ 40

$ 49

$ 43

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.02)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.86)%. JInvestment 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 (.80)%. KExpense 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 - Fidelity Value Strategies Fund

 

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

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

$ 13.21

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .20

  .37

  .09G

  .22H

  .09I

  .11

Net realized and unrealized gain (loss)

  2.04

  9.20

  5.62

  (.54)

  4.83

  7.73

Total from investment operations

  2.24

  9.57

  5.71

  (.32)

  4.92

  7.84

Distributions from net investment income

  (.33)

  (.18)

  (.19)

  (.10)J

  -

  (.16)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.33)

  (.18)

  (.19)

  (.11)

  (.01)

  (.16)

Net asset value, end of period

$ 42.19

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

Total ReturnB, C

  5.62%

  31.14%

  22.69%

  (1.29)%

  23.54%

  60.05%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of fee waivers, if any

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of all reductions

  .67%A

  .72%

  .89%

  .88%

  .80%

  .77%

Net investment income (loss)

  .97%A

  1.03%

  .31%G

  .80%H

  .39%I

  .64%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 735

$ 681

$ 396

$ 284

$ 360

$ 237

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .04%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .18%. IInvestment 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 .22%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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 - Fidelity Value Strategies Fund Class K

 

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

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

$ 13.23

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .23

  .43

  .14G

  .28H

  .15I

  .16

Net realized and unrealized gain (loss)

  2.04

  9.18

  5.61

  (.55)

  4.82

  7.70

Total from investment operations

  2.27

  9.61

  5.75

  (.27)

  4.97

  7.86

Distributions from net investment income

  (.38)

  (.22)

  (.24)

  (.16)J

  -

  (.23)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.38)

  (.22)

  (.24)

  (.17)

  (.01)

  (.23)

Net asset value, end of period

$ 42.17

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

Total ReturnB, C

  5.71%

  31.34%

  22.93%

  (1.11)%

  23.81%

  60.52%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of fee waivers, if any

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of all reductions

  .51%A

  .57%

  .71%

  .68%

  .56%

  .49%

Net investment income (loss)

  1.12%A

  1.18%

  .50%G

  1.00%H

  .62%I

  .91%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 111

$ 119

$ 70

$ 47

$ 47

$ 27

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .22%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .38%. IInvestment 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 .46%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

$ 12.67

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .18

  .34

  .08G

  .22H

  .10I

  .11

Net realized and unrealized gain (loss)

  1.95

  8.79

  5.37

  (.53)

  4.63

  7.38

Total from investment operations

  2.13

  9.13

  5.45

  (.31)

  4.73

  7.49

Distributions from net investment income

  (.32)

  (.18)

  (.20)

  (.11)J

  -

  (.19)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.32)

  (.18)

  (.20)

  (.12)

  (.01)

  (.19)

Net asset value, end of period

$ 40.27

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

Total ReturnB, C

  5.60%

  31.11%

  22.67%

  (1.30)%

  23.67%

  60.08%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of fee waivers, if any

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of all reductions

  .70%A

  .75%

  .90%

  .86%

  .73%

  .69%

Net investment income (loss)

  .94%A

  1.00%

  .31%G

  .82%H

  .46%I

  .71%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 77

$ 74

$ 66

$ 52

$ 53

$ 48

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .03%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .20%. IInvestment 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%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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® Value Strategies 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, Fidelity Value Strategies Fund, Fidelity Value Strategies Fund Class K 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 the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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 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

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 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, partnerships, market discount, deferred trustees compensation, 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

$ 530,276

Gross unrealized depreciation

(18,870)

Net unrealized appreciation (depreciation) on securities and other investments

$ 511,406

 

 

Tax cost

$ 1,099,153

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

$ (70,991)

2017

(187,132)

Total capital loss carryforward

$ (258,123)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $35,414 and $114,362, 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 relative investment performance of Fidelity Value Strategies as compared to its benchmark index, the Russell Midcap® Value Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .42% 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%

$ 301

$ 5

Class T

.25%

.25%

826

11

Class B

.75%

.25%

52

39

Class C

.75%

.25%

266

17

 

 

 

$ 1,445

$ 72

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

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.

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

 

Retained
by FDC

Class A

$ 11

Class T

4

Class B*

1

Class C*

1

 

$ 17

* 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 K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 282

.23

Class T

310

.19

Class B

16

.30

Class C

63

.24

Fidelity Value Strategies Fund

703

.20

Fidelity Value Strategies Fund Class K

26

.04

Institutional Class

84

.23

 

$ 1,484

 

* Annualized

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 $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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income

Semiannual Report

7. Security Lending - continued

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 $128, including ninety-three dollars 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 $20 for the period.

In addition, the investment adviser reimbursed a portion of the Fund's operating expenses during the period in the amount of $2.

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

$ 1,567

$ 555

Class T

1,415

167

Class C

32

-

Fidelity Value Strategies Fund

5,578

2,356

Fidelity Value Strategies Fund Class K

1,131

520

Institutional Class

608

395

Total

$ 10,331

$ 3,993

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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

286

725

$ 10,432

$ 22,684

Reinvestment of distributions

41

18

1,447

513

Shares redeemed

(621)

(1,340)

(22,607)

(42,216)

Net increase (decrease)

(294)

(597)

$ (10,728)

$ (19,019)

Class T

 

 

 

 

Shares sold

256

862

$ 9,680

$ 28,085

Reinvestment of distributions

35

5

1,293

152

Shares redeemed

(829)

(1,767)

(31,364)

(57,990)

Net increase (decrease)

(538)

(900)

$ (20,391)

$ (29,753)

Class B

 

 

 

 

Shares sold

1

4

$ 15

$ 123

Shares redeemed

(82)

(161)

(2,729)

(4,616)

Net increase (decrease)

(81)

(157)

$ (2,714)

$ (4,493)

Class C

 

 

 

 

Shares sold

65

317

$ 2,159

$ 8,968

Reinvestment of distributions

1

-

29

-

Shares redeemed

(149)

(382)

(4,927)

(11,135)

Net increase (decrease)

(83)

(65)

$ (2,739)

$ (2,167)

Fidelity Value Strategies Fund

 

 

 

 

Shares sold

5,271

11,897

$ 214,648

$ 405,389

Reinvestment of distributions

127

73

4,998

2,266

Shares redeemed

(4,898)

(7,881)

(199,283)

(279,142)

Net increase (decrease)

500

4,089

$ 20,363

$ 128,513

Fidelity Value Strategies Fund Class K

 

 

 

 

Shares sold

419

3,420

$ 17,074

$ 116,082

Reinvestment of distributions

29

17

1,131

520

Shares redeemed

(771)

(2,727)

(31,507)

(102,509)

Net increase (decrease)

(323)

710

$ (13,302)

$ 14,093

Institutional Class

 

 

 

 

Shares sold

208

776

$ 8,101

$ 26,302

Reinvestment of distributions

14

11

523

327

Shares redeemed

(232)

(1,082)

(8,986)

(35,829)

Net increase (decrease)

(10)

(295)

$ (362)

$ (9,200)

Semiannual Report

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

Brown Brothers Harriman & Co.
Boston, MA

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

SOI-K-USAN-0714
1.863338.105

(Fidelity Investment logo)(registered trademark)
Fidelity® Value Strategies Fund

(A Class of Fidelity Advisor® Value
Strategies Fund)

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

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

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

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,054.40

$ 4.92

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

Class T

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,053.30

$ 5.94

HypotheticalA

 

$ 1,000.00

$ 1,019.15

$ 5.84

Class B

1.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.20

$ 9.10

HypotheticalA

 

$ 1,000.00

$ 1,016.06

$ 8.95

Class C

1.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.40

$ 8.74

HypotheticalA

 

$ 1,000.00

$ 1,016.40

$ 8.60

Fidelity Value Strategies Fund

.67%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.20

$ 3.43

HypotheticalA

 

$ 1,000.00

$ 1,021.59

$ 3.38

Fidelity Value Strategies Fund Class K

.52%

 

 

 

Actual

 

$ 1,000.00

$ 1,057.10

$ 2.67

HypotheticalA

 

$ 1,000.00

$ 1,022.34

$ 2.62

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.00

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

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

LyondellBasell Industries NV Class A

6.7

5.8

Sanofi SA sponsored ADR

3.7

3.8

Apple, Inc.

3.3

3.0

Bank of America Corp.

3.3

3.5

Delphi Automotive PLC

3.2

2.8

Symantec Corp.

3.0

3.1

General Motors Co.

2.9

3.7

U.S. Bancorp

2.3

2.2

Alliant Techsystems, Inc.

2.3

2.2

AFLAC, Inc.

2.2

2.4

 

32.9

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

19.0

23.9

Health Care

15.0

14.3

Financials

12.4

11.4

Information Technology

12.0

12.4

Materials

9.4

8.8

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

soi1259216

Stocks 91.2%

 

soi1259216

Stocks 93.9%

 

soi1259219

Bonds 0.3%

 

soi1259219

Bonds 0.4%

 

soi1259222

Short-Term
Investments and
Net Other Assets (Liabilities) 8.5%

 

soi1259222

Short-Term
Investments and
Net Other Assets (Liabilities) 5.7%

 

* Foreign investments

18.4%

 

** Foreign investments

17.0%

 

soi1259225

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 91.2%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 19.0%

Auto Components - 4.4%

Delphi Automotive PLC

719,777

$ 49,708

Tenneco, Inc. (a)

164,524

10,488

TRW Automotive Holdings Corp. (a)

91,400

7,757

 

67,953

Automobiles - 3.5%

Bayerische Motoren Werke AG (BMW)

36,387

4,568

General Motors Co.

1,284,836

44,430

Volkswagen AG

18,856

4,967

 

53,965

Diversified Consumer Services - 0.9%

Service Corp. International

729,650

14,608

Hotels, Restaurants & Leisure - 1.7%

Cedar Fair LP (depositary unit)

227,420

11,833

Wyndham Worldwide Corp.

199,867

14,776

 

26,609

Household Durables - 3.4%

Lennar Corp. Class A (d)

424,700

17,370

PulteGroup, Inc.

744,504

14,562

Ryland Group, Inc.

151,400

5,708

Standard Pacific Corp. (a)

1,866,450

14,988

 

52,628

Leisure Products - 0.9%

Hasbro, Inc.

266,797

14,327

Media - 1.0%

Omnicom Group, Inc.

120,112

8,546

Regal Entertainment Group Class A (d)

363,100

7,084

 

15,630

Specialty Retail - 3.2%

Asbury Automotive Group, Inc. (a)

343,641

22,213

GameStop Corp. Class A (d)

751,713

28,452

 

50,665

TOTAL CONSUMER DISCRETIONARY

296,385

CONSUMER STAPLES - 5.3%

Beverages - 1.6%

Cott Corp. (d)

3,511,564

24,743

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - 1.2%

CVS Caremark Corp.

237,100

$ 18,570

Food Products - 1.8%

Bunge Ltd.

102,214

7,943

Calavo Growers, Inc.

232,028

7,256

SunOpta, Inc. (a)

984,885

13,247

 

28,446

Household Products - 0.7%

Procter & Gamble Co.

142,100

11,480

TOTAL CONSUMER STAPLES

83,239

ENERGY - 4.9%

Energy Equipment & Services - 0.8%

Halliburton Co.

183,600

11,868

Oil, Gas & Consumable Fuels - 4.1%

Denbury Resources, Inc. (d)

1,516,780

25,618

EP Energy Corp.

274,600

5,508

HollyFrontier Corp.

153,000

7,535

The Williams Companies, Inc.

154,500

7,255

Valero Energy Corp.

327,300

18,345

 

64,261

TOTAL ENERGY

76,129

FINANCIALS - 12.4%

Banks - 8.5%

Bank of America Corp.

3,355,213

50,798

CIT Group, Inc.

157,349

6,999

Citigroup, Inc.

227,323

10,814

Regions Financial Corp.

778,163

7,929

U.S. Bancorp

862,484

36,388

Wells Fargo & Co.

377,370

19,163

 

132,091

Capital Markets - 0.5%

The Blackstone Group LP

267,400

8,311

Insurance - 3.4%

AFLAC, Inc.

549,986

33,676

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

American International Group, Inc.

201,698

$ 10,906

Unum Group

235,260

7,978

 

52,560

TOTAL FINANCIALS

192,962

HEALTH CARE - 15.0%

Health Care Equipment & Supplies - 5.1%

Alere, Inc. (a)

172,283

6,163

Boston Scientific Corp. (a)

1,785,400

22,907

C.R. Bard, Inc.

75,400

11,152

St. Jude Medical, Inc.

463,300

30,068

Zimmer Holdings, Inc.

87,600

9,141

 

79,431

Health Care Providers & Services - 2.3%

DaVita HealthCare Partners, Inc. (a)

158,496

11,188

Universal Health Services, Inc. Class B

278,914

24,982

 

36,170

Life Sciences Tools & Services - 1.2%

Agilent Technologies, Inc.

180,700

10,289

PerkinElmer, Inc.

207,500

9,331

 

19,620

Pharmaceuticals - 6.4%

Johnson & Johnson

187,800

19,054

Merck & Co., Inc.

390,800

22,612

Sanofi SA sponsored ADR

1,088,444

58,014

 

99,680

TOTAL HEALTH CARE

234,901

INDUSTRIALS - 7.3%

Aerospace & Defense - 5.3%

Alliant Techsystems, Inc.

278,850

35,216

Esterline Technologies Corp. (a)

180,022

20,063

Honeywell International, Inc.

139,500

12,994

Textron, Inc.

223,717

8,774

United Technologies Corp.

47,400

5,509

 

82,556

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Building Products - 0.7%

Allegion PLC

69,366

$ 3,634

Armstrong World Industries, Inc. (a)

143,230

7,601

 

11,235

Machinery - 1.0%

Blount International, Inc. (a)

292,004

3,557

Ingersoll-Rand PLC

208,100

12,449

 

16,006

Trading Companies & Distributors - 0.3%

Aircastle Ltd.

290,150

4,869

TOTAL INDUSTRIALS

114,666

INFORMATION TECHNOLOGY - 12.0%

Communications Equipment - 0.3%

Cisco Systems, Inc.

204,600

5,037

IT Services - 0.6%

Fidelity National Information Services, Inc.

165,730

8,974

Semiconductors & Semiconductor Equipment - 3.7%

MagnaChip Semiconductor Corp. (a)

978,700

12,155

Micron Technology, Inc. (a)

911,183

26,051

ON Semiconductor Corp. (a)

855,870

7,438

Spansion, Inc. Class A (a)

613,543

11,688

 

57,332

Software - 4.1%

Microsoft Corp.

429,324

17,577

Symantec Corp.

2,116,671

46,546

 

64,123

Technology Hardware, Storage & Peripherals - 3.3%

Apple, Inc.

80,880

51,197

TOTAL INFORMATION TECHNOLOGY

186,663

MATERIALS - 9.4%

Chemicals - 9.0%

Ashland, Inc.

83,100

8,559

Axiall Corp.

81,626

3,772

LyondellBasell Industries NV Class A

1,055,392

105,085

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Chemicals - continued

PPG Industries, Inc.

77,296

$ 15,584

W.R. Grace & Co. (a)

83,628

7,700

 

140,700

Metals & Mining - 0.4%

Carpenter Technology Corp.

86,796

5,424

TOTAL MATERIALS

146,124

TELECOMMUNICATION SERVICES - 1.6%

Diversified Telecommunication Services - 1.6%

Level 3 Communications, Inc. (a)

558,139

24,363

UTILITIES - 4.3%

Electric Utilities - 0.4%

NextEra Energy, Inc.

67,700

6,591

Independent Power Producers & Energy Traders - 2.8%

Calpine Corp. (a)

822,963

19,191

The AES Corp.

1,687,800

23,798

 

42,989

Multi-Utilities - 1.1%

Sempra Energy

179,639

18,027

TOTAL UTILITIES

67,607

TOTAL COMMON STOCKS

(Cost $907,858)


1,423,039

Nonconvertible Bonds - 0.3%

 

Principal Amount (000s)

 

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Alpha Natural Resources, Inc. 6.25% 6/1/21

(Cost $6,457)

$ 7,670

 


5,254

Money Market Funds - 11.7%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

134,670,042

$ 134,670

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

47,596,174

47,596

TOTAL MONEY MARKET FUNDS

(Cost $182,266)


182,266

TOTAL INVESTMENT PORTFOLIO - 103.2%

(Cost $1,096,581)

1,610,559

NET OTHER ASSETS (LIABILITIES) - (3.2)%

(50,575)

NET ASSETS - 100%

$ 1,559,984

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
(Amounts in thousands)

Fidelity Cash Central Fund

$ 61

Fidelity Securities Lending Cash Central Fund

128

Total

$ 189

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

The Bon-Ton Stores, Inc.

$ 34,067

$ -

$ 18,895

$ 96

$ -

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

$ 296,385

$ 296,385

$ -

$ -

Consumer Staples

83,239

83,239

-

-

Energy

76,129

76,129

-

-

Financials

192,962

192,962

-

-

Health Care

234,901

234,901

-

-

Industrials

114,666

114,666

-

-

Information Technology

186,663

186,663

-

-

Materials

146,124

146,124

-

-

Telecommunication Services

24,363

24,363

-

-

Utilities

67,607

67,607

-

-

Corporate Bonds

5,254

-

5,254

-

Money Market Funds

182,266

182,266

-

-

Total Investments in Securities:

$ 1,610,559

$ 1,605,305

$ 5,254

$ -

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

United States of America

81.6%

Netherlands

6.7%

France

3.7%

Bailiwick of Jersey

3.2%

Canada

2.4%

Ireland

1.0%

Others (Individually Less Than 1%)

1.4%

 

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 $46,094) - See accompanying schedule:

Unaffiliated issuers (cost $914,315)

$ 1,428,293

 

Fidelity Central Funds (cost $182,266)

182,266

 

Total Investments (cost $1,096,581)

 

$ 1,610,559

Receivable for fund shares sold

1,284

Dividends receivable

3,140

Interest receivable

292

Distributions receivable from Fidelity Central Funds

95

Prepaid expenses

1

Other receivables

9

Total assets

1,615,380

 

 

 

Liabilities

Payable for investments purchased

$ 4,842

Payable for fund shares redeemed

1,891

Accrued management fee

505

Distribution and service plan fees payable

239

Other affiliated payables

292

Other payables and accrued expenses

31

Collateral on securities loaned, at value

47,596

Total liabilities

55,396

 

 

 

Net Assets

$ 1,559,984

Net Assets consist of:

 

Paid in capital

$ 1,286,257

Undistributed net investment income

5,603

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

(245,855)

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

513,979

Net Assets

$ 1,559,984

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 ($243,131.13 ÷ 6,443.134 shares)

$ 37.73

 

 

 

Maximum offering price per share (100/94.25 of $37.73)

$ 40.03

Class T:
Net Asset Value
and redemption price per share ($330,855.88 ÷ 8,461.266 shares)

$ 39.10

 

 

 

Maximum offering price per share (100/96.50 of $39.10)

$ 40.52

Class B:
Net Asset Value
and offering price per share ($9,087.63 ÷ 263.298 shares)A

$ 34.51

 

 

 

Class C:
Net Asset Value
and offering price per share ($53,786.57 ÷ 1,575.346 shares)A

$ 34.14

 

 

 

Fidelity Value Strategies Fund:
Net Asset Value
, offering price and redemption price per share ($734,547.43 ÷ 17,411.178 shares)

$ 42.19

 

 

 

Fidelity Value Strategies Fund Class K:
Net Asset Value
, offering price and redemption price per share ($111,429.42 ÷ 2,642.606 shares)

$ 42.17

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($77,145.66 ÷ 1,915.588 shares)

$ 40.27

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 (including $96 earned from other affiliated issuers)

 

$ 11,944

Interest

 

300

Income from Fidelity Central Funds

 

189

Total income

 

12,433

 

 

 

Expenses

Management fee
Basic fee

$ 4,177

Performance adjustment

(1,000)

Transfer agent fees

1,484

Distribution and service plan fees

1,445

Accounting and security lending fees

242

Custodian fees and expenses

8

Independent trustees' compensation

3

Registration fees

105

Audit

37

Legal

3

Miscellaneous

6

Total expenses before reductions

6,510

Expense reductions

(22)

6,488

Net investment income (loss)

5,945

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

20,094

Other affiliated issuers

(6,098)

 

Foreign currency transactions

(1)

Total net realized gain (loss)

 

13,995

Change in net unrealized appreciation (depreciation) on:

Investment securities

62,169

Assets and liabilities in foreign currencies

1

Total change in net unrealized appreciation (depreciation)

 

62,170

Net gain (loss)

76,165

Net increase (decrease) in net assets resulting from operations

$ 82,110

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)

$ 5,945

$ 11,916

Net realized gain (loss)

13,995

66,011

Change in net unrealized appreciation (depreciation)

62,170

293,442

Net increase (decrease) in net assets resulting
from operations

82,110

371,369

Distributions to shareholders from net investment income

(10,331)

(3,993)

Share transactions - net increase (decrease)

(29,873)

77,974

Total increase (decrease) in net assets

41,906

445,350

 

 

 

Net Assets

Beginning of period

1,518,078

1,072,728

End of period (including undistributed net investment income of $5,603 and undistributed net investment income of $9,989, respectively)

$ 1,559,984

$ 1,518,078

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

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

$ 11.87

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .12

  .23

  -H

  .13I

  .03J

  .06

Net realized and unrealized gain (loss)

  1.82

  8.25

  5.03

  (.49)

  4.32

  6.96

Total from investment operations

  1.94

  8.48

  5.03

  (.36)

  4.35

  7.02

Distributions from net investment income

  (.23)

  (.08)

  (.12)

  (.03)K

  -

  (.12)

Distributions from net realized gain

  -

  -

  -

  (.01)K

  (.01)

  -

Total distributions

  (.23)

  (.08)

  (.12)

  (.04)

  (.01)

  (.12)

Net asset value, end of period

$ 37.73

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

Total ReturnB, C, D

  5.44%

  30.77%

  22.29%

  (1.57)%

  23.16%

  59.70%

Ratios to Average Net Assets F, L

 

 

 

 

 

Expenses before reductions

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of fee waivers, if any

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of all reductions

  .95%A

  1.03%

  1.21%

  1.17%

  1.07%

  1.02%

Net investment income (loss)

  .69%A

  .73%

  -%H

  .51%I

  .12%J

  .39%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 243

$ 243

$ 203

$ 190

$ 221

$ 206

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.28)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.11)%. JInvestment 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 (.05)%. KThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. LExpense 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

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

$ 12.25

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .09

  .18

  (.05) H

  .08I

  (.01) J

  .03

Net realized and unrealized gain (loss)

  1.89

  8.54

  5.22

  (.50)

  4.48

  7.21

Total from investment operations

  1.98

  8.72

  5.17

  (.42)

  4.47

  7.24

Distributions from net investment income

  (.16)

  (.02)

  (.07)

  -

  -

  (.05)

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.16)

  (.02)

  (.07)

  -

  (.01)

  (.05)

Net asset value, end of period

$ 39.10

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

Total ReturnB, C, D

  5.33%

  30.52%

  22.08%

  (1.76)%

  22.98%

  59.40%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of fee waivers, if any

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of all reductions

  1.16%A

  1.22%

  1.38%

  1.35%

  1.25%

  1.22%

Net investment income (loss)

  .48%A

  .54%

  (.17)%H

  .33%I

  (.06)%J

  .18%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 331

$ 335

$ 283

$ 274

$ 344

$ 339

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.45)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.29)%. JInvestment 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 (.23)%. KExpense 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

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

$ 11.03

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.02)

  (.02)

  (.18)H

  (.06)I

  (.13) J

  (.05)

Net realized and unrealized gain (loss)

  1.67

  7.54

  4.65

  (.44)

  4.03

  6.50

Total from investment operations

  1.65

  7.52

  4.47

  (.50)

  3.90

  6.45

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.51

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

Total ReturnB, C, D

  5.02%

  29.68%

  21.42%

  (2.34)%

  22.29%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of all reductions

  1.77%A

  1.82%

  1.97%

  1.93%

  1.82%

  1.77%

Net investment income (loss)

  (.14)%A

  (.07)%

  (.76)%H

  (.25)%I

  (.64)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 9

$ 11

$ 13

$ 16

$ 30

$ 40

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.04)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.87)%. JInvestment 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 (.80)%. KExpense 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

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

$ 10.91

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.01)

  (.01)

  (.17) H

  (.05) I

  (.12) J

  (.05)

Net realized and unrealized gain (loss)

  1.65

  7.47

  4.59

  (.44)

  3.97

  6.43

Total from investment operations

  1.64

  7.46

  4.42

  (.49)

  3.85

  6.38

Distributions from net investment income

  (.02)

  -

  -

  -

  -

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.02)

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.14

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

Total ReturnB, C, D

  5.04%

  29.77%

  21.41%

  (2.32)%

  22.25%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of all reductions

  1.71%A

  1.77%

  1.95%

  1.92%

  1.82%

  1.77%

Net investment income (loss)

  (.07)%A

  (.02)%

  (.75)%H

  (.24)%I

  (.63)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 54

$ 54

$ 43

$ 40

$ 49

$ 43

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.02)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.86)%. JInvestment 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 (.80)%. KExpense 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 - Fidelity Value Strategies Fund

 

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

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

$ 13.21

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .20

  .37

  .09G

  .22H

  .09I

  .11

Net realized and unrealized gain (loss)

  2.04

  9.20

  5.62

  (.54)

  4.83

  7.73

Total from investment operations

  2.24

  9.57

  5.71

  (.32)

  4.92

  7.84

Distributions from net investment income

  (.33)

  (.18)

  (.19)

  (.10)J

  -

  (.16)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.33)

  (.18)

  (.19)

  (.11)

  (.01)

  (.16)

Net asset value, end of period

$ 42.19

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

Total ReturnB, C

  5.62%

  31.14%

  22.69%

  (1.29)%

  23.54%

  60.05%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of fee waivers, if any

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of all reductions

  .67%A

  .72%

  .89%

  .88%

  .80%

  .77%

Net investment income (loss)

  .97%A

  1.03%

  .31%G

  .80%H

  .39%I

  .64%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 735

$ 681

$ 396

$ 284

$ 360

$ 237

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .04%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .18%. IInvestment 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 .22%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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 - Fidelity Value Strategies Fund Class K

 

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

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

$ 13.23

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .23

  .43

  .14G

  .28H

  .15I

  .16

Net realized and unrealized gain (loss)

  2.04

  9.18

  5.61

  (.55)

  4.82

  7.70

Total from investment operations

  2.27

  9.61

  5.75

  (.27)

  4.97

  7.86

Distributions from net investment income

  (.38)

  (.22)

  (.24)

  (.16)J

  -

  (.23)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.38)

  (.22)

  (.24)

  (.17)

  (.01)

  (.23)

Net asset value, end of period

$ 42.17

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

Total ReturnB, C

  5.71%

  31.34%

  22.93%

  (1.11)%

  23.81%

  60.52%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of fee waivers, if any

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of all reductions

  .51%A

  .57%

  .71%

  .68%

  .56%

  .49%

Net investment income (loss)

  1.12%A

  1.18%

  .50%G

  1.00%H

  .62%I

  .91%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 111

$ 119

$ 70

$ 47

$ 47

$ 27

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .22%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .38%. IInvestment 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 .46%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

$ 12.67

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .18

  .34

  .08G

  .22H

  .10I

  .11

Net realized and unrealized gain (loss)

  1.95

  8.79

  5.37

  (.53)

  4.63

  7.38

Total from investment operations

  2.13

  9.13

  5.45

  (.31)

  4.73

  7.49

Distributions from net investment income

  (.32)

  (.18)

  (.20)

  (.11)J

  -

  (.19)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.32)

  (.18)

  (.20)

  (.12)

  (.01)

  (.19)

Net asset value, end of period

$ 40.27

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

Total ReturnB, C

  5.60%

  31.11%

  22.67%

  (1.30)%

  23.67%

  60.08%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of fee waivers, if any

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of all reductions

  .70%A

  .75%

  .90%

  .86%

  .73%

  .69%

Net investment income (loss)

  .94%A

  1.00%

  .31%G

  .82%H

  .46%I

  .71%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 77

$ 74

$ 66

$ 52

$ 53

$ 48

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .03%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .20%. IInvestment 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%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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® Value Strategies 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, Fidelity Value Strategies Fund, Fidelity Value Strategies Fund Class K 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 the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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 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

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 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, partnerships, market discount, deferred trustees compensation, 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

$ 530,276

Gross unrealized depreciation

(18,870)

Net unrealized appreciation (depreciation) on securities and other investments

$ 511,406

 

 

Tax cost

$ 1,099,153

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

$ (70,991)

2017

(187,132)

Total capital loss carryforward

$ (258,123)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $35,414 and $114,362, 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 relative investment performance of Fidelity Value Strategies as compared to its benchmark index, the Russell Midcap® Value Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .42% 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%

$ 301

$ 5

Class T

.25%

.25%

826

11

Class B

.75%

.25%

52

39

Class C

.75%

.25%

266

17

 

 

 

$ 1,445

$ 72

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

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.

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

 

Retained
by FDC

Class A

$ 11

Class T

4

Class B*

1

Class C*

1

 

$ 17

* 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 K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 282

.23

Class T

310

.19

Class B

16

.30

Class C

63

.24

Fidelity Value Strategies Fund

703

.20

Fidelity Value Strategies Fund Class K

26

.04

Institutional Class

84

.23

 

$ 1,484

 

* Annualized

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 $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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income

Semiannual Report

7. Security Lending - continued

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 $128, including ninety-three dollars 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 $20 for the period.

In addition, the investment adviser reimbursed a portion of the Fund's operating expenses during the period in the amount of $2.

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

$ 1,567

$ 555

Class T

1,415

167

Class C

32

-

Fidelity Value Strategies Fund

5,578

2,356

Fidelity Value Strategies Fund Class K

1,131

520

Institutional Class

608

395

Total

$ 10,331

$ 3,993

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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

286

725

$ 10,432

$ 22,684

Reinvestment of distributions

41

18

1,447

513

Shares redeemed

(621)

(1,340)

(22,607)

(42,216)

Net increase (decrease)

(294)

(597)

$ (10,728)

$ (19,019)

Class T

 

 

 

 

Shares sold

256

862

$ 9,680

$ 28,085

Reinvestment of distributions

35

5

1,293

152

Shares redeemed

(829)

(1,767)

(31,364)

(57,990)

Net increase (decrease)

(538)

(900)

$ (20,391)

$ (29,753)

Class B

 

 

 

 

Shares sold

1

4

$ 15

$ 123

Shares redeemed

(82)

(161)

(2,729)

(4,616)

Net increase (decrease)

(81)

(157)

$ (2,714)

$ (4,493)

Class C

 

 

 

 

Shares sold

65

317

$ 2,159

$ 8,968

Reinvestment of distributions

1

-

29

-

Shares redeemed

(149)

(382)

(4,927)

(11,135)

Net increase (decrease)

(83)

(65)

$ (2,739)

$ (2,167)

Fidelity Value Strategies Fund

 

 

 

 

Shares sold

5,271

11,897

$ 214,648

$ 405,389

Reinvestment of distributions

127

73

4,998

2,266

Shares redeemed

(4,898)

(7,881)

(199,283)

(279,142)

Net increase (decrease)

500

4,089

$ 20,363

$ 128,513

Fidelity Value Strategies Fund Class K

 

 

 

 

Shares sold

419

3,420

$ 17,074

$ 116,082

Reinvestment of distributions

29

17

1,131

520

Shares redeemed

(771)

(2,727)

(31,507)

(102,509)

Net increase (decrease)

(323)

710

$ (13,302)

$ 14,093

Institutional Class

 

 

 

 

Shares sold

208

776

$ 8,101

$ 26,302

Reinvestment of distributions

14

11

523

327

Shares redeemed

(232)

(1,082)

(8,986)

(35,829)

Net increase (decrease)

(10)

(295)

$ (362)

$ (9,200)

Semiannual Report

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

Brown Brothers Harriman & Co.
Boston, MA

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions and
Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) soi1259227
1-800-544-5555

soi1259227
Automated line for quickest service

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

SOI-USAN-0714
1.786807.111

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

Value Strategies

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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

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

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

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,054.40

$ 4.92

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

Class T

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,053.30

$ 5.94

HypotheticalA

 

$ 1,000.00

$ 1,019.15

$ 5.84

Class B

1.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.20

$ 9.10

HypotheticalA

 

$ 1,000.00

$ 1,016.06

$ 8.95

Class C

1.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.40

$ 8.74

HypotheticalA

 

$ 1,000.00

$ 1,016.40

$ 8.60

Fidelity Value Strategies Fund

.67%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.20

$ 3.43

HypotheticalA

 

$ 1,000.00

$ 1,021.59

$ 3.38

Fidelity Value Strategies Fund Class K

.52%

 

 

 

Actual

 

$ 1,000.00

$ 1,057.10

$ 2.67

HypotheticalA

 

$ 1,000.00

$ 1,022.34

$ 2.62

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.00

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

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

LyondellBasell Industries NV Class A

6.7

5.8

Sanofi SA sponsored ADR

3.7

3.8

Apple, Inc.

3.3

3.0

Bank of America Corp.

3.3

3.5

Delphi Automotive PLC

3.2

2.8

Symantec Corp.

3.0

3.1

General Motors Co.

2.9

3.7

U.S. Bancorp

2.3

2.2

Alliant Techsystems, Inc.

2.3

2.2

AFLAC, Inc.

2.2

2.4

 

32.9

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

19.0

23.9

Health Care

15.0

14.3

Financials

12.4

11.4

Information Technology

12.0

12.4

Materials

9.4

8.8

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

soa1015429

Stocks 91.2%

 

soa1015429

Stocks 93.9%

 

soa1015432

Bonds 0.3%

 

soa1015432

Bonds 0.4%

 

soa1015435

Short-Term
Investments and
Net Other Assets (Liabilities) 8.5%

 

soa1015435

Short-Term
Investments and
Net Other Assets (Liabilities) 5.7%

 

* Foreign investments

18.4%

 

** Foreign investments

17.0%

 

soa1015438

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 91.2%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 19.0%

Auto Components - 4.4%

Delphi Automotive PLC

719,777

$ 49,708

Tenneco, Inc. (a)

164,524

10,488

TRW Automotive Holdings Corp. (a)

91,400

7,757

 

67,953

Automobiles - 3.5%

Bayerische Motoren Werke AG (BMW)

36,387

4,568

General Motors Co.

1,284,836

44,430

Volkswagen AG

18,856

4,967

 

53,965

Diversified Consumer Services - 0.9%

Service Corp. International

729,650

14,608

Hotels, Restaurants & Leisure - 1.7%

Cedar Fair LP (depositary unit)

227,420

11,833

Wyndham Worldwide Corp.

199,867

14,776

 

26,609

Household Durables - 3.4%

Lennar Corp. Class A (d)

424,700

17,370

PulteGroup, Inc.

744,504

14,562

Ryland Group, Inc.

151,400

5,708

Standard Pacific Corp. (a)

1,866,450

14,988

 

52,628

Leisure Products - 0.9%

Hasbro, Inc.

266,797

14,327

Media - 1.0%

Omnicom Group, Inc.

120,112

8,546

Regal Entertainment Group Class A (d)

363,100

7,084

 

15,630

Specialty Retail - 3.2%

Asbury Automotive Group, Inc. (a)

343,641

22,213

GameStop Corp. Class A (d)

751,713

28,452

 

50,665

TOTAL CONSUMER DISCRETIONARY

296,385

CONSUMER STAPLES - 5.3%

Beverages - 1.6%

Cott Corp. (d)

3,511,564

24,743

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - 1.2%

CVS Caremark Corp.

237,100

$ 18,570

Food Products - 1.8%

Bunge Ltd.

102,214

7,943

Calavo Growers, Inc.

232,028

7,256

SunOpta, Inc. (a)

984,885

13,247

 

28,446

Household Products - 0.7%

Procter & Gamble Co.

142,100

11,480

TOTAL CONSUMER STAPLES

83,239

ENERGY - 4.9%

Energy Equipment & Services - 0.8%

Halliburton Co.

183,600

11,868

Oil, Gas & Consumable Fuels - 4.1%

Denbury Resources, Inc. (d)

1,516,780

25,618

EP Energy Corp.

274,600

5,508

HollyFrontier Corp.

153,000

7,535

The Williams Companies, Inc.

154,500

7,255

Valero Energy Corp.

327,300

18,345

 

64,261

TOTAL ENERGY

76,129

FINANCIALS - 12.4%

Banks - 8.5%

Bank of America Corp.

3,355,213

50,798

CIT Group, Inc.

157,349

6,999

Citigroup, Inc.

227,323

10,814

Regions Financial Corp.

778,163

7,929

U.S. Bancorp

862,484

36,388

Wells Fargo & Co.

377,370

19,163

 

132,091

Capital Markets - 0.5%

The Blackstone Group LP

267,400

8,311

Insurance - 3.4%

AFLAC, Inc.

549,986

33,676

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

American International Group, Inc.

201,698

$ 10,906

Unum Group

235,260

7,978

 

52,560

TOTAL FINANCIALS

192,962

HEALTH CARE - 15.0%

Health Care Equipment & Supplies - 5.1%

Alere, Inc. (a)

172,283

6,163

Boston Scientific Corp. (a)

1,785,400

22,907

C.R. Bard, Inc.

75,400

11,152

St. Jude Medical, Inc.

463,300

30,068

Zimmer Holdings, Inc.

87,600

9,141

 

79,431

Health Care Providers & Services - 2.3%

DaVita HealthCare Partners, Inc. (a)

158,496

11,188

Universal Health Services, Inc. Class B

278,914

24,982

 

36,170

Life Sciences Tools & Services - 1.2%

Agilent Technologies, Inc.

180,700

10,289

PerkinElmer, Inc.

207,500

9,331

 

19,620

Pharmaceuticals - 6.4%

Johnson & Johnson

187,800

19,054

Merck & Co., Inc.

390,800

22,612

Sanofi SA sponsored ADR

1,088,444

58,014

 

99,680

TOTAL HEALTH CARE

234,901

INDUSTRIALS - 7.3%

Aerospace & Defense - 5.3%

Alliant Techsystems, Inc.

278,850

35,216

Esterline Technologies Corp. (a)

180,022

20,063

Honeywell International, Inc.

139,500

12,994

Textron, Inc.

223,717

8,774

United Technologies Corp.

47,400

5,509

 

82,556

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Building Products - 0.7%

Allegion PLC

69,366

$ 3,634

Armstrong World Industries, Inc. (a)

143,230

7,601

 

11,235

Machinery - 1.0%

Blount International, Inc. (a)

292,004

3,557

Ingersoll-Rand PLC

208,100

12,449

 

16,006

Trading Companies & Distributors - 0.3%

Aircastle Ltd.

290,150

4,869

TOTAL INDUSTRIALS

114,666

INFORMATION TECHNOLOGY - 12.0%

Communications Equipment - 0.3%

Cisco Systems, Inc.

204,600

5,037

IT Services - 0.6%

Fidelity National Information Services, Inc.

165,730

8,974

Semiconductors & Semiconductor Equipment - 3.7%

MagnaChip Semiconductor Corp. (a)

978,700

12,155

Micron Technology, Inc. (a)

911,183

26,051

ON Semiconductor Corp. (a)

855,870

7,438

Spansion, Inc. Class A (a)

613,543

11,688

 

57,332

Software - 4.1%

Microsoft Corp.

429,324

17,577

Symantec Corp.

2,116,671

46,546

 

64,123

Technology Hardware, Storage & Peripherals - 3.3%

Apple, Inc.

80,880

51,197

TOTAL INFORMATION TECHNOLOGY

186,663

MATERIALS - 9.4%

Chemicals - 9.0%

Ashland, Inc.

83,100

8,559

Axiall Corp.

81,626

3,772

LyondellBasell Industries NV Class A

1,055,392

105,085

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Chemicals - continued

PPG Industries, Inc.

77,296

$ 15,584

W.R. Grace & Co. (a)

83,628

7,700

 

140,700

Metals & Mining - 0.4%

Carpenter Technology Corp.

86,796

5,424

TOTAL MATERIALS

146,124

TELECOMMUNICATION SERVICES - 1.6%

Diversified Telecommunication Services - 1.6%

Level 3 Communications, Inc. (a)

558,139

24,363

UTILITIES - 4.3%

Electric Utilities - 0.4%

NextEra Energy, Inc.

67,700

6,591

Independent Power Producers & Energy Traders - 2.8%

Calpine Corp. (a)

822,963

19,191

The AES Corp.

1,687,800

23,798

 

42,989

Multi-Utilities - 1.1%

Sempra Energy

179,639

18,027

TOTAL UTILITIES

67,607

TOTAL COMMON STOCKS

(Cost $907,858)


1,423,039

Nonconvertible Bonds - 0.3%

 

Principal Amount (000s)

 

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Alpha Natural Resources, Inc. 6.25% 6/1/21

(Cost $6,457)

$ 7,670

 


5,254

Money Market Funds - 11.7%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

134,670,042

$ 134,670

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

47,596,174

47,596

TOTAL MONEY MARKET FUNDS

(Cost $182,266)


182,266

TOTAL INVESTMENT PORTFOLIO - 103.2%

(Cost $1,096,581)

1,610,559

NET OTHER ASSETS (LIABILITIES) - (3.2)%

(50,575)

NET ASSETS - 100%

$ 1,559,984

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
(Amounts in thousands)

Fidelity Cash Central Fund

$ 61

Fidelity Securities Lending Cash Central Fund

128

Total

$ 189

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

The Bon-Ton Stores, Inc.

$ 34,067

$ -

$ 18,895

$ 96

$ -

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

$ 296,385

$ 296,385

$ -

$ -

Consumer Staples

83,239

83,239

-

-

Energy

76,129

76,129

-

-

Financials

192,962

192,962

-

-

Health Care

234,901

234,901

-

-

Industrials

114,666

114,666

-

-

Information Technology

186,663

186,663

-

-

Materials

146,124

146,124

-

-

Telecommunication Services

24,363

24,363

-

-

Utilities

67,607

67,607

-

-

Corporate Bonds

5,254

-

5,254

-

Money Market Funds

182,266

182,266

-

-

Total Investments in Securities:

$ 1,610,559

$ 1,605,305

$ 5,254

$ -

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

United States of America

81.6%

Netherlands

6.7%

France

3.7%

Bailiwick of Jersey

3.2%

Canada

2.4%

Ireland

1.0%

Others (Individually Less Than 1%)

1.4%

 

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 $46,094) - See accompanying schedule:

Unaffiliated issuers (cost $914,315)

$ 1,428,293

 

Fidelity Central Funds (cost $182,266)

182,266

 

Total Investments (cost $1,096,581)

 

$ 1,610,559

Receivable for fund shares sold

1,284

Dividends receivable

3,140

Interest receivable

292

Distributions receivable from Fidelity Central Funds

95

Prepaid expenses

1

Other receivables

9

Total assets

1,615,380

 

 

 

Liabilities

Payable for investments purchased

$ 4,842

Payable for fund shares redeemed

1,891

Accrued management fee

505

Distribution and service plan fees payable

239

Other affiliated payables

292

Other payables and accrued expenses

31

Collateral on securities loaned, at value

47,596

Total liabilities

55,396

 

 

 

Net Assets

$ 1,559,984

Net Assets consist of:

 

Paid in capital

$ 1,286,257

Undistributed net investment income

5,603

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

(245,855)

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

513,979

Net Assets

$ 1,559,984

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 ($243,131.13 ÷ 6,443.134 shares)

$ 37.73

 

 

 

Maximum offering price per share (100/94.25 of $37.73)

$ 40.03

Class T:
Net Asset Value
and redemption price per share ($330,855.88 ÷ 8,461.266 shares)

$ 39.10

 

 

 

Maximum offering price per share (100/96.50 of $39.10)

$ 40.52

Class B:
Net Asset Value
and offering price per share ($9,087.63 ÷ 263.298 shares)A

$ 34.51

 

 

 

Class C:
Net Asset Value
and offering price per share ($53,786.57 ÷ 1,575.346 shares)A

$ 34.14

 

 

 

Fidelity Value Strategies Fund:
Net Asset Value
, offering price and redemption price per share ($734,547.43 ÷ 17,411.178 shares)

$ 42.19

 

 

 

Fidelity Value Strategies Fund Class K:
Net Asset Value
, offering price and redemption price per share ($111,429.42 ÷ 2,642.606 shares)

$ 42.17

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($77,145.66 ÷ 1,915.588 shares)

$ 40.27

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 (including $96 earned from other affiliated issuers)

 

$ 11,944

Interest

 

300

Income from Fidelity Central Funds

 

189

Total income

 

12,433

 

 

 

Expenses

Management fee
Basic fee

$ 4,177

Performance adjustment

(1,000)

Transfer agent fees

1,484

Distribution and service plan fees

1,445

Accounting and security lending fees

242

Custodian fees and expenses

8

Independent trustees' compensation

3

Registration fees

105

Audit

37

Legal

3

Miscellaneous

6

Total expenses before reductions

6,510

Expense reductions

(22)

6,488

Net investment income (loss)

5,945

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

20,094

Other affiliated issuers

(6,098)

 

Foreign currency transactions

(1)

Total net realized gain (loss)

 

13,995

Change in net unrealized appreciation (depreciation) on:

Investment securities

62,169

Assets and liabilities in foreign currencies

1

Total change in net unrealized appreciation (depreciation)

 

62,170

Net gain (loss)

76,165

Net increase (decrease) in net assets resulting from operations

$ 82,110

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)

$ 5,945

$ 11,916

Net realized gain (loss)

13,995

66,011

Change in net unrealized appreciation (depreciation)

62,170

293,442

Net increase (decrease) in net assets resulting
from operations

82,110

371,369

Distributions to shareholders from net investment income

(10,331)

(3,993)

Share transactions - net increase (decrease)

(29,873)

77,974

Total increase (decrease) in net assets

41,906

445,350

 

 

 

Net Assets

Beginning of period

1,518,078

1,072,728

End of period (including undistributed net investment income of $5,603 and undistributed net investment income of $9,989, respectively)

$ 1,559,984

$ 1,518,078

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

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

$ 11.87

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .12

  .23

  -H

  .13I

  .03J

  .06

Net realized and unrealized gain (loss)

  1.82

  8.25

  5.03

  (.49)

  4.32

  6.96

Total from investment operations

  1.94

  8.48

  5.03

  (.36)

  4.35

  7.02

Distributions from net investment income

  (.23)

  (.08)

  (.12)

  (.03)K

  -

  (.12)

Distributions from net realized gain

  -

  -

  -

  (.01)K

  (.01)

  -

Total distributions

  (.23)

  (.08)

  (.12)

  (.04)

  (.01)

  (.12)

Net asset value, end of period

$ 37.73

$ 36.02

$ 27.62

$ 22.71

$ 23.11

$ 18.77

Total ReturnB, C, D

  5.44%

  30.77%

  22.29%

  (1.57)%

  23.16%

  59.70%

Ratios to Average Net Assets F, L

 

 

 

 

 

Expenses before reductions

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of fee waivers, if any

  .96%A

  1.04%

  1.21%

  1.18%

  1.08%

  1.03%

Expenses net of all reductions

  .95%A

  1.03%

  1.21%

  1.17%

  1.07%

  1.02%

Net investment income (loss)

  .69%A

  .73%

  -%H

  .51%I

  .12%J

  .39%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 243

$ 243

$ 203

$ 190

$ 221

$ 206

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.28)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.11)%. JInvestment 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 (.05)%. KThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. LExpense 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

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

$ 12.25

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .09

  .18

  (.05) H

  .08I

  (.01) J

  .03

Net realized and unrealized gain (loss)

  1.89

  8.54

  5.22

  (.50)

  4.48

  7.21

Total from investment operations

  1.98

  8.72

  5.17

  (.42)

  4.47

  7.24

Distributions from net investment income

  (.16)

  (.02)

  (.07)

  -

  -

  (.05)

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.16)

  (.02)

  (.07)

  -

  (.01)

  (.05)

Net asset value, end of period

$ 39.10

$ 37.28

$ 28.58

$ 23.48

$ 23.90

$ 19.44

Total ReturnB, C, D

  5.33%

  30.52%

  22.08%

  (1.76)%

  22.98%

  59.40%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of fee waivers, if any

  1.16%A

  1.23%

  1.38%

  1.35%

  1.26%

  1.24%

Expenses net of all reductions

  1.16%A

  1.22%

  1.38%

  1.35%

  1.25%

  1.22%

Net investment income (loss)

  .48%A

  .54%

  (.17)%H

  .33%I

  (.06)%J

  .18%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 331

$ 335

$ 283

$ 274

$ 344

$ 339

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.07 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.45)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.29)%. JInvestment 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 (.23)%. KExpense 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

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

$ 11.03

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.02)

  (.02)

  (.18)H

  (.06)I

  (.13) J

  (.05)

Net realized and unrealized gain (loss)

  1.67

  7.54

  4.65

  (.44)

  4.03

  6.50

Total from investment operations

  1.65

  7.52

  4.47

  (.50)

  3.90

  6.45

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.51

$ 32.86

$ 25.34

$ 20.87

$ 21.37

$ 17.48

Total ReturnB, C, D

  5.02%

  29.68%

  21.42%

  (2.34)%

  22.29%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.78%A

  1.83%

  1.97%

  1.93%

  1.83%

  1.78%

Expenses net of all reductions

  1.77%A

  1.82%

  1.97%

  1.93%

  1.82%

  1.77%

Net investment income (loss)

  (.14)%A

  (.07)%

  (.76)%H

  (.25)%I

  (.64)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 9

$ 11

$ 13

$ 16

$ 30

$ 40

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.04)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.87)%. JInvestment 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 (.80)%. KExpense 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

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

$ 10.91

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.01)

  (.01)

  (.17) H

  (.05) I

  (.12) J

  (.05)

Net realized and unrealized gain (loss)

  1.65

  7.47

  4.59

  (.44)

  3.97

  6.43

Total from investment operations

  1.64

  7.46

  4.42

  (.49)

  3.85

  6.38

Distributions from net investment income

  (.02)

  -

  -

  -

  -

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.01)

  -

Total distributions

  (.02)

  -

  -

  -

  (.01)

  -

Net asset value, end of period

$ 34.14

$ 32.52

$ 25.06

$ 20.64

$ 21.13

$ 17.29

Total ReturnB, C, D

  5.04%

  29.77%

  21.41%

  (2.32)%

  22.25%

  58.48%

Ratios to Average Net Assets F, K

 

 

 

 

 

Expenses before reductions

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of fee waivers, if any

  1.71%A

  1.78%

  1.95%

  1.92%

  1.83%

  1.78%

Expenses net of all reductions

  1.71%A

  1.77%

  1.95%

  1.92%

  1.82%

  1.77%

Net investment income (loss)

  (.07)%A

  (.02)%

  (.75)%H

  (.24)%I

  (.63)%J

  (.36)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 54

$ 54

$ 43

$ 40

$ 49

$ 43

Portfolio turnover rateG

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees 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. GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.02)%. IInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.86)%. JInvestment 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 (.80)%. KExpense 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 - Fidelity Value Strategies Fund

 

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

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

$ 13.21

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .20

  .37

  .09G

  .22H

  .09I

  .11

Net realized and unrealized gain (loss)

  2.04

  9.20

  5.62

  (.54)

  4.83

  7.73

Total from investment operations

  2.24

  9.57

  5.71

  (.32)

  4.92

  7.84

Distributions from net investment income

  (.33)

  (.18)

  (.19)

  (.10)J

  -

  (.16)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.33)

  (.18)

  (.19)

  (.11)

  (.01)

  (.16)

Net asset value, end of period

$ 42.19

$ 40.28

$ 30.89

$ 25.37

$ 25.80

$ 20.89

Total ReturnB, C

  5.62%

  31.14%

  22.69%

  (1.29)%

  23.54%

  60.05%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of fee waivers, if any

  .67%A

  .73%

  .89%

  .88%

  .81%

  .78%

Expenses net of all reductions

  .67%A

  .72%

  .89%

  .88%

  .80%

  .77%

Net investment income (loss)

  .97%A

  1.03%

  .31%G

  .80%H

  .39%I

  .64%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 735

$ 681

$ 396

$ 284

$ 360

$ 237

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .04%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .18%. IInvestment 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 .22%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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 - Fidelity Value Strategies Fund Class K

 

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

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

$ 13.23

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .23

  .43

  .14G

  .28H

  .15I

  .16

Net realized and unrealized gain (loss)

  2.04

  9.18

  5.61

  (.55)

  4.82

  7.70

Total from investment operations

  2.27

  9.61

  5.75

  (.27)

  4.97

  7.86

Distributions from net investment income

  (.38)

  (.22)

  (.24)

  (.16)J

  -

  (.23)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.38)

  (.22)

  (.24)

  (.17)

  (.01)

  (.23)

Net asset value, end of period

$ 42.17

$ 40.28

$ 30.89

$ 25.38

$ 25.82

$ 20.86

Total ReturnB, C

  5.71%

  31.34%

  22.93%

  (1.11)%

  23.81%

  60.52%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of fee waivers, if any

  .52%A

  .58%

  .71%

  .68%

  .58%

  .51%

Expenses net of all reductions

  .51%A

  .57%

  .71%

  .68%

  .56%

  .49%

Net investment income (loss)

  1.12%A

  1.18%

  .50%G

  1.00%H

  .62%I

  .91%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 111

$ 119

$ 70

$ 47

$ 47

$ 27

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .22%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .38%. IInvestment 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 .46%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

$ 12.67

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .18

  .34

  .08G

  .22H

  .10I

  .11

Net realized and unrealized gain (loss)

  1.95

  8.79

  5.37

  (.53)

  4.63

  7.38

Total from investment operations

  2.13

  9.13

  5.45

  (.31)

  4.73

  7.49

Distributions from net investment income

  (.32)

  (.18)

  (.20)

  (.11)J

  -

  (.19)

Distributions from net realized gain

  -

  -

  -

  (.01)J

  (.01)

  -

Total distributions

  (.32)

  (.18)

  (.20)

  (.12)

  (.01)

  (.19)

Net asset value, end of period

$ 40.27

$ 38.46

$ 29.51

$ 24.26

$ 24.69

$ 19.97

Total ReturnB, C

  5.60%

  31.11%

  22.67%

  (1.30)%

  23.67%

  60.08%

Ratios to Average Net Assets E, K

 

 

 

 

 

Expenses before reductions

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of fee waivers, if any

  .70%A

  .76%

  .90%

  .86%

  .74%

  .70%

Expenses net of all reductions

  .70%A

  .75%

  .90%

  .86%

  .73%

  .69%

Net investment income (loss)

  .94%A

  1.00%

  .31%G

  .82%H

  .46%I

  .71%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 77

$ 74

$ 66

$ 52

$ 53

$ 48

Portfolio turnover rateF

  5%A

  22%

  23%

  34%

  99%

  161%

AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.08 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .03%. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.16 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .20%. IInvestment 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%. JThe amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown. KExpense 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® Value Strategies 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, Fidelity Value Strategies Fund, Fidelity Value Strategies Fund Class K 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 the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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 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

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 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, partnerships, market discount, deferred trustees compensation, 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

$ 530,276

Gross unrealized depreciation

(18,870)

Net unrealized appreciation (depreciation) on securities and other investments

$ 511,406

 

 

Tax cost

$ 1,099,153

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

$ (70,991)

2017

(187,132)

Total capital loss carryforward

$ (258,123)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $35,414 and $114,362, 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 relative investment performance of Fidelity Value Strategies as compared to its benchmark index, the Russell Midcap® Value Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .42% 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%

$ 301

$ 5

Class T

.25%

.25%

826

11

Class B

.75%

.25%

52

39

Class C

.75%

.25%

266

17

 

 

 

$ 1,445

$ 72

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

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.

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

 

Retained
by FDC

Class A

$ 11

Class T

4

Class B*

1

Class C*

1

 

$ 17

* 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 K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 282

.23

Class T

310

.19

Class B

16

.30

Class C

63

.24

Fidelity Value Strategies Fund

703

.20

Fidelity Value Strategies Fund Class K

26

.04

Institutional Class

84

.23

 

$ 1,484

 

* Annualized

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 $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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income

Semiannual Report

7. Security Lending - continued

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 $128, including ninety-three dollars 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 $20 for the period.

In addition, the investment adviser reimbursed a portion of the Fund's operating expenses during the period in the amount of $2.

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

$ 1,567

$ 555

Class T

1,415

167

Class C

32

-

Fidelity Value Strategies Fund

5,578

2,356

Fidelity Value Strategies Fund Class K

1,131

520

Institutional Class

608

395

Total

$ 10,331

$ 3,993

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

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

286

725

$ 10,432

$ 22,684

Reinvestment of distributions

41

18

1,447

513

Shares redeemed

(621)

(1,340)

(22,607)

(42,216)

Net increase (decrease)

(294)

(597)

$ (10,728)

$ (19,019)

Class T

 

 

 

 

Shares sold

256

862

$ 9,680

$ 28,085

Reinvestment of distributions

35

5

1,293

152

Shares redeemed

(829)

(1,767)

(31,364)

(57,990)

Net increase (decrease)

(538)

(900)

$ (20,391)

$ (29,753)

Class B

 

 

 

 

Shares sold

1

4

$ 15

$ 123

Shares redeemed

(82)

(161)

(2,729)

(4,616)

Net increase (decrease)

(81)

(157)

$ (2,714)

$ (4,493)

Class C

 

 

 

 

Shares sold

65

317

$ 2,159

$ 8,968

Reinvestment of distributions

1

-

29

-

Shares redeemed

(149)

(382)

(4,927)

(11,135)

Net increase (decrease)

(83)

(65)

$ (2,739)

$ (2,167)

Fidelity Value Strategies Fund

 

 

 

 

Shares sold

5,271

11,897

$ 214,648

$ 405,389

Reinvestment of distributions

127

73

4,998

2,266

Shares redeemed

(4,898)

(7,881)

(199,283)

(279,142)

Net increase (decrease)

500

4,089

$ 20,363

$ 128,513

Fidelity Value Strategies Fund Class K

 

 

 

 

Shares sold

419

3,420

$ 17,074

$ 116,082

Reinvestment of distributions

29

17

1,131

520

Shares redeemed

(771)

(2,727)

(31,507)

(102,509)

Net increase (decrease)

(323)

710

$ (13,302)

$ 14,093

Institutional Class

 

 

 

 

Shares sold

208

776

$ 8,101

$ 26,302

Reinvestment of distributions

14

11

523

327

Shares redeemed

(232)

(1,082)

(8,986)

(35,829)

Net increase (decrease)

(10)

(295)

$ (362)

$ (9,200)

Semiannual Report

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)

SO-USAN-0714
1.786805.111

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 29, 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 29, 2014

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

July 29, 2014