SCHEDULE 14A INFORMATION
 
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
                 Filed by the Registrant                      [X]    
 
                 Filed by a Party other than the Registrant   [  ]   
 
Check the appropriate box:
 


                                                                         
[  ]   Preliminary Proxy Statement                                             
 
                                                                               
 
[  ]   Preliminary Additional Materials                                        
 
                                                                               
 
[  ]   Definitive Proxy Statement                                              
 
                                                                               
 
[X]    Definitive Additional Materials                                         
 
                                                                               
 
[  ]   Soliciting Material Pursuant to Sec. 240.14a-11(e) or Sec. 240.14a-12   
 

 
 


                                                                               
      (Name of Registrant as Specified In Its Charter) Fidelity Securities Fund         
 

 
 


                                                                            
            (Name of Person(s) Filing Proxy Statement) Arthur S. Loring, Secretary   
 

 
Payment of Filing Fee (Check the appropriate box):
 


                                                                                      
[  ]   $125 per Exchange Act Rules 0-11(c)(ii), 14a-6(j) (1), or 14a-6(j) (2).              
 
                                                                                            
 
[  ]   $500 per each party to the controversy pursuant to Exchange Act Rule 14a-6(j) (3).   
 
                                                                                            
 
[  ]   Fee computed on table below per Exchange Act Rules 14a-6(j) (4) and 0-11.            
 

 
            (1)   Title of each class of securities to which                
 
                  transaction applies:                                      
 
                                                                            
 
            (2)   Aggregate number of securities to which                   
 
                  transaction applies:                                      
 
                                                                            
 
            (3)   Per unit price or other underlying value of transaction   
 
                  computed pursuant to Exchange Act Rule 0-11:              
 
                                                                            
 
            (4)   Proposed maximum aggregate value of transaction:          
 
 


                                                                                             
[X]   Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a) (2)      
 
      and identify the filing for which the offsetting fee was paid previously.  Identify the      
 
      previous filing by registration statement number, or the Form or Schedule and the date of    
 
      its filing.                                                                                  
 

 
      (1)   Amount Previously Paid: $125                             
 
                                                                     
 
      (2)   Form, Schedule or Registration Statement No.: 811-4118   
 
                                                                     
 
      (3)   Filing Party: Registrant                                 
 
                                                                     
 
      (4)   Date Filed:  April 13, 1994                              
 
July 1994 Shareholder Meetings
Fidelity Balanced
Fidelity Blue Chip Growth
Fidelity Dividend Growth Fund
Fidelity Ginnie Mae Portfolio
Fidelity Global Balanced Fund
Fidelity Growth & Income Portfolio
Fidelity Low-Priced Stock Fund
Fidelity Mortgage Securities Fund
Fidelity OTC Portfolio
Fidelity Puritan Fund
Spartan Limited Maturity Government Fund
PROXY BASICS
Mutual funds follow certain "fundamental" investment and procedural
guidelines that can only be changed by shareholder approval.  To gain
approval, we hold a shareholder meeting.  Shareholders do not need to
attend the meeting to vote; they cast their votes when they return signed
proxy cards.  
We mail proxies to all fund shareholders who own the fund on the record
date (8 1/2 weeks before the scheduled meeting). A shareholder is entitled
to one vote for each share they own on that date.  To pass any fund
proposal at a shareholder meeting, we must have the approval of the
majority of outstanding shares.  That means we need votes from at least 50%
of the total outstanding shares (known as "quorum"); and of those votes, at
least 67% must be affirmative.
Each shareholder vote is significant.  If we do not receive a majority vote
on each proposal we must send further mailings to secure it.  This is a
costly process that is borne, in most cases, entirely by the fund (except
for Spartan funds).  Thus, the fund's shareholders ultimately pay for a
delayed vote.
When discussing proposals with shareholders, you cannot recommend how the
shareholder should vote.  The most direct statement you can make is to say
that the fund's Board of Trustees believes that the proposal is fair,
reasonable, and in the best interest of the fund's shareholders.  Further,
you can say the Board recommends that shareholders vote FOR each proposal.
WHAT PROXY MATERIALS DO WE SEND?
A proxy mailing contains four items: 
n a cover letter with a summary of each proposal
n a proxy statement with detailed descriptions of each proposal
n a proxy card for shareholders to cast their vote
n a return envelope
The kit may also include a fund's annual report.
HOW TO SIGN THE PROXY CARD
We cannot accept proxy cards that are not signed correctly.  Below is a
copy of the signature side of a proxy card.  Please use the following
guidelines with shareholders to assure they complete their card properly:
For individual accounts:  The shareholder's name should be signed exactly
as it appears in the registration on the card.
For joint accounts:  Either owner may sign, but the name of the person
signing should conform exactly to a name shown in the registration.
For all other accounts:  The capacity of the individual signing must be
shown.  For example, a custodian for a UGMA account should sign, "Lee
Jones, Custodian."
Once signed, the shareholder should mail the card back to us in the special
postage-paid envelope enclosed in the proxy mailing.
Fidelity Blue Chip Growth Fund
a fund of Fidelity Securities Fund
Record date:  May 16, 1994 
Meeting date:   July 13 , 1994, 10:00 a.m.
Proposal 1
Elect Board of Trustees. 
This is a routine matter.  Twelve trustees are up for election, including
Fidelity's first woman trustee Phyllis Burke Davis.
  
Proposal 2
Re-elect the accountants. 
This is a standard proposal ratifying Coopers & Lybrand as the fund's
accountants.
Proposal 3
Provide dollar-based voting rights for shareholders.
This proposal seeks to amend the Declaration of Trust to provide voting
rights based on a shareholder's total dollar interest in the fund rather
than on the number of shares he or she owns.
Proposal 4 & 5
Approve sub-advisory agreements between FMR and its foreign subsidiaries.
These proposals ask shareholders to formalize FMR U.K. and FMR Far East's
role in providing investment advice and research on foreign securities to
fund management. Because FMR already pays all of the sub-advisors' fees,
the proposed agreement would not affect the fees the fund pays FMR.
Proposal 6
Modify the fund's management contract to lower the Group Fee.
If passed, this proposal would provide for lower fees when FMR's assets
under management exceed certain levels. The proposed contract will result
in a management fee which is the same as, or lower than, the current fee.
Proposal 7
Change the way we notify shareholders about Trustee appointments.
This change would amend the Declaration of Trust and eliminate the fund's
requirement to notify shareholders within three months of new trustee
appointments.  Instead, notification may be included in the fund's next
financial report.
Proposals 8 & 9
Permit investments in another open-end investment company. 
These changes would amend the Declaration of Trust to allow the investment
of  all of  the fund's assets in another open-end mutual fund with
substantially the same investment objectives and policies in order to
improve operational efficiencies.  The likelihood of investing  only in
FMR-managed funds currently is very high.
Proposals 15
Amends the fund's real estate limit.
This proposal would give the fund greater flexibility with regard to
investments in real estate.
This proposal is not expected to change the investment performance of the
fund or how it is managed.
Proposal 16-21, 24, 26
Adopt standardized investment limitations.
The primary purpose of these proposals is to revise the fund's investment
limitations to facilitate FMR's compliance efforts with standardized
investment guidelines.  These proposals clarify the fund's investment
parameters and reflect changes in the market and regulatory policies in
recent years.  Approval of these ten proposals is unlikely to affect the
fund's investment techniques.
Fidelity Dividend Growth Fund
a fund of Fidelity Securities Fund
Record date:  May 16, 1994 
Meeting date:    July 13, 1994, 10:00  a.m.
Proposal 1
Elect Board of Trustees. 
This is a routine matter.  Twelve trustees are up for election, including
Fidelity's first woman trustee Phyllis Burke Davis.
  
Proposal 2
Re-elect the accountants. 
This is a standard proposal ratifying Coopers & Lybrand as the fund's
accountants.
Proposal 3
Provide dollar-based voting rights for shareholders.
This proposal seeks to amend the Declaration of Trust to provide voting
rights based on a shareholder's total dollar interest in the fund rather
than on the number of shares he or she owns.
Proposal 6
Modify the fund's management contract to lower the Group Fee.
If passed, this proposal would provide for lower fees when FMR's assets
under management exceed certain levels. The proposed contract will result
in a management fee which is the same as, or lower than, the current  fee.
Proposal 7
Change the way we notify shareholders about Trustee appointments.
This change would amend the Declaration of Trust and eliminate the fund's
requirement to notify shareholders within three months of new trustee
appointments.  Instead, notification may be included in the fund's next
financial report.
Proposals 8 & 9
Permit investments in another open-end investment company. 
These changes would amend the Declaration of Trust to allow the investment
of  all of  the fund's assets in another open-end mutual fund with
substantially the same investment objectives and policies in order to
improve operational efficiencies.  The likelihood of investing  only in
FMR-managed funds currently is very high.
Fidelity Growth & Income Portfolio 
a fund of Fidelity Securities Fund
Record date:  May 16, 1994 
Meeting date:    July 13, 1994, 10:00  a.m.
Proposal 1
Elect Board of Trustees. 
This is a routine matter.  Twelve trustees are up for election, including
Fidelity's first woman trustee Phyllis Burke Davis.
  
Proposal 2
Re-elect the accountants. 
This is a standard proposal ratifying Coopers & Lybrand as the fund's
accountants.
Proposal 3
Provide dollar-based voting rights for shareholders.
This proposal seeks to amend the Declaration of Trust to provide voting
rights based on a shareholder's total dollar interest in the fund rather
than on the number of shares he or she owns.
Proposal 4 & 5
Approve sub-advisory agreements between FMR and its foreign subsidiaries.
These proposals ask shareholders to formalize FMR U.K. and FMR Far East's
role in providing investment advice and research on foreign securities to
fund management. Because FMR already pays all of the sub-advisors' fees,
the proposed agreement would not affect the fees the fund pays FMR.
Proposal 6
Modify the fund's management contract to lower the Group Fee.
If passed, this proposal would provide for lower fees when FMR's assets
under management exceed certain levels. The proposed contract will result
in a management fee which is the same as, or lower than, the current  fee.
Proposal 7
Change the way we notify shareholders about Trustee appointments.
This change would amend the Declaration of Trust and eliminate the fund's
requirement to notify shareholders within three months of new trustee
appointments.  Instead, notification may be included in the fund's next
financial report.
Proposals 8 & 9
Permit investments in another open-end investment company. 
These changes would amend the Declaration of Trust to allow the investment
of  all of  the fund's assets in another open-end mutual fund with
substantially the same investment objectives and policies in order to
improve operational efficiencies.  The likelihood of investing  only in
FMR-managed funds currently is very high.
Proposal 10
Modify the fund's objective and replace one of the fund's fundamental
policies with a similar non-fundamental policy.
This proposal would change the fund's objective from "growth of income" to
one that seeks "high total return through a combination of current income
and capital appreciation."  If approved, the proposal will also change the
fund's "fundamental" policies to  non-fundamental policies to provide the
fund the authority to invest in all types of securities in search of
long-term growth of capital and current income. Approval of this proposal 
is  not expected to change the way the fund is managed.
Proposals 13-15
Amends or eliminates certain fundamental limitations and policies.
These proposals seek to give the fund greater flexibility in the choice and
management of its investments in pursuing its objectives.
Proposals 16-20, 22, 23, & 25-28
Adopt standardized investment limitations.
The primary purpose of these proposals is to revise the fund's investment
limitations to facilitate FMR's compliance efforts with standardized
investment guidelines.  These proposals clarify the fund's investment
parameters and reflect changes in the market and regulatory policies in
recent years.  Approval of these ten proposals is unlikely to affect the
fund's investment techniques.
Fidelity OTC Portfolio
a fund of Fidelity Securities Fund
Record date:  May 16, 1994 
Meeting date:    July 13, 1994, 10:00  a.m.
Proposal 1
Elect Board of Trustees. 
This is a routine matter.  Twelve trustees are up for election, including
Fidelity's first woman trustee Phyllis Burke Davis.
  
Proposal 2
Re-elect the accountants. 
This is a standard proposal ratifying Coopers & Lybrand as the fund's
accountants.
Proposal 3
Provide dollar-based voting rights for shareholders.
This proposal seeks to amend the Declaration of Trust to provide voting
rights based on a shareholder's total dollar interest in the fund rather
than on the number of shares he or she owns.
Proposals 4 & 5
Approve sub-advisory agreements between FMR and its foreign subsidiaries.
These proposals ask shareholders to formalize FMR U.K. and FMR Far East's
role in providing investment advice and research on foreign securities to
fund management. Because FMR already pays all of the sub-advisors fees, the
proposed agreement would not affect the fees the fund pays FMR.
Proposal 6
Modify the fund's management contract to lower the Group Fee.
If passed, this proposal would provide for lower fees when FMR's assets
under management exceed certain levels. The proposed contract will result
in a management fee which is the same as, or lower than, the current  fee.
Proposal 7
Change the way we notify shareholders about Trustee appointments.
This change would amend the Declaration of Trust and eliminate the fund's
requirement to notify shareholders within three months of new trustee
appointments.  Instead, notification may be included in the fund's next
financial report.
Proposals 8 & 9
Permit investments in another open-end investment company. 
These changes would amend the Declaration of Trust to allow the investment
of  all of  the fund's assets in another open-end mutual fund with
substantially the same investment objectives and policies in order to
improve operational efficiencies.  The likelihood of investing  only in
FMR-managed funds currently is very high.
Proposals 11-15
Amends or eliminates certain fundamental limitations and policies.
These proposals seek to give the fund greater flexibility in the choice and
management of its investments in pursuing its objectives.
Proposals 16-20, 22, 23, 25-28
Adopt standardized investment limitations.
The primary purpose of these proposals is to revise the fund's investment
limitations to facilitate FMR's compliance efforts with standardized
investment guidelines.  These proposals clarify the fund's investment
parameters and reflect changes in the market and regulatory policies in
recent years.  Approval of these ten proposals is unlikely to affect the
fund's investment techniques.