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- 4118

Fidelity Securities Fund
 (Exact name of registrant as specified in charter)

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

July 31

Date of reporting period:

January 31, 2004

Item 1. Reports to Stockholders

Fidelity®

Real Estate Income

Fund

Semiannual Report

January 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

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.

For a free copy of the fund's proxy voting guidelines visit www.fidelity.com/goto/proxyguidelines, call 1-800-544-8544, or visit the Securities and Exchange Commision's website at www.sec.gov.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

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.

Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.

Neither the fund nor Fidelity Distributors Corporation is a bank.

For more information on any Fidelity fund, including charges and expenses, call 1-800-544-6666 for a free prospectus. Read it carefully before you invest or send money.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Many of you have read or heard news stories recently that were critical of mutual funds and made allegations that the mutual fund industry has been less than forthright. I find these reports unsettling and not necessarily an accurate picture of the overall industry, and I would like you to know where we at Fidelity stand.

With specific regard to allegations that certain mutual fund companies were violating the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities, I want to say two things:

First, Fidelity does not have agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not to say that someone could not deceive the company through fraudulent acts. But I underscore that we have no so-called "agreements" which would permit this illegal practice.

Second, Fidelity has been on record for years opposing predatory short-term trading which adversely affects other shareholders in a mutual fund. In fact, in the 1980s, we began charging a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. What's more, several years ago we took the industry lead in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. It is reasonable to assume that another structure can be developed that would alter the system to make it much more difficult for predatory traders to operate. This, however, will only be achieved through close cooperation among regulators, legislators and the industry.

Certainly no industry is perfect, and there have been instances of unethical and illegal activity from time to time within the mutual fund industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. Clearly, every system can be improved. We applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings. But we remain concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems.

For more than 57 years, Fidelity Investments has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Many of them were family and friends. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Top Five Stocks as of January 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Equity Office Properties Trust Series B, 5.25%

1.6

1.8

Apartment Investment & Management Co.
Series T, 8.00%

1.3

1.9

Saul Centers, Inc. 8.00%

1.1

0.0

Cousins Properties, Inc. Series A, 7.75%

1.1

1.6

Parkway Properties, Inc. Series D, 8.00%

1.1

1.9

6.2

Top Five Bonds as of January 31, 2004

(with maturities greater than one year)

% of fund's
net assets

% of fund's net assets
6 months ago

J.P. Morgan Commercial Mortgage Finance Corp. Series 1997-C5 Class F, 7.5605% 9/15/29

1.6

0.0

Crescent Real Estate Equities LP 7.5% 9/15/07

0.9

1.1

Healthcare Realty Trust, Inc. 8.125% 5/1/11

0.8

0.6

Mariner Health Care, Inc. 8.25% 12/15/13

0.7

0.0

Florida Panthers Holdings, Inc. 9.875% 4/15/09

0.7

0.3

4.7

Asset Allocation (% of fund's net assets)

As of January 31, 2004 *

As of July 31, 2003 **

Stocks 40.6%

Stocks 42.6%

Bonds 44.4%

Bonds 40.8%

Convertible
Securities 3.9%

Convertible
Securities 8.3%

Other Investments 1.3%

Other Investments 0.8%

Short-Term
Investments and
Net Other Assets 9.8%

Short-Term
Investments and
Net Other Assets 7.5%

* Foreign
investments

1.4%

** Foreign
investments

2.8%



Semiannual Report

Investments January 31, 2004 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 13.8%

Shares

Value (Note 1)

FINANCIALS - 13.8%

Diversified Financial Services - 0.2%

Origen Financial, Inc. (d)

100,000

$ 1,000,000

Real Estate - 13.5%

Acadia Realty Trust (SBI)

147,100

1,971,140

Alexandria Real Estate Equities, Inc.

24,000

1,484,400

AMB Property Corp. (SBI)

30,000

1,048,500

Annaly Mortgage Management, Inc.

85,000

1,667,700

Apartment Investment & Management Co. Class A

61,000

2,145,980

Archstone-Smith Trust

39,400

1,080,742

Arden Realty, Inc.

19,900

616,900

AvalonBay Communities, Inc.

32,100

1,576,110

Capital Automotive (SBI)

11,800

416,422

CarrAmerica Realty Corp.

14,000

444,780

CBL & Associates Properties, Inc.

21,200

1,281,540

Cedar Shopping Centers, Inc. (a)

50,000

660,000

Commercial Net Lease Realty, Inc.

40,000

732,000

Developers Diversified Realty Corp.

20,100

691,038

Equity Residential (SBI)

37,800

1,099,980

Federal Realty Investment Trust (SBI)

64,600

2,667,334

First Industrial Realty Trust, Inc.

13,300

486,514

First Potomac Realty Trust

30,300

609,030

General Growth Properties, Inc.

30,300

909,000

Getty Realty Corp.

12,000

320,160

Hanover Capital Mortgage Holdings, Inc.

45,000

582,300

Health Care Property Investors, Inc.

22,800

1,282,044

Health Care REIT, Inc.

15,000

580,500

Healthcare Realty Trust, Inc.

70,000

2,873,500

Hersha Hospitality Trust

108,400

1,195,652

Highwoods Properties, Inc. (SBI)

14,300

390,390

Home Properties of New York, Inc.

15,400

616,770

Kilroy Realty Corp.

15,500

507,625

Kimco Realty Corp.

16,000

738,080

LaSalle Hotel Properties (SBI)

10,000

197,500

Lexington Corporate Properties Trust

92,300

1,947,530

Manufactured Home Communities, Inc.

65,200

2,190,720

MFA Mortgage Investments, Inc.

40,500

404,190

Prentiss Properties Trust (SBI)

16,500

552,750

Price Legacy Corp. (a)

97,600

399,184

ProLogis

21,200

691,968

Public Storage, Inc.

22,900

1,087,979

Redwood Trust, Inc.

14,200

781,426

Regency Centers Corp.

46,700

1,947,390

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Real Estate - continued

Shurgard Storage Centers, Inc.

25,800

$ 980,658

Simon Property Group, Inc.

73,804

3,841,498

Spirit Finance Corp. (d)

200,000

2,000,000

Sun Communities, Inc.

33,700

1,326,432

The Macerich Co.

29,600

1,424,648

The Rouse Co.

11,000

541,640

The St. Joe Co.

31,600

1,248,200

Ventas, Inc.

74,800

1,870,000

Vornado Realty Trust

27,400

1,533,030

55,642,874

Thrifts & Mortgage Finance - 0.1%

New Century Financial Corp.

10,000

460,100

TOTAL COMMON STOCKS

(Cost $47,736,275)

57,102,974

Preferred Stocks - 30.7%

Convertible Preferred Stocks - 3.9%

FINANCIALS - 3.9%

Real Estate - 3.9%

Apartment Investment & Management Co. Series P, 9.00%

25,800

661,770

Crescent Real Estate Equities Co. Series A, 6.75%

36,900

828,405

Equity Office Properties Trust Series B, 5.25%

135,900

6,808,583

Glenborough Realty Trust, Inc. Series A, 7.75%

99,000

2,478,960

LTC Properties, Inc. Series E, 8.50%

67,100

2,059,970

Reckson Associates Realty Corp. Series A, 7.625%

125,600

3,221,640

16,059,328

Nonconvertible Preferred Stocks - 26.8%

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Hilton Hotels Corp. 8.00%

4,800

129,504

FINANCIALS - 26.8%

Real Estate - 26.8%

Alexandria Real Estate Equities, Inc. Series B, 9.10%

21,200

581,516

American Real Estate Partners LP 5.00% pay-in-kind

945

8,127

Anthracite Capital, Inc. Series C, 9.375%

36,000

995,400

Preferred Stocks - continued

Shares

Value (Note 1)

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate - continued

Apartment Investment & Management Co.:

Series D, 8.75%

16,335

$ 412,622

Series G, 9.375%

63,900

1,775,142

Series Q, 10.10%

71,000

1,951,080

Series R, 10.00%

68,300

1,877,567

Series T, 8.00%

204,400

5,212,200

Bedford Property Investors, Inc. Series A, 8.75% (d)

19,000

989,330

Brandywine Realty Trust Series C, 7.50%

90,000

2,283,300

Capital Automotive Series A, 7.50%

20,000

515,000

CBL & Associates Properties, Inc. (depositary shares) Series C, 7.75%

64,500

1,722,150

Chelsea Property Group, Inc. Series A, 8.375%

17,100

1,004,625

Colonial Properties Trust (depositary shares) Series D, 8.125%

29,800

792,084

Commercial Net Lease Realty, Inc. Series A, 9.00%

19,200

529,152

Corporate Office Properties Trust Series H, 7.50%

50,000

1,282,000

Cousins Properties, Inc. Series A, 7.75%

170,000

4,598,500

Crescent Real Estate Equities Co. Series B, 9.50%

18,700

517,990

Developers Diversified Realty Corp. (depositary shares):

Class F, 8.60%

7,200

196,776

Class G, 8.00%

47,800

1,293,468

Class H, 7.375%

114,000

3,054,060

Duke Realty Corp.:

(depositary shares) Series B, 7.99%

3,000

163,800

(depositary shares) Series D, 7.375%

3,700

113,442

Eastgroup Properties, Inc. Series D, 7.95%

104,500

2,863,300

Equity Inns, Inc. Series B, 8.75%

60,000

1,650,000

Equity Residential (depositary shares) Series N, 6.48%

14,700

369,999

Federal Realty Investment Trust Series B, 8.50%

11,600

314,940

First Industrial Realty Trust, Inc.:

(depositary shares) Series D, 7.95%

49,900

1,260,973

(depositary shares) Series E, 7.90%

44,100

1,119,699

Gables Residential Trust Series D, 7.50%

34,700

919,550

Glimcher Realty Trust:

Series F, 8.75%

62,000

1,650,440

Series G, 8.125% (e)

120,000

3,000,000

Health Care Property Investors, Inc. Series F, 7.10%

40,000

1,024,800

Health Care REIT, Inc. Series D, 7.875%

78,500

2,099,875

Highwoods Properties, Inc.:

(depositary shares) Series D, 8.00%

36,300

916,575

Preferred Stocks - continued

Shares

Value (Note 1)

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate - continued

Highwoods Properties, Inc.: - continued

Series A, 8.625%

214

$ 205,440

Series B, 8.00%

37,500

951,000

Home Properties of New York, Inc. Series F, 9.00%

3,300

91,080

Host Marriott Corp.:

Class B, 10.00%

26,000

699,660

Class C, 10.00%

53,100

1,453,347

HRPT Properties Trust:

Series A, 9.875%

11,500

317,055

Series B, 8.75%

29,700

828,927

Innkeepers USA Trust Series C, 8.00%

110,000

2,828,100

iStar Financial, Inc.:

Series D, 8.00%

23,100

593,439

Series E, 7.875%

88,200

2,309,958

Series F, 7.80%

25,000

650,000

Keystone Property Trust Series D, 9.125%

27,600

753,480

Kilroy Realty Corp. Series E, 7.80%

100,000

2,555,000

Koger Equity, Inc. 8.50%

25,000

685,000

Kramont Realty Trust Series E, 8.25%

140,000

3,738,000

La Quinta Properties, Inc. (depositary shares) Series A, 9.00%

10,000

254,900

LaSalle Hotel Properties:

Series A, 10.25%

12,400

350,300

Series B, 8.375%

29,400

780,570

Lexington Corporate Properties Trust Series B, 8.05%

124,500

3,299,250

LTC Properties, Inc.:

Series A, 9.50%

5,220

131,962

Series B, 9.00%

24,400

622,688

Maguire Properties, Inc. Series A, 7.625%

40,000

1,004,800

Mid-America Apartment Communities, Inc. Series H, 8.30%

139,000

3,662,650

Nationwide Health Properties, Inc. 7.677%

18,134

1,722,730

New Plan Excel Realty Trust (depositary shares) Series D, 7.80%

22,231

1,189,359

Newcastle Investment Corp. Series B, 9.75%

122,800

3,401,560

Novastar Financial, Inc. Series C, 8.90%

120,000

3,180,000

Omega Healthcare Investors, Inc.:

Series A, 9.25%

39,900

1,008,273

Series B, 8.625%

32,000

808,000

Parkway Properties, Inc. Series D, 8.00%

165,000

4,456,650

Post Properties, Inc. Series A, 8.50%

5,800

348,116

Preferred Stocks - continued

Shares

Value (Note 1)

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate - continued

Prime Group Realty Trust Series B, 9.00% (a)

42,500

$ 1,092,250

ProLogis Series C, 8.54%

6,478

388,680

PS Business Parks, Inc.:

(depositary shares) Series F, 8.75%

21,900

591,300

(depositary shares) Series H, 7.00%

27,000

675,000

Series D, 9.50%

28,100

761,510

Realty Income Corp. 8.25%

31,900

899,580

Saul Centers, Inc. 8.00%

175,800

4,746,600

Simon Property Group, Inc. Series G, 7.89%

11,900

654,500

SL Green Realty Corp. Series C, 7.625%

75,000

1,927,500

Taubman Centers, Inc. Series A, 8.30%

66,500

1,684,445

The Mills Corp.:

Series B, 9.00%

25,000

685,000

Series C, 9.00%

13,100

356,451

Series E, 8.75%

38,100

1,032,129

United Dominion Realty Trust, Inc. Series B, 8.60%

12,500

343,750

Winston Hotels, Inc. Series B, 8.00% (e)

40,000

1,004,000

110,783,471

TOTAL NONCONVERTIBLE PREFERRED STOCKS

110,912,975

TOTAL PREFERRED STOCKS

(Cost $119,959,180)

126,972,303

Nonconvertible Bonds - 26.7%

Principal Amount

CONSUMER DISCRETIONARY - 4.0%

Hotels, Restaurants & Leisure - 2.5%

Courtyard by Marriott II LP/Courtyard II Finance Co. 10.75% 2/1/08

$ 1,500,000

1,507,500

Extended Stay America, Inc. 9.875% 6/15/11

2,025,000

2,237,625

Felcor Lodging LP 8.5% 6/1/11

500,000

535,000

Florida Panthers Holdings, Inc. 9.875% 4/15/09

2,800,000

2,968,000

Gaylord Entertainment Co. 8% 11/15/13 (d)

330,000

353,925

Hilton Hotels Corp. 7.625% 5/15/08

1,680,000

1,856,400

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - continued

HMH Properties, Inc. 7.875% 8/1/08

$ 800,000

$ 832,000

La Quinta Inns, Inc. 7.4% 9/15/05

45,000

46,125

10,336,575

Household Durables - 1.5%

D.R. Horton, Inc. 9.375% 3/15/11

300,000

340,500

K. Hovnanian Enterprises, Inc. 7.75% 5/15/13

800,000

840,000

Ryland Group, Inc. 9.125% 6/15/11

300,000

342,000

Standard Pacific Corp. 9.25% 4/15/12

1,600,000

1,888,000

WCI Communities, Inc.:

7.875% 10/1/13

370,000

394,050

9.125% 5/1/12

2,000,000

2,210,000

6,014,550

TOTAL CONSUMER DISCRETIONARY

16,351,125

FINANCIALS - 19.6%

Diversified Financial Services - 1.5%

American Tower Escrow Corp. 0% 8/1/08 (c)

2,300,000

1,598,500

John Q. Hammons Hotels LP/John Q. Hammons Hotels Corp. III 8.875% 5/15/12

2,080,000

2,288,000

Reckson Operating Partnership LP 7.75% 3/15/09

2,100,000

2,365,331

6,251,831

Real Estate - 18.1%

Ahold Lease Series 2001 A1 pass thru trust certificates 7.82% 1/2/20

1,513,167

1,573,693

Archstone-Smith Trust 5% 8/15/07

200,000

210,952

Arden Realty LP:

8.5% 11/15/10

1,000,000

1,207,782

8.875% 3/1/05

500,000

535,168

AvalonBay Communities, Inc.:

6.125% 11/1/12

1,750,000

1,892,662

6.625% 9/15/11

260,000

290,518

CarrAmerica Realty Corp.:

5.25% 11/30/07

600,000

634,597

7.125% 1/15/12

225,000

255,461

CB Richard Ellis Services, Inc. 9.75% 5/15/10

1,210,000

1,367,300

Colonial Realty LP 7% 7/14/07

1,000,000

1,111,244

Crescent Real Estate Equities LP 7.5% 9/15/07 (f)

3,500,000

3,710,000

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

FINANCIALS - continued

Real Estate - continued

Crescent Real Estate Equities LP/Crescent Finance Co. 9.25% 4/15/09

$ 1,500,000

$ 1,665,000

Developers Diversified Realty Corp.:

4.625% 8/1/10

335,000

335,262

6.625% 1/15/08

400,000

439,138

7.5% 7/15/18

200,000

227,218

Duke Realty LP 5.25% 1/15/10

200,000

211,592

First Industrial LP:

6.875% 4/15/12

1,000,000

1,100,524

7.375% 3/15/11

2,100,000

2,368,351

Forest City Enterprises, Inc. 7.625% 6/1/15

2,000,000

2,140,000

Gables Realty LP:

5.75% 7/15/07

1,100,000

1,177,567

7.25% 2/15/06

500,000

541,135

Health Care Property Investors, Inc. 6% 3/1/15

1,500,000

1,575,710

Health Care REIT, Inc.:

6% 11/15/13

2,000,000

2,063,654

7.5% 8/15/07

1,500,000

1,696,338

8% 9/12/12

1,450,000

1,686,591

Healthcare Realty Trust, Inc. 8.125% 5/1/11

2,790,000

3,262,238

Highwoods/Forsyth LP:

7% 12/1/06

500,000

543,205

7.125% 2/1/08

950,000

1,045,987

7.5% 4/15/18

1,250,000

1,397,431

Hospitality Properties Trust 6.75% 2/15/13

1,500,000

1,585,740

HRPT Properties Trust 6.5% 1/15/13

200,000

215,882

iStar Financial, Inc.:

6% 12/15/10

1,000,000

1,037,500

6.5% 12/15/13

1,000,000

1,037,500

7% 3/15/08

1,800,000

1,944,000

La Quinta Properties, Inc. 8.875% 3/15/11

1,300,000

1,446,250

LNR Property Corp.:

7.25% 10/15/13 (d)

1,500,000

1,597,500

7.625% 7/15/13

1,500,000

1,605,000

Mack-Cali Realty LP 7.25% 3/15/09

100,000

114,028

MeriStar Hospitality Corp. 9% 1/15/08

2,000,000

2,095,000

Nationwide Health Properties, Inc. 8.25% 7/1/12

1,300,000

1,359,145

Post Apartment Homes LP:

6.85% 3/16/15 (f)

2,085,000

2,164,810

7.7% 12/20/10

1,500,000

1,729,490

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

FINANCIALS - continued

Real Estate - continued

Price Development Co. LP 7.29% 3/11/08

$ 2,200,000

$ 2,351,250

ProLogis 7.1% 4/15/08

775,000

872,941

Regency Centers LP 7.95% 1/15/11

500,000

592,422

Security Capital Industrial Trust 7.95% 5/15/08

130,000

144,528

Senior Housing Properties Trust 8.625% 1/15/12

2,100,000

2,341,500

Shurgard Storage Centers, Inc. 5.875% 3/15/13

2,000,000

2,054,146

Simon Property Group LP 5.375% 8/28/08

550,000

583,808

Summit Properties Partnership LP 6.95% 8/15/04

300,000

306,522

Sun Communties Operating LP 5.75% 4/15/10

1,000,000

1,024,885

Tanger Properties LP:

7.875% 10/24/04 (d)

1,500,000

1,537,500

9.125% 2/15/08 (d)

300,000

330,000

The Rouse Co. 7.2% 9/15/12

2,220,000

2,525,976

Thornburg Mortgage, Inc.:

8% 5/15/13 (d)

2,500,000

2,587,500

8% 5/15/13 (d)

500,000

517,500

Ventas Realty LP/Ventas Capital Corp.:

8.75% 5/1/09

800,000

900,000

9% 5/1/12

1,000,000

1,130,000

Vornado Realty Trust 5.625% 6/15/07

900,000

964,824

74,963,465

TOTAL FINANCIALS

81,215,296

HEALTH CARE - 1.9%

Health Care Providers & Services - 1.9%

Beverly Enterprises, Inc. 9.625% 4/15/09

2,000,000

2,240,000

Genesis HealthCare Corp. 8% 10/15/13 (d)

1,420,000

1,483,900

Manor Care, Inc.:

7.5% 6/15/06

390,000

426,075

8% 3/1/08

700,000

792,750

Mariner Health Care, Inc. 8.25% 12/15/13 (d)

2,950,000

2,979,500

7,922,225

TELECOMMUNICATION SERVICES - 1.2%

Wireless Telecommunication Services - 1.2%

American Towers, Inc. 7.25% 12/1/11 (d)

1,000,000

1,022,500

Crown Castle International Corp.:

7.5% 12/1/13 (d)

500,000

510,000

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Crown Castle International Corp.: - continued

9.375% 8/1/11

$ 1,500,000

$ 1,657,500

SpectraSite, Inc. 8.25% 5/15/10

1,500,000

1,605,000

4,795,000

TOTAL NONCONVERTIBLE BONDS

(Cost $105,281,988)

110,283,646

Asset-Backed Securities - 2.9%

ABSC NIMS Trust:

Series 2003-HE4 Class A, 7% 8/17/33 (d)

1,871,345

1,824,561

Series 2003-HE5 Class A, 7% 8/17/33 (d)

1,013,499

990,695

Series 2004-HE1 Class A, 7% 1/17/34

2,820,000

2,777,700

Bombardier Capital Mortgage Securitization Corp. Series 2000-A Class A3, 7.83% 6/15/30

1,723,148

1,448,249

Conseco Finance Securitizations Corp. Series 2000-4 Class A6, 8.31% 5/1/32

2,040,000

1,685,651

Fremont NIMS Trust Series 2003-B Class NOTE, 5.65% 11/25/33 (d)

872,286

870,105

Green Tree Financial Corp. Series 1999-5 Class A5, 7.86% 3/1/30

1,662,000

1,461,849

Home Equity Asset Trust NIMS Trust:

Series 2003-2N Class A, 8% 9/27/33 (d)

61,679

60,445

Series 2003-3N Class A, 8% 9/27/33 (d)

205,212

201,621

IndyMac Manufactured Housing Contract Series 1997-1 Class M, 7.105% 2/25/28

3,000,000

911,341

Morgan Stanley Dean Witter Capital I Trust Series 2002-NC5N Class NOTE, 9.5% 9/25/32 (d)

12,847

12,870

TOTAL ASSET-BACKED SECURITIES

(Cost $12,203,183)

12,245,087

Collateralized Mortgage Obligations - 2.6%

Private Sponsor - 2.4%

Countrywide Home Loans, Inc.:

Series 2002-38 Class B3, 5% 2/25/18 (d)

238,151

214,262

Series 2002-R2 Class 2B3, 5.0525% 7/25/33 (d)(f)

287,014

181,447

Series 2003-40 Class B3, 4.5% 10/25/18

295,184

249,799

Series 2003-R2 Class B3, 5.5% 5/25/43 (d)

609,069

441,956

Collateralized Mortgage Obligations - continued

Principal Amount

Value
(Note 1)

Private Sponsor - continued

Countrywide Home Loans, Inc.: - continued

Series 2003-R3:

Class B2, 5.5% 11/25/33

$ 1,927,502

$ 1,630,546

Class B3, 5.5% 11/25/33

577,156

418,258

CS First Boston Mortgage Securities Corp. Series 2003-TFLA Class F, 1.9433% 4/15/13 (d)(f)

2,000,000

1,969,960

Residential Asset Mortgage Products, Inc. Series 2002-RM1 Class Bl1, 5.5% 12/25/17 (d)

199,773

176,424

Residential Finance LP/Residential Finance Development Corp.:

floater Series 2003-B:

Class B8, 7.81% 7/10/35 (d)(f)

1,982,356

2,070,556

Class B9, 13.06% 7/10/35 (d)(f)

991,178

1,044,686

Series 2002-A Class B10, 17.31% 10/10/34 (f)

567,406

580,172

Residential Funding Mortgage Securities I, Inc. Series 2002-S20 Class M3, 5.25% 12/25/17

95,446

91,837

Resix Finance Ltd. floater Series 2003-D Class B8, 7.61% 12/10/35 (d)(f)

748,988

748,988

TOTAL PRIVATE SPONSOR

9,818,891

U.S. Government Agency - 0.2%

Fannie Mae guaranteed REMIC pass thru certificates Series 2003-W10 Class 2B3, 4.8751% 6/25/43 (f)

204,528

125,082

Fannie Mae REMIC pass thru certificates:

Series 2001-W3 Class B3, 7% 9/25/41

306,665

257,024

Series 2002-W1 Class 3B3, 4.9842% 2/25/42 (d)(f)

179,287

119,702

Series 2003-W1 Class B3, 5.75% 12/25/42

344,912

257,390

Series 2003-W4 Class 2B3, 5.1266% 10/25/42 (d)(f)

87,585

54,823

TOTAL U.S. GOVERNMENT AGENCY

814,021

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $10,461,233)

10,632,912

Commercial Mortgage Securities - 12.2%

Asset Securitization Corp. Series 1997-D4:

Class B1, 7.525% 4/14/29

2,500,000

2,414,398

Class B2, 7.525% 4/14/29

515,000

396,007

Commercial Mortgage Securities - continued

Principal Amount

Value
(Note 1)

Banc of America Commercial Mortgage, Inc.:

Series 2002-PB2 Class XC, 0.4567% 6/11/35 (d)(f)(g)

$ 77,737,810

$ 2,003,824

Series 2003-2:

Class BWD, 6.947% 10/11/37 (d)

434,000

421,556

Class BWE, 7.226% 10/11/37 (d)

588,000

571,003

Class BWF, 7.55% 10/11/37 (d)

519,000

503,795

Class BWG, 8.155% 10/11/37 (d)

503,000

485,120

Class BWH, 9.073% 10/11/37 (d)

264,000

258,132

Class BWJ, 9.99% 10/11/37 (d)

434,000

423,777

Class BWK, 10.676% 10/11/37 (d)

341,000

332,688

Class BWL, 10.1596% 10/11/37 (d)

575,000

515,299

Capital Lease Funding Securtization LP Series 1997-CTL1 Class D, 6.162% 6/22/24 (d)

1,500,000

1,303,770

Columbia Center Trust floater Series 2000-CCT Class E, 2.6% 12/15/09 (d)(f)

800,000

775,832

Commercial Mortgage Asset Trust Series 1999-C1
Class X, 1.1488% 1/17/32 (d)(f)(g)

17,661,260

1,000,864

Commercial Mortgage pass thru certificates Series 2000-C1 Class G, 6.85% 8/15/33 (d)

2,800,000

2,522,352

Crest Dartmouth Street 2003 1 Ltd./Crest Dartmouth Street 2003 1 Corp. Series 2003-1A Class D, 9% 6/28/38 (d)

850,000

798,336

CS First Boston Mortgage Securities Corp. Series 2003-TFLA Class AX, 0.5318% 4/15/13 (d)(f)(g)

102,500,000

871,250

EQI Financing Partnership I LP Series 1997-1 Class C, 7.58% 2/20/17 (d)

2,500,000

2,593,500

First Chicago/Lennar Trust I:

Series 1997-CHL1 Class C, 7.962% 4/29/39 (d)(f)

950,000

983,844

weighted average coupon Series 1997-CHL1 Class D, 7.9609% 4/29/39 (d)(f)

1,750,000

1,751,914

Global Signal Trust Series 2004-1:

Class F, 8.08% 1/15/34 (e)

2,860,000

2,860,000

Class G, 10% 1/15/34 (e)

2,640,000

2,640,000

GMAC Commercial Mortgage Securities, Inc. sequential pay Series 1999-C1 Class A2, 6.175% 5/15/33

650,000

720,328

Greenwich Capital Commercial Funding Corp. Series 2003-FL1 Class MCH, 4.37% 7/5/18 (d)(f)

1,319,633

1,319,633

J.P. Morgan Commercial Mortgage Finance Corp.:

Series 1997-C5 Class F, 7.5605% 9/15/29

7,885,000

6,515,837

Series 1999-C7 Class F, 6% 10/15/35 (d)

350,000

325,024

Commercial Mortgage Securities - continued

Principal Amount

Value
(Note 1)

Lehman Brothers Floating Rate Commercial Mortgage Trust Series 2003-C4A Class F, 3.36% 7/11/15 (d)(f)

$ 207,834

$ 208,029

LTC Commercial Mortgage pass thru certificates Series 1998-1 Class D, 6.96% 5/28/30 (d)

2,250,000

2,250,000

Meristar Commercial Mortgage Trust Series 1999-C1 Class X, 0.2154% 3/3/16 (d)(g)

36,650,000

350,455

Merrill Lynch Mortgage Trust Series 2002-MW1 Class H, 5.695% 7/12/34 (d)

820,000

726,084

Morgan Stanley Capital I, Inc.:

sequential pay Series 1999-WF1 Class A2, 6.21% 11/15/31

200,000

221,386

Series 1995-GAL1 Class E, 8.25% 8/15/27 (d)

2,134,737

2,225,714

Series 1997-C1 Class F, 6.85% 2/15/20 (d)

500,000

525,352

Series 1997-HF1 Class G, 6.86% 7/15/29 (d)

555,000

539,044

Series 1998-HF1 Class F, 7.18% 3/15/30 (d)

1,500,000

1,571,953

Mortgage Capital Funding, Inc. Series 1998-MC3
Class F, 7.3005% 11/18/31 (d)(f)

350,000

347,607

Nationslink Funding Corp. Series 1998-2 Class F, 7.105% 8/20/30 (d)

2,075,000

1,979,923

Nomura Asset Securities Corp. Series 1998-D6
Class B1, 6% 3/15/30 (d)

600,000

573,352

Trizechahn Office Properties Trust Series 2001-TZHA Class E4, 7.604% 5/15/16 (d)

2,790,000

2,922,235

Wachovia Bank Commercial Mortgage Trust Series 2003-C4 Class J, 4.932% 4/15/35 (d)

600,000

492,545

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $49,504,137)

50,241,762

Floating Rate Loans - 1.2%

CONSUMER DISCRETIONARY - 0.5%

Hotels, Restaurants & Leisure - 0.5%

Wyndham International, Inc. term loan 5.875% 6/30/06 (f)

1,928,766

1,870,903

FINANCIALS - 0.5%

Diversified Financial Services - 0.4%

American Tower LP Tranche B term loan 3.35% 12/31/07 (f)

642,421

650,451

Landsource Communication Development LLC Tranche B term loan 0% 3/31/10 (f)

1,200,000

1,203,000

1,853,451

Floating Rate Loans - continued

Principal Amount

Value
(Note 1)

FINANCIALS - continued

Real Estate - 0.1%

Newkirk Master LP term loan 5.7095% 11/24/06 (f)

$ 242,692

$ 246,940

TOTAL FINANCIALS

2,100,391

HEALTH CARE - 0.0%

Health Care Providers & Services - 0.0%

Beverly Enterprises, Inc. term loan 4.407% 10/22/08 (f)

199,500

201,744

TELECOMMUNICATION SERVICES - 0.2%

Wireless Telecommunication Services - 0.2%

SpectraSite Communications, Inc. Tranche B term loan 4.24% 12/31/07 (f)

621,758

628,753

TOTAL FLOATING RATE LOANS

(Cost $4,708,531)

4,801,791

Preferred Securities - 0.1%

Shares

Diversified Financials - 0.1%

Crest Dartmouth Street 2003 1 Ltd. Series 2003-1A Class PS, 10.3772% 6/28/38 (d)(f)
(Cost $590,000)

590,000

581,772

Money Market Funds - 10.0%

Fidelity Cash Central Fund, 1.08% (b)
(Cost $41,430,307)

41,430,307

41,430,307

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $391,874,834)

414,292,554

NET OTHER ASSETS - (0.2)%

(755,315)

NET ASSETS - 100%

$ 413,537,239

Legend

(a) Non-income producing

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

(c) Debt obligation initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $61,080,334 or 14.8% of net assets.

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

(f) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(g) Security represents right to receive monthly interest payments on an underlying pool of mortgages. Principal shown is the par amount of the mortgage pool.

Other Information

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

U.S.Government and
U.S. Government Agency Obligations

0.2%

AAA,AA,A

1.8%

BBB

13.8%

BB

15.8%

B

9.6%

CCC,CC,C

0.0%

Not Rated

4.5%

Equities

44.5%

Short-Term Investments and Net Other Assets

9.8%

100.0%

We have used ratings from Moody's Investors Services, Inc. Where Moody's ratings are not available, we have used S&P ratings.

Purchases and sales of securities, other than short-term securities, aggregated $186,293,651 and $42,532,395, respectively, of which long-term U.S. government and government agency obligations aggregated $301,173 and $8,454, respectively.

The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $5,851 for the period.

The fund invested in loans and loan participations, trade claims or other receivables. At period end the value of these investments amounted to $4,801,791 or 1.2% of net assets.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

January 31, 2004 (Unaudited)

Assets

Investment in securities, at value (cost $391,874,834) - See accompanying schedule

$ 414,292,554

Cash

113

Receivable for investments sold

196,357

Receivable for fund shares sold

7,336,911

Dividends receivable

672,071

Interest receivable

2,517,252

Prepaid expenses

1,297

Other affiliated receivables

3

Other receivables

5,016

Total assets

425,021,574

Liabilities

Payable for investments purchased
Regular delivery

$ 1,256,568

Delayed delivery

9,500,000

Payable for fund shares redeemed

433,478

Accrued management fee

188,382

Other affiliated payables

67,977

Other payables and accrued expenses

37,930

Total liabilities

11,484,335

Net Assets

$ 413,537,239

Net Assets consist of:

Paid in capital

$ 387,315,587

Undistributed net investment income

866,957

Accumulated undistributed net realized gain (loss) on investments

2,936,975

Net unrealized appreciation (depreciation) on investments

22,417,720

Net Assets, for 35,903,271 shares outstanding

$ 413,537,239

Net Asset Value, offering price and redemption price per share ($413,537,239 ÷ 35,903,271 shares)

$ 11.52

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended January 31, 2004 (Unaudited)

Investment Income

Dividends

$ 4,088,305

Interest

5,198,462

Total income

9,286,767

Expenses

Management fee

$ 904,805

Transfer agent fees

301,555

Accounting fees and expenses

57,683

Non-interested trustees' compensation

623

Custodian fees and expenses

7,160

Registration fees

61,468

Audit

23,748

Legal

263

Miscellaneous

316

Total expenses before reductions

1,357,621

Expense reductions

(14,720)

1,342,901

Net investment income (loss)

7,943,866

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on investment securities

4,053,899

Change in net unrealized appreciation (depreciation) on investment securities

16,654,809

Net gain (loss)

20,708,708

Net increase (decrease) in net assets resulting from operations

$ 28,652,574

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

Semiannual Report

Statement of Changes in Net Assets

Six months ended
January 31, 2004
(Unaudited)

For the period February 4, 2003 (commencement of operations) to
July 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 7,943,866

$ 2,856,929

Net realized gain (loss)

4,053,899

903,571

Change in net unrealized appreciation (depreciation)

16,654,809

5,762,911

Net increase (decrease) in net assets resulting
from operations

28,652,574

9,523,411

Distributions to shareholders from net investment income

(9,194,737)

(739,035)

Distributions to shareholders from net realized gain

(1,945,418)

-

Total distributions

(11,140,155)

(739,035)

Share transactions
Net proceeds from sales of shares

222,666,752

228,397,082

Reinvestment of distributions

9,625,488

660,162

Cost of shares redeemed

(64,887,815)

(9,331,894)

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

167,404,425

219,725,350

Redemption fees

75,711

34,958

Total increase (decrease) in net assets

184,992,555

228,544,684

Net Assets

Beginning of period

228,544,684

-

End of period (including undistributed net investment income of $866,957 and undistributed net investment income of $2,117,828, respectively)

$ 413,537,239

$ 228,544,684

Other Information

Shares

Sold

19,922,273

21,747,045

Issued in reinvestment of distributions

867,632

62,753

Redeemed

(5,827,486)

(868,946)

Net increase (decrease)

14,962,419

20,940,852

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

Semiannual Report

Financial Highlights

Six months ended
January 31, 2004

Year ended
July 31,

(Unaudited)

2003 E

Selected Per-Share Data

Net asset value, beginning of period

$ 10.91

$ 10.00

Income from Investment Operations

Net investment income (loss) D

.28

.27

Net realized and unrealized gain (loss)

.73

.71

Total from investment operations

1.01

.98

Distributions from net investment income

(.33)

(.07)

Distributions from net realized gain

(.07)

-

Total distributions

(.40)

(.07)

Redemption fees added to paid in capital D

- G

- G

Net asset value, end of period

$ 11.52

$ 10.91

Total Return B,C

9.44%

9.83%

Ratios to Average Net Assets F

Expenses before expense reductions

.87% A

.97% A

Expenses net of voluntary waivers, if any

.87% A

.97% A

Expenses net of all reductions

.86% A

.94% A

Net investment income (loss)

5.09% A

5.10% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 413,537

$ 228,545

Portfolio turnover rate

30% A

41% A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E For the period February 4, 2003 (commencement of operations) to July 31, 2003.

F Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary 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.

G 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 January 31, 2004 (Unaudited)

1. Significant Accounting Policies.

Fidelity Real Estate Income Fund (the fund) is a fund of Fidelity Securities Fund (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 financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If an event that is expected to materially affect the value of a security occurs after the close of an exchange or market on which that security trades, but prior to the NAV calculation, then that security will be fair valued taking the event into account. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. The fund estimates the components of distributions received from Real Estate Investment Trusts (REITs). Distributions received in excess of income are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Investment Transactions and Income - continued

earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities, which is accrued using the interest method.

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

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Distributions are recorded on the ex-dividend date.

Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent and temporary book and tax differences. These adjustments have no impact on net assets or the results of operations. Temporary differences will reverse in a subsequent period. These differences are primarily due to market discount, non-taxable dividends and losses deferred due to wash sales.

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

Unrealized appreciation

$ 23,500,144

|

Unrealized depreciation

(905,187)

Net unrealized appreciation (depreciation)

$ 22,594,957

Cost for federal income tax purposes

$ 391,697,597

Short-Term Trading (Redemption) Fees. Shares held in the fund less than 90 days are subject to a short-term trading fee equal to .75% of the proceeds of the redeemed shares. The fee, which is retained by the fund, is accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated

Semiannual Report

2. Operating Policies - continued

Repurchase Agreements - continued

accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Delayed Delivery Transactions and When-Issued Securities. The fund may purchase or sell 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. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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.

Loans and Other Direct Debt Instruments. The fund may invest in loans and loan participations, trade claims or other receivables. These investments may include standby financing commitments that obligate the fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary. Information regarding loans and other direct debt instruments is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

3. Purchases and Sales of Investments.

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Notes to Financial Statements (Unaudited) - continued

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

Semiannual Report

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR 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 a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .58% of the fund's average net assets.

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

Accounting Fees. FSC maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $22,338 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

5. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $12,450 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 $2,270.

Semiannual Report

Managing Your Investments

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

By Phone

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

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

Press

1   For mutual fund and brokerage trading.

2   For quotes.*

3   For account balances and holdings.

4   To review orders and mutual
fund activity.

5   To change your PIN.

*0   To speak to a Fidelity representative.

By PC

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

(computer_graphic)Fidelity's Web Site
www.fidelity.com

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

Semiannual Report

To Write Fidelity

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

(letter_graphic)Making Changes
To Your Account

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

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

(letter_graphic)For Non-Retirement
Accounts

Buying shares

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

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

Selling shares

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

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

General Correspondence

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

(letter_graphic)For Retirement
Accounts

Buying shares

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

Selling shares

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

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

General Correspondence

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

Semiannual Report

To Visit Fidelity

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

Arizona

7001 West Ray Road
Chandler, AZ

7373 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

123 South Lake Avenue
Pasadena, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

10100 Santa Monica Blvd.
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

1760 Challenge Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

8 Montgomery Street
San Francisco, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6300 Canoga Avenue
Woodland Hills, CA

Colorado

1625 Broadway
Denver, CO

9185 East Westview Road
Littleton, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

222 Delaware Avenue
Wilmington, DE

Florida

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

1907 West State Road 434
Longwood, FL

8880 Tamiami Trail, North
Naples, FL

3501 PGA Boulevard
West Palm Beach, FL

8065 Beneva Road
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

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

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

1415 West 22nd Street
Oak Brook, IL

1700 East Golf Road
Schaumburg, IL

3232 Lake Avenue
Wilmette, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7401 Wisconsin Avenue
Bethesda, MD

One W. Pennsylvania Ave.
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

405 Cochituate Road
Framingham, MA

416 Belmont Street
Worcester, MA

Semiannual Report

Michigan

280 Old N. Woodward Ave.
Birmingham, MI

43420 Grand River Avenue
Novi, MI

29155 Northwestern Hwy.
Southfield, MI

Minnesota

7600 France Avenue South
Edina, MN

Missouri

8885 Ladue Road
Ladue, MO

New Jersey

150 Essex Street
Millburn, NJ

56 South Street
Morristown, NJ

501 Route 17, South
Paramus, NJ

3518 Route 1 North
Princeton, NJ

New York

1055 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

North Carolina

4611 Sharon Road
Charlotte, NC

Ohio

3805 Edwards Road
Cincinnati, OH

28699 Chagrin Boulevard
Woodmere Village, OH

1324 Polaris Parkway
Columbus, OH

Oregon

16850 SW 72nd Avenue
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

47 Providence Place
Providence, RI

Tennessee

6150 Poplar Avenue
Memphis, TN

Texas

10000 Research Boulevard
Austin, TX

4017 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

400 East Las Colinas Blvd.
Irving, TX

14100 San Pedro
San Antonio, TX

19740 IH 45 North
Spring, TX

6005 West Park Boulevard
Plano, TX

Semiannual Report

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

Utah

215 South State Street
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

411 108th Avenue, N.E.
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

595 North Barker Road
Brookfield, WI

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(Far East) Inc.

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

Fidelity Investments Japan Limited

Fidelity International Investment
Advisers

Fidelity International Investment
Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

Fidelity's Growth and Income Funds

Balanced Fund

Convertible Securities Fund

Equity-Income Fund

Equity-Income II Fund

Fidelity® Fund

Global Balanced Fund

Growth & Income Portfolio

Growth & Income II Portfolio

Puritan® Fund

Real Estate Income Fund

Real Estate Investment Portfolio

Utilities Fund

REI-USAN-0304
1.789734.100

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

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

Product Information 1-800-544-6666

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

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

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

(automated graphic)    Automated line for quickest service

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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. Reserved

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Reserved

Item 9. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to Fidelity Securities Fund: Fidelity Real Estate Income Fund's Board of Trustees.

Item 10. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Securities Fund: Fidelity Real Estate Income Fund's (the "Fund") 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 Fund 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 Fund's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the Fund's last fiscal half-year that has materially affected, or is reasonably likely to materially affect, the Fund's internal control over financial reporting.

Item 11. 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.

(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 Securities Fund

By:

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

March 31, 2004

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

March 31, 2004

By:

/s/Timothy F. Hayes

Timothy F. Hayes

Chief Financial Officer

Date:

March 31, 2004