OTC PORTFOLIO
SUPPLEMENT TO THE PROSPECTUS DATED SEPTEMBER 25, 1993
   The following information replaces the fourth paragraph of the section
    
   entitled "OTC Portfolio and the Fidelity Organization" on page 9.    
   Abigail Johnson is manager of OTC, which she has managed since April
    
   1994.  Previously, she managed Dividend Growth and the Select Industrial
    
   Equipment, Developing Communications, and Telecommunications     
   Portfolios. Ms. Johnson joined Fidelity in 1988.    
The following information replaces the fourth paragraph under the heading 
"Share Price" on page 11.
The fund's sales charge may be reduced if you invest directly with Fidelity 
or through prototype or prototype-like retirement plans sponsored by FMR 
or FMR Corp. Purchases made with assistance or intervention from a 
financial intermediary are not eligible. The amount you invest, plus the 
value of your account, must fall within the ranges shown below. Call 
Fidelity to see if your purchase qualifies.
 Ranges Sales charge Net amount invested
 $0 - 249,000 3% 3.09%
 $250,000 - 499,999 2% 2.04%
 $500,000 - 999,999 1% 1.01%
 $1,000,000 or more none none
The sales charge will also be reduced by the percentage of any sales charge 
you previously paid on investments in other Fidelity funds (not including 
Fidelity's Foreign Currency Funds). Similarly, your shares carry credit for 
any sales charge you would have paid if the reductions in the table above 
had not been available. These sales charge credits only apply if you 
continuously owned Fidelity fund shares or a Fidelity brokerage core 
account, or participated in The CORPORATEplan for Retirement 
Program, and only to purchases made in one of the following ways:  (i) by 
exchange from another Fidelity fund; (ii) with proceeds of a transaction 
within a Fidelity brokerage core account, including any free credit 
balance, core money market fund, or margin availability, to the extent such 
proceeds were derived from redemption proceeds from another Fidelity 
fund; (iii) with redemption proceeds from one of Fidelity's Foreign 
Currency Funds, if the Foreign Currency Fund 
OTC PORTFOLIO
SUPPLEMENT TO THE PROSPECTUS DATED SEPTEMBER 25, 1993
   The following information replaces the fourth paragraph of the section
    
   entitled "OTC Portfolio and the Fidelity Organization" on page 9.    
   Abigail Johnson is manager of OTC, which she has managed since April
    
   1994.  Previously, she managed Dividend Growth and the Select Industrial
    
   Equipment, Developing Communications, and Telecommunications     
   Portfolios. Ms. Johnson joined Fidelity in 1988.    
The following information replaces the fourth paragraph under the heading 
"Share Price" on page 11.
The fund's sales charge may be reduced if you invest directly with Fidelity 
or through prototype or prototype-like retirement plans sponsored by FMR 
or FMR Corp. Purchases made with assistance or intervention from a 
financial intermediary are not eligible. The amount you invest, plus the 
value of your account, must fall within the ranges shown below. Call 
Fidelity to see if your purchase qualifies.
 Ranges Sales charge Net amount invested
 $0 - 249,000 3% 3.09%
 $250,000 - 499,999 2% 2.04%
 $500,000 - 999,999 1% 1.01%
 $1,000,000 or more none none
The sales charge will also be reduced by the percentage of any sales charge 
you previously paid on investments in other Fidelity funds (not including 
Fidelity's Foreign Currency Funds). Similarly, your shares carry credit for 
any sales charge you would have paid if the reductions in the table above 
had not been available. These sales charge credits only apply if you 
continuously owned Fidelity fund shares or a Fidelity brokerage core 
account, or participated in The CORPORATEplan for Retirement 
Program, and only to purchases made in one of the following ways:  (i) by 
exchange from another Fidelity fund; (ii) with proceeds of a transaction 
within a Fidelity brokerage core account, including any free credit 
balance, core money market fund, or margin availability, to the extent such 
proceeds were derived from redemption proceeds from another Fidelity 
fund; (iii) with redemption proceeds from one of Fidelity's Foreign 
Currency Funds, if the Foreign Currency Fund 
   OTC-94-1     Page 1 of 2 April 1994
   OTC-94-1     Page 1 of 2 April 1994
 
shares were originally purchased with redemption proceeds from a Fidelity 
fund; (iv) through the Directed Dividends Option (see page 14); or (v) by 
participants in The CORPORATEplan for Retirement Program when 
shares are purchased through plan-qualified loan repayments, and for 
exchanges into and out of the Managed Income Portfolio. 
   The following information replaces the corresponding section of the
fifth     
   paragraph under the heading "Share Price" on page 12.    
   The fund's sales charge will not apply...(7) if you are a current or
former     
   trustee or officer of a Fidelity fund or a current or retired officer,
director,     
   or regular employee of FMR Corp. or its direct or indirect subsidiaries
(a     
   Fidelity Trustee or employee), the spouse of a Fidelity trustee or
employee,     
   a Fidelity trustee or employee acting as custodian for a minor child, or
a     
   person acting as trustee of a trust for the sole benefit of the minor
child of     
   a Fidelity trustee or employee;    
The following information supplements the seventh paragraph under the 
heading "Share Price" on page 12.
Effective February 1, 1994, the sales charge paid to qualified recipients 
will be 2.25% of the fund's offering price.
shares were originally purchased with redemption proceeds from a Fidelity 
fund; (iv) through the Directed Dividends Option (see page 14); or (v) by 
participants in The CORPORATEplan for Retirement Program when 
shares are purchased through plan-qualified loan repayments, and for 
exchanges into and out of the Managed Income Portfolio. 
   The following information replaces the corresponding section of the
fifth     
   paragraph under the heading "Share Price" on page 12.    
   The fund's sales charge will not apply...(7) if you are a current or
former     
   trustee or officer of a Fidelity fund or a current or retired officer,
director,     
   or regular employee of FMR Corp. or its direct or indirect subsidiaries
(a     
   Fidelity Trustee or employee), the spouse of a Fidelity trustee or
employee,     
   a Fidelity trustee or employee acting as custodian for a minor child, or
a     
   person acting as trustee of a trust for the sole benefit of the minor
child of     
   a Fidelity trustee or employee;    
The following information supplements the seventh paragraph under the 
heading "Share Price" on page 12.
Effective February 1, 1994, the sales charge paid to qualified recipients 
will be 2.25% of the fund's offering price.
 Page 2 of 2 
 Page 2 of 2 
 
OTC PORTFOLIO
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED SEPTEMBER 25, 1993
MANAGEMENT CONTRACT.  Effective November 1, 1993, FMR agreed to voluntarily
adopt the revised group fee rate schedule shown below for purposes of
calculating the group fee component of the management fee.  The revised
schedule provides for lower management fees as total assets under
management increase, and it will be presented to shareholders for approval
at the next shareholder meeting.
 GROUP FEE RATE SCHEDULE                                  EFFECTIVE ANNUAL
FEE RATES
 


                                                                           
     Average Group   Annualized   Group Net                     Effective Annual Fee   
 Assets               Rate         Assets                       Rate                   
 

 
0-$3 billion       .520%    $ 0.5 billion   .5200%   
 
3-6                .490      25             .4238    
 
6-9                .460      50             .3823    
 
9-12               .430      75             .3626    
 
12-15              .400     100             .3512    
 
15-18              .385     125             .3430    
 
18-21              .370     150             .3371    
 
21-24              .360     175             .3325    
 
24-30              .350     200             .3284    
 
30-36              .345     225             .3253    
 
36-42              .340     250             .3223    
 
42-48              .335     275             .3198    
 
48-66              .325     300             .3175    
 
66-84              .320     325             .3153    
 
84-102             .315     350             .3133    
 
102-138            .310                              
 
138-174            .305                              
 
174-228            .300                              
 
228-282            .295                              
 
282-336            .290                              
 
        Over 336   .285                              
 
 
 
 
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION.  The fund's sales charge
may be reduced to reflect sales charges previously paid, or that would have
been paid absent a reduction as noted in the prospectus, in connection with
investments in other Fidelity funds. This includes reductions for
investments in prototype or prototype-like retirement plans sponsored by
FMR or FMR Corp., which are listed on page 13.
   The following replaces the corresponding section under the heading
"Additional Purchase and Redemption Information" on page 13.    
    In addition, the fund's sales charge will not apply...(8) if you are a
current or former Trustee or officer of a Fidelity fund or a current or
retired officer, director, or regular employee of FMR Corp. or its direct
or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a
Fidelity Trustee or employee, a Fidelity Trustee or employee acting as
custodian for a minor child, or a person acting as trustee of a trust for
the sole benefit of the minor child of a Fidelity Trustee or employee;    
 
   OTCB-94-1     Page 1 of 2        May 5, 1994    
   The following supplements the information found under the heading
"Additional Purchase and Redemption Information" on page 13.    
 
    In addition, the fund's sales charge will not apply.....(11) if you are
a registered investment adviser (RIA) purchasing for your discretionary
accounts, provided you execute a Fidelity RIA load waiver agreement which
specifies certain aggregate minimum and operating provisions. This waiver
is available only for shares purchased directly from Fidelity, without a
broker, and is unavailable if the RIA is part of an organization
principally engaged in the brokerage business; or (12) if you are a trust
institution or bank trust department purchasing for your non-discretionary,
non-retirement fiduciary accounts, provided you execute a Fidelity Trust
load waiver agreement which specifies certain aggregate minimum and
operating provisions. This waiver is available only for shares purchased
directly from Fidelity or through a bank-affiliated broker, and is
unavailable if the trust department or institution is part of an
organization not principally engaged in banking or trust activities.    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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