N-CSRS 1 sec.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)

Scott C. Goebel, 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:

November 30

 

 

Date of reporting period:

May 31, 2012

Item 1. Reports to Stockholders

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

Growth Strategies

Fund - Institutional Class

Semiannual Report

May 31, 2012

(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.

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, 2011 to May 31, 2012).

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

Beginning
Account Value
December 1, 2011

Ending
Account Value
May 31, 2012

Expenses Paid
During Period*
December 1, 2011 to
May 31, 2012

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,013.60

$ 6.29

Hypothetical A

 

$ 1,000.00

$ 1,018.75

$ 6.31

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,012.80

$ 7.55

Hypothetical A

 

$ 1,000.00

$ 1,017.50

$ 7.57

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,009.80

$ 10.05

Hypothetical A

 

$ 1,000.00

$ 1,015.00

$ 10.08

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,009.80

$ 10.05

Hypothetical A

 

$ 1,000.00

$ 1,015.00

$ 10.08

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,014.30

$ 5.04

Hypothetical A

 

$ 1,000.00

$ 1,020.00

$ 5.05

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2012

 

% of fund's
net assets

% of fund's net assets
6 months ago

PetSmart, Inc.

1.8

0.0

Tractor Supply Co.

1.6

1.2

Sara Lee Corp.

1.5

0.0

Dick's Sporting Goods, Inc.

1.3

0.0

Church & Dwight Co., Inc.

1.3

0.0

Roper Industries, Inc.

1.3

1.2

LKQ Corp.

1.2

0.0

Sherwin-Williams Co.

1.2

0.0

Catalyst Health Solutions, Inc.

1.2

0.0

Pioneer Natural Resources Co.

1.2

0.0

 

13.6

Top Five Market Sectors as of May 31, 2012

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

21.9

17.5

Information Technology

17.1

22.1

Health Care

13.7

15.1

Industrials

13.5

12.6

Energy

8.8

14.1

Asset Allocation (% of fund's net assets)

As of May 31, 2012*

As of November 30, 2011**

aag132885

Stocks 98.3%

 

aag132885

Stocks 97.9%

 

aag132888

Short-Term
Investments and
Net Other Assets (Liabilities) 1.7%

 

aag132888

Short-Term
Investments and
Net Other Assets (Liabilities) 2.1%

 

* Foreign investments

8.8%

 

** Foreign investments

10.7%

 

aag132891

Semiannual Report

Investments May 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.3%

Shares

Value

CONSUMER DISCRETIONARY - 21.9%

Auto Components - 0.6%

WABCO Holdings, Inc. (a)

3,390

$ 175,466

Distributors - 1.2%

LKQ Corp. (a)

10,500

382,620

Hotels, Restaurants & Leisure - 2.0%

BJ's Restaurants, Inc. (a)

1,889

82,719

Buffalo Wild Wings, Inc. (a)

1,400

119,154

Domino's Pizza, Inc.

3,300

101,343

Panera Bread Co. Class A (a)

2,200

323,290

 

626,506

Household Durables - 3.2%

Jarden Corp.

7,300

296,745

Newell Rubbermaid, Inc.

8,900

163,760

NVR, Inc. (a)

300

241,440

Tempur-Pedic International, Inc. (a)

800

36,968

Tupperware Brands Corp.

4,900

264,845

 

1,003,758

Leisure Equipment & Products - 1.0%

Polaris Industries, Inc.

4,300

326,671

Multiline Retail - 1.0%

Dollar General Corp. (a)

3,000

146,730

Dollar Tree, Inc. (a)

1,624

167,564

 

314,294

Specialty Retail - 10.4%

Abercrombie & Fitch Co. Class A

1,662

55,743

Collective Brands, Inc. (a)

9,800

208,446

Dick's Sporting Goods, Inc.

8,800

409,200

Hibbett Sports, Inc. (a)

2,600

145,678

Limited Brands, Inc.

2,435

108,017

O'Reilly Automotive, Inc. (a)

1,500

143,685

PetSmart, Inc.

8,900

573,513

Ross Stores, Inc.

3,100

196,013

Sally Beauty Holdings, Inc. (a)

11,900

314,517

Signet Jewelers Ltd.

6,500

283,790

Tractor Supply Co.

5,538

505,896

Ulta Salon, Cosmetics & Fragrance, Inc.

1,400

125,118

Urban Outfitters, Inc. (a)

2,300

64,331

Vitamin Shoppe, Inc. (a)

2,400

118,848

 

3,252,795

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - 2.5%

PVH Corp.

4,348

$ 352,188

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

2,624

264,316

Warnaco Group, Inc. (a)

3,700

164,687

 

781,191

TOTAL CONSUMER DISCRETIONARY

6,863,301

CONSUMER STAPLES - 6.3%

Beverages - 1.7%

Beam, Inc.

3,000

181,680

Dr Pepper Snapple Group, Inc.

2,000

82,520

Monster Beverage Corp. (a)

3,634

263,828

 

528,028

Food & Staples Retailing - 1.0%

United Natural Foods, Inc. (a)

3,200

162,240

Whole Foods Market, Inc.

1,821

161,359

 

323,599

Food Products - 2.3%

Green Mountain Coffee Roasters, Inc. (a)(d)

1,863

43,967

Sara Lee Corp.

23,100

482,790

The J.M. Smucker Co.

1,000

76,560

TreeHouse Foods, Inc. (a)

2,400

136,824

 

740,141

Household Products - 1.3%

Church & Dwight Co., Inc.

7,500

399,300

TOTAL CONSUMER STAPLES

1,991,068

ENERGY - 8.8%

Energy Equipment & Services - 3.9%

Cameron International Corp. (a)

7,100

324,399

Dresser-Rand Group, Inc. (a)

3,000

131,640

Ensco PLC Class A

2,800

125,748

Heckmann Corp. (a)

48,328

163,349

Helmerich & Payne, Inc.

3,000

135,900

Petrofac Ltd.

6,500

156,012

Rowan Companies PLC (a)

6,300

189,000

 

1,226,048

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - 4.9%

Atlas Pipeline Partners, LP

3,500

$ 105,000

Cabot Oil & Gas Corp.

9,516

309,651

HollyFrontier Corp.

2,000

58,960

Kinder Morgan Holding Co. LLC

4,898

167,463

Kinder Morgan Holding Co. LLC warrants 2/15/17

7,488

17,073

Peabody Energy Corp.

5,900

137,824

Pioneer Natural Resources Co.

3,850

372,295

SM Energy Co.

3,200

173,088

WPX Energy, Inc.

12,300

180,441

 

1,521,795

TOTAL ENERGY

2,747,843

FINANCIALS - 6.5%

Capital Markets - 1.7%

Invesco Ltd.

11,400

247,950

KKR & Co. LP

4,895

57,516

TD Ameritrade Holding Corp.

9,200

157,872

Waddell & Reed Financial, Inc. Class A

2,100

60,291

 

523,629

Commercial Banks - 0.2%

CIT Group, Inc. (a)

1,700

58,123

Consumer Finance - 0.6%

Capital One Financial Corp.

2,300

118,151

SLM Corp.

6,000

83,820

 

201,971

Diversified Financial Services - 0.4%

Interactive Brokers Group, Inc.

7,700

109,802

Insurance - 0.1%

Brasil Insurance Participacoes e Administracao SA

1,500

12,718

Validus Holdings Ltd.

100

3,138

 

15,856

Real Estate Investment Trusts - 3.0%

Camden Property Trust (SBI)

2,500

162,775

Digital Realty Trust, Inc.

2,400

169,848

Equity One, Inc.

5,846

116,102

Rayonier, Inc.

4,375

187,994

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

SL Green Realty Corp.

2,200

$ 165,022

Ventas, Inc.

2,467

145,109

 

946,850

Real Estate Management & Development - 0.3%

CBRE Group, Inc. (a)

6,400

105,280

Thrifts & Mortgage Finance - 0.2%

Ocwen Financial Corp. (a)

4,500

72,135

TOTAL FINANCIALS

2,033,646

HEALTH CARE - 13.7%

Biotechnology - 3.4%

Alexion Pharmaceuticals, Inc. (a)

4,049

366,718

Biogen Idec, Inc. (a)

1,400

183,050

ONYX Pharmaceuticals, Inc. (a)

3,100

141,918

Regeneron Pharmaceuticals, Inc. (a)

1,700

230,605

Seattle Genetics, Inc. (a)

7,000

136,360

 

1,058,651

Health Care Equipment & Supplies - 2.5%

IDEXX Laboratories, Inc. (a)

3,600

305,424

Sirona Dental Systems, Inc. (a)

3,600

154,008

The Cooper Companies, Inc.

3,700

315,166

 

774,598

Health Care Providers & Services - 6.0%

Aetna, Inc.

5,200

212,628

Catalyst Health Solutions, Inc. (a)

4,300

373,541

HMS Holdings Corp. (a)

10,400

278,616

Humana, Inc.

2,200

168,058

MEDNAX, Inc. (a)

4,000

244,040

Omnicare, Inc.

7,900

249,008

VCA Antech, Inc. (a)

7,800

168,012

Wellcare Health Plans, Inc. (a)

3,100

175,057

 

1,868,960

Health Care Technology - 0.0%

Merge Healthcare, Inc. (a)

4,814

11,313

Pharmaceuticals - 1.8%

Allergan, Inc.

1,900

171,475

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - continued

Elan Corp. PLC sponsored ADR (a)

10,000

$ 139,600

Perrigo Co.

2,600

270,114

 

581,189

TOTAL HEALTH CARE

4,294,711

INDUSTRIALS - 13.5%

Aerospace & Defense - 2.0%

BE Aerospace, Inc. (a)

5,700

246,924

Esterline Technologies Corp. (a)

2,900

187,311

Precision Castparts Corp.

1,100

182,831

 

617,066

Building Products - 1.3%

Lennox International, Inc.

4,480

192,147

Owens Corning (a)

7,200

222,192

 

414,339

Electrical Equipment - 3.8%

AMETEK, Inc.

7,300

370,183

Cooper Industries PLC Class A

3,200

225,600

Hubbell, Inc. Class B

2,500

197,300

Roper Industries, Inc.

3,900

394,758

 

1,187,841

Machinery - 3.6%

Colfax Corp. (a)

4,500

127,485

Cummins, Inc.

1,800

174,510

Ingersoll-Rand PLC

8,547

353,077

Melrose PLC

20,800

136,641

SPX Corp.

2,600

186,758

Stanley Black & Decker, Inc.

2,347

155,489

 

1,133,960

Road & Rail - 0.9%

J.B. Hunt Transport Services, Inc.

5,300

302,789

Trading Companies & Distributors - 1.9%

W.W. Grainger, Inc.

1,900

367,935

Watsco, Inc.

3,000

220,830

 

588,765

TOTAL INDUSTRIALS

4,244,760

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - 17.1%

Communications Equipment - 1.9%

Acme Packet, Inc. (a)

6,300

$ 144,144

Brocade Communications Systems, Inc. (a)

21,800

101,370

Polycom, Inc. (a)

11,977

137,017

Riverbed Technology, Inc. (a)

13,000

213,200

 

595,731

Computers & Peripherals - 1.0%

NetApp, Inc. (a)

2,200

65,472

SanDisk Corp. (a)

7,400

241,980

 

307,452

Electronic Equipment & Components - 1.7%

Arrow Electronics, Inc. (a)

3,400

115,294

Flextronics International Ltd. (a)

31,200

200,304

Itron, Inc. (a)

2,900

103,907

Jabil Circuit, Inc.

6,400

122,432

 

541,937

Internet Software & Services - 1.9%

Akamai Technologies, Inc. (a)

5,400

158,436

Rackspace Hosting, Inc. (a)

3,186

157,611

Velti PLC (a)(d)

11,243

82,074

VeriSign, Inc.

4,800

183,504

 

581,625

IT Services - 1.5%

Amdocs Ltd. (a)

3,700

106,375

SAIC, Inc.

6,400

71,104

Sapient Corp.

8,100

89,100

The Western Union Co.

13,100

214,840

 

481,419

Semiconductors & Semiconductor Equipment - 3.2%

Advanced Micro Devices, Inc. (a)

25,300

153,824

Avago Technologies Ltd.

6,500

215,150

Broadcom Corp. Class A

3,300

106,755

Marvell Technology Group Ltd.

8,000

100,240

NXP Semiconductors NV (a)

4,700

99,217

ON Semiconductor Corp. (a)

21,400

144,236

Skyworks Solutions, Inc. (a)

6,500

174,590

 

994,012

Software - 5.9%

ANSYS, Inc. (a)

3,179

196,701

BMC Software, Inc. (a)

5,500

232,760

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - continued

Check Point Software Technologies Ltd. (a)

2,700

$ 138,348

Citrix Systems, Inc. (a)

3,535

258,338

Intuit, Inc.

4,743

266,699

Mentor Graphics Corp. (a)

8,300

117,030

Nuance Communications, Inc. (a)

8,614

178,224

Parametric Technology Corp. (a)

9,600

193,920

Solera Holdings, Inc.

3,700

164,280

Synopsys, Inc. (a)

4,100

121,155

 

1,867,455

TOTAL INFORMATION TECHNOLOGY

5,369,631

MATERIALS - 8.7%

Chemicals - 6.6%

Airgas, Inc.

4,100

355,921

Albemarle Corp.

4,400

267,080

FMC Corp.

4,200

214,074

PPG Industries, Inc.

2,700

279,288

Sherwin-Williams Co.

2,900

375,956

Sigma Aldrich Corp.

4,100

284,417

Valspar Corp.

1,700

81,957

W.R. Grace & Co. (a)

3,900

204,750

 

2,063,443

Containers & Packaging - 1.4%

Aptargroup, Inc.

2,700

136,809

Ball Corp.

4,200

167,874

Sonoco Products Co.

4,300

132,311

 

436,994

Metals & Mining - 0.7%

Carpenter Technology Corp.

2,600

117,156

Reliance Steel & Aluminum Co.

2,600

122,746

 

239,902

TOTAL MATERIALS

2,740,339

TELECOMMUNICATION SERVICES - 1.6%

Wireless Telecommunication Services - 1.6%

Clearwire Corp. Class A (a)

49,200

59,532

Crown Castle International Corp. (a)

2,800

152,880

Common Stocks - continued

Shares

Value

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

MetroPCS Communications, Inc. (a)

12,600

$ 80,640

SBA Communications Corp. Class A (a)

3,900

202,605

 

495,657

UTILITIES - 0.2%

Electric Utilities - 0.1%

Northeast Utilities

800

28,808

Gas Utilities - 0.0%

National Fuel Gas Co.

200

8,646

Water Utilities - 0.1%

American Water Works Co., Inc.

900

30,789

TOTAL UTILITIES

68,243

TOTAL COMMON STOCKS

(Cost $32,248,006)


30,849,199

Money Market Funds - 2.5%

 

 

 

 

Fidelity Cash Central Fund, 0.17% (b)

661,279

661,279

Fidelity Securities Lending Cash Central Fund, 0.17% (b)(c)

107,507

107,507

TOTAL MONEY MARKET FUNDS

(Cost $768,786)


768,786

TOTAL INVESTMENT PORTFOLIO - 100.8%

(Cost $33,016,792)

31,617,985

NET OTHER ASSETS (LIABILITIES) - (0.8)%

(241,689)

NET ASSETS - 100%

$ 31,376,296

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 unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 581

Fidelity Securities Lending Cash Central Fund

7,272

Total

$ 7,853

Other Information

The following is a summary of the inputs used, as of May 31, 2012, 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 Security 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

$ 6,863,301

$ 6,863,301

$ -

$ -

Consumer Staples

1,991,068

1,991,068

-

-

Energy

2,747,843

2,591,831

156,012

-

Financials

2,033,646

2,033,646

-

-

Health Care

4,294,711

4,294,711

-

-

Industrials

4,244,760

4,108,119

136,641

-

Information Technology

5,369,631

5,369,631

-

-

Materials

2,740,339

2,740,339

-

-

Telecommunication Services

495,657

495,657

-

-

Utilities

68,243

68,243

-

-

Money Market Funds

768,786

768,786

-

-

Total Investments in Securities:

$ 31,617,985

$ 31,325,332

$ 292,653

$ -

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

  

May 31, 2012 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $102,367) - See accompanying schedule:

Unaffiliated issuers (cost $32,248,006)

$ 30,849,199

 

Fidelity Central Funds (cost $768,786)

768,786

 

Total Investments (cost $33,016,792)

 

$ 31,617,985

Receivable for investments sold

41,811

Receivable for fund shares sold

9,647

Dividends receivable

22,886

Distributions receivable from Fidelity Central Funds

547

Prepaid expenses

18

Other receivables

1,085

Total assets

31,693,979

 

 

 

Liabilities

Payable to custodian bank

$ 49,032

Payable for investments purchased

50,541

Payable for fund shares redeemed

49,257

Accrued management fee

11,078

Distribution and service plan fees payable

13,639

Other affiliated payables

9,381

Other payables and accrued expenses

27,248

Collateral on securities loaned, at value

107,507

Total liabilities

317,683

 

 

 

Net Assets

$ 31,376,296

Net Assets consist of:

 

Paid in capital

$ 36,981,844

Accumulated net investment loss

(143,469)

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

(4,063,155)

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

(1,398,924)

Net Assets

$ 31,376,296

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

Semiannual Report

Statement of Assets and Liabilities - continued

  

May 31, 2012 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption price per share ($10,793,706 ÷ 1,205,910 shares)

$ 8.95

 

 

 

Maximum offering price per share (100/94.25 of $8.95)

$ 9.50

Class T:
Net Asset Value and redemption price per share ($13,787,715 ÷ 1,585,609 shares)

$ 8.70

 

 

 

Maximum offering price per share (100/96.50 of $8.70)

$ 9.02

Class B:
Net Asset Value and offering price per share ($1,809,229 ÷ 219,602 shares)A

$ 8.24

 

 

 

Class C:
Net Asset Value and offering price per share ($4,510,670 ÷ 547,311 shares)A

$ 8.24

 

 

 

Institutional Class:
Net Asset Value, offering price and redemption price per share ($474,976 ÷ 51,400 shares)

$ 9.24

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

Six months ended May 31, 2012 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 101,040

Income from Fidelity Central Funds (including $7,272 from security lending)

 

7,853

Total income

 

108,893

 

 

 

Expenses

Management fee
Basic fee

$ 101,985

Performance adjustment

(33,029)

Transfer agent fees

54,848

Distribution and service plan fees

85,865

Accounting and security lending fees

6,823

Custodian fees and expenses

4,737

Independent trustees' compensation

105

Registration fees

27,279

Audit

41,600

Legal

85

Miscellaneous

166

Total expenses before reductions

290,464

Expense reductions

(38,115)

252,349

Net investment income (loss)

(143,456)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(112,030)

Foreign currency transactions

(907)

Total net realized gain (loss)

 

(112,937)

Change in net unrealized appreciation (depreciation) on:

Investment securities

757,527

Assets and liabilities in foreign currencies

(30)

Total change in net unrealized appreciation (depreciation)

 

757,497

Net gain (loss)

644,560

Net increase (decrease) in net assets resulting from operations

$ 501,104

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

Semiannual Report

Statement of Changes in Net Assets

  

Six months ended May 31, 2012
Unaudited)

Year ended
November 30, 2011

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ (143,456)

$ (344,902)

Net realized gain (loss)

(112,937)

5,074,645

Change in net unrealized appreciation (depreciation)

757,497

(4,750,834)

Net increase (decrease) in net assets resulting
from operations

501,104

(21,091)

Share transactions - net increase (decrease)

(2,198,214)

(1,727,692)

Total increase (decrease) in net assets

(1,697,110)

(1,748,783)

 

 

 

Net Assets

Beginning of period

33,073,406

34,822,189

End of period (including accumulated net investment loss of $143,469 and accumulated net investment loss of $13, respectively)

$ 31,376,296

$ 33,073,406

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.83

$ 8.84

$ 7.18

$ 5.32

$ 12.05

$ 10.53

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.03)

  (.06)

  (.06)

  (.04) H

  (.02) I

  (.10)

Net realized and unrealized gain (loss)

  .15

  .05

  1.72

  1.90

  (5.44)

  1.62

Total from investment operations

  .12

  (.01)

  1.66

  1.86

  (5.46)

  1.52

Distributions from net realized gain

  -

  -

  -

  -

  (1.27)

  -

Net asset value, end of period

$ 8.95

$ 8.83

$ 8.84

$ 7.18

$ 5.32

$ 12.05

Total Return B,C,D

  1.36%

  (.11)%

  23.12%

  34.96%

  (50.65)%

  14.43%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  1.45% A

  1.45%

  1.43%

  1.68%

  1.63%

  1.53%

Expenses net of fee waivers, if any

  1.25% A

  1.25%

  1.30%

  1.30%

  1.30%

  1.30%

Expenses net of all reductions

  1.25% A

  1.24%

  1.29%

  1.28%

  1.28%

  1.29%

Net investment income (loss)

  (.60)% A

  (.67)%

  (.77)%

  (.58)% H

  (.21)% I

  (.85)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 10,794

$ 10,792

$ 10,971

$ 9,369

$ 6,492

$ 12,665

Portfolio turnover rate G

  214% A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.66)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.34)%.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.59

$ 8.62

$ 7.02

$ 5.21

$ 11.83

$ 10.36

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.04)

  (.08)

  (.08)

  (.05) H

  (.04) I

  (.12)

Net realized and unrealized gain (loss)

  .15

  .05

  1.68

  1.86

  (5.34)

  1.59

Total from investment operations

  .11

  (.03)

  1.60

  1.81

  (5.38)

  1.47

Distributions from net realized gain

  -

  -

  -

  -

  (1.24)

  -

Net asset value, end of period

$ 8.70

$ 8.59

$ 8.62

$ 7.02

$ 5.21

$ 11.83

Total Return B,C,D

  1.28%

  (.35)%

  22.79%

  34.74%

  (50.81)%

  14.19%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  1.75% A

  1.75%

  1.73%

  2.04%

  1.94%

  1.88%

Expenses net of fee waivers, if any

  1.50% A

  1.50%

  1.55%

  1.55%

  1.55%

  1.55%

Expenses net of all reductions

  1.49% A

  1.49%

  1.54%

  1.53%

  1.53%

  1.54%

Net investment income (loss)

  (.84)% A

  (.92)%

  (1.02)%

  (.83)% H

  (.46)% I

  (1.10)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,788

$ 14,671

$ 14,612

$ 12,462

$ 9,388

$ 19,144

Portfolio turnover rate G

  214%A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.91)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.59)%.

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.16

$ 8.23

$ 6.74

$ 5.02

$ 11.44

$ 10.06

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.06)

  (.13)

  (.11)

  (.08) H

  (.08) I

  (.17)

Net realized and unrealized gain (loss)

  .14

  .06

  1.60

  1.80

  (5.17)

  1.55

Total from investment operations

  .08

  (.07)

  1.49

  1.72

  (5.25)

  1.38

Distributions from net realized gain

  -

  -

  -

  -

  (1.17)

  -

Net asset value, end of period

$ 8.24

$ 8.16

$ 8.23

$ 6.74

$ 5.02

$ 11.44

Total Return B,C,D

  .98%

  (.85)%

  22.11%

  34.26%

  (51.11)%

  13.72%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  2.20% A

  2.20%

  2.18%

  2.47%

  2.39%

  2.28%

Expenses net of fee waivers, if any

  2.00% A

  2.00%

  2.05%

  2.05%

  2.05%

  2.05%

Expenses net of all reductions

  1.99% A

  1.99%

  2.04%

  2.03%

  2.04%

  2.04%

Net investment income (loss)

  (1.34)% A

  (1.42)%

  (1.52)%

  (1.33)% H

  (.96)% I

  (1.60)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,809

$ 2,120

$ 3,095

$ 3,272

$ 3,203

$ 9,082

Portfolio turnover rate G

  214% A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.41)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.09)%.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.16

$ 8.23

$ 6.74

$ 5.03

$ 11.45

$ 10.08

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.06)

  (.12)

  (.11)

  (.08) H

  (.08) I

  (.18)

Net realized and unrealized gain (loss)

  .14

  .05

  1.60

  1.79

  (5.15)

  1.55

Total from investment operations

  .08

  (.07)

  1.49

  1.71

  (5.23)

  1.37

Distributions from net realized gain

  -

  -

  -

  -

  (1.19)

  -

Net asset value, end of period

$ 8.24

$ 8.16

$ 8.23

$ 6.74

$ 5.03

$ 11.45

Total Return B,C,D

  .98%

  (.85)%

  22.11%

  34.00%

  (50.99)%

  13.59%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  2.20% A

  2.20%

  2.18%

  2.47%

  2.38%

  2.28%

Expenses net of fee waivers, if any

  2.00% A

  2.00%

  2.05%

  2.05%

  2.05%

  2.05%

Expenses net of all reductions

  1.99% A

  1.99%

  2.04%

  2.03%

  2.04%

  2.04%

Net investment income (loss)

  (1.34)% A

  (1.42)%

  (1.52)%

  (1.33)% H

  (.96)% I

  (1.60)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,511

$ 4,870

$ 5,604

$ 4,603

$ 3,703

$ 8,270

Portfolio turnover rate G

  214% A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.41)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.09)%.

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.11

$ 9.10

$ 7.37

$ 5.44

$ 12.31

$ 10.72

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  (.02)

  (.04)

  (.04)

  (.02) G

  - H,J

  (.07)

Net realized and unrealized gain (loss)

  .15

  .05

  1.77

  1.95

  (5.57)

  1.66

Total from investment operations

  .13

  .01

  1.73

  1.93

  (5.57)

  1.59

Distributions from net realized gain

  -

  -

  -

  -

  (1.30)

  -

Net asset value, end of period

$ 9.24

$ 9.11

$ 9.10

$ 7.37

$ 5.44

$ 12.31

Total Return B,C,

  1.43%

  .11%

  23.47%

  35.48%

  (50.59)%

  14.83%

Ratios to Average Net Assets E,I

 

 

 

 

 

Expenses before reductions

  1.10% A

  1.09%

  1.10%

  1.43%

  1.33%

  1.20%

Expenses net of fee waivers, if any

  1.00% A

  1.00%

  1.05%

  1.05%

  1.05%

  1.05%

Expenses net of all reductions

  1.00% A

  .99%

  1.04%

  1.03%

  1.03%

  1.04%

Net investment income (loss)

  (.35)% A

  (.42)%

  (.53)%

  (.33)% G

  .04% H

  (.60)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 475

$ 621

$ 542

$ 362

$ 338

$ 959

Portfolio turnover rate F

  214% A

  176%

  123%

  301%

  276%

  177%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.42)%.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.09)%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2012 (Unaudited)

1. Organization.

Fidelity Advisor Growth Strategies 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 Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases, except for exchanges and reinvestments. Effective after the close of business on June 29, 2012, the Fund's other share classes were closed to new accounts with certain exceptions. 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. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated 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. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) 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 FMR.

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

Semiannual Report

3. Significant Accounting Policies - continued

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:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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)

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, 2012, is included at the end of the Fund's Schedule of Investments. 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 an independent pricing service 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 significant 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 are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and these securities are 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 each business day and are categorized as Level 1 in the hierarchy.

New Accounting Pronouncements. In May 2011, the Financial Accounting Standards Board issued Accounting Standard Update No. 2011-04, Fair Value Measurement (Topic 820) - Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The update is effective during interim and annual periods beginning after December 15, 2011 and will result in additional disclosure for transfers between levels as well as expanded disclosure for securities categorized as Level 3 under the fair value hierarchy.

In December 2011, the Financial Accounting Standards Board issued Accounting Standard Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities. The update creates new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of Assets and Liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for interim and annual reporting periods beginning on or after January 1, 2013. Management is currently evaluating the impact of the update's adoption on the Fund's financial statement disclosures.

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 rate 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.

Semiannual Report

3. Significant Accounting Policies - continued

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. 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. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A 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

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. Temporary book-tax differences will reverse in a subsequent period.

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

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

Gross unrealized appreciation

$ 1,248,383

Gross unrealized depreciation

(2,658,421)

Net unrealized appreciation (depreciation) on securities and other investments

$ (1,140,038)

 

 

Tax cost

$ 33,028,023

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. At November 30, 2011, capital loss carryforwards were as follows:

Fiscal year of expiration

 

2016

$ (3,410,913)

2017

(250,405)

Total capital loss carryforward

$ (3,661,318)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $35,038,568 and $37,155,389, respectively.

5. 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 .35% of the Fund's average net assets and an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

mutual funds advised by FMR. 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 an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .41% 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 FMR, 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%

$ 14,082

$ 278

Class T

.25%

.25%

36,862

145

Class B

.75%

.25%

10,391

7,845

Class C

.75%

.25%

24,530

1,904

 

 

 

$ 85,865

$ 10,172

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, 1.00% for Class C, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 3,877

Class T

6,193

Class B*

1,192

Class C*

353

 

$ 11,615

* 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 FMR, 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

$ 17,447

.31

Class T

26,057

.35

Class B

3,202

.31

Class C

7,580

.31

Institutional Class

562

.20

 

$ 54,848

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, 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. The commissions paid to these affiliated firms were $883 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR 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 $50 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, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. 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, and includes $371 from securities loaned to FCM.

8. Expense Reductions.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions - continued

The following classes were in reimbursement during the period.

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.25%

$ 11,135

Class T

1.50%

18,284

Class B

2.00%

2,126

Class C

2.00%

4,926

Institutional Class

1.00%

284

 

 

$ 36,755

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 $1,360 for the period.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

Six months ended May 31,
2012

Year ended
November 30,
2011

Six months ended May 31,
2012

Year ended
November 30,
2011

Class A

 

 

 

 

Shares sold

123,273

348,616

$ 1,154,165

$ 3,339,944

Shares redeemed

(139,153)

(367,362)

(1,290,775)

(3,463,746)

Net increase (decrease)

(15,880)

(18,746)

$ (136,610)

$ (123,802)

Class T

 

 

 

 

Shares sold

116,721

284,211

$ 1,054,379

$ 2,574,964

Shares redeemed

(238,628)

(271,058)

(2,184,988)

(2,505,414)

Net increase (decrease)

(121,907)

13,153

$ (1,130,609)

$ 69,550

Class B

 

 

 

 

Shares sold

2,957

12,134

$ 25,839

$ 107,027

Shares redeemed

(43,178)

(128,257)

(375,180)

(1,130,647)

Net increase (decrease)

(40,221)

(116,123)

$ (349,341)

$ (1,023,620)

Class C

 

 

 

 

Shares sold

27,304

115,363

$ 233,422

$ 1,024,037

Shares redeemed

(76,479)

(199,330)

(649,968)

(1,750,739)

Net increase (decrease)

(49,175)

(83,967)

$ (416,546)

$ (726,702)

Institutional Class

 

 

 

 

Shares sold

7,319

26,322

$ 72,048

$ 252,318

Shares redeemed

(24,061)

(17,715)

(237,156)

(175,436)

Net increase (decrease)

(16,742)

8,607

$ (165,108)

$ 76,882

Semiannual Report

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.

11. Proposed Reorganization.

The Board of Trustees of the Fund has approved an Agreement and Plan of Reorganization between the Fund and Fidelity Advisor Stock Selector Mid Cap Fund. The agreement provides for the transfer of all the assets and the assumption of all the liabilities of the Fund in exchange solely for the number of equivalent shares of Fidelity Advisor Stock Selector Mid Cap Fund having the same aggregate net asset value as the outstanding shares of the corresponding classes of the Fund on the day the reorganization is effective.

A meeting of shareholders of the Fund is expected to be held during the fourth quarter of 2012. If approved by shareholders, the reorganization is expected to become effective on or about December 14, 2012. The reorganization is expected to qualify as a tax-free transaction with no gain or loss recognized by the funds or their shareholders.

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)

AAGI-USAN-0712
1.786774.109

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

Growth Strategies

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

Semiannual Report

May 31, 2012

(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.

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, 2011 to May 31, 2012).

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

Beginning
Account Value
December 1, 2011

Ending
Account Value
May 31, 2012

Expenses Paid
During Period*
December 1, 2011 to
May 31, 2012

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,013.60

$ 6.29

Hypothetical A

 

$ 1,000.00

$ 1,018.75

$ 6.31

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,012.80

$ 7.55

Hypothetical A

 

$ 1,000.00

$ 1,017.50

$ 7.57

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,009.80

$ 10.05

Hypothetical A

 

$ 1,000.00

$ 1,015.00

$ 10.08

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,009.80

$ 10.05

Hypothetical A

 

$ 1,000.00

$ 1,015.00

$ 10.08

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,014.30

$ 5.04

Hypothetical A

 

$ 1,000.00

$ 1,020.00

$ 5.05

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2012

 

% of fund's
net assets

% of fund's net assets
6 months ago

PetSmart, Inc.

1.8

0.0

Tractor Supply Co.

1.6

1.2

Sara Lee Corp.

1.5

0.0

Dick's Sporting Goods, Inc.

1.3

0.0

Church & Dwight Co., Inc.

1.3

0.0

Roper Industries, Inc.

1.3

1.2

LKQ Corp.

1.2

0.0

Sherwin-Williams Co.

1.2

0.0

Catalyst Health Solutions, Inc.

1.2

0.0

Pioneer Natural Resources Co.

1.2

0.0

 

13.6

Top Five Market Sectors as of May 31, 2012

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

21.9

17.5

Information Technology

17.1

22.1

Health Care

13.7

15.1

Industrials

13.5

12.6

Energy

8.8

14.1

Asset Allocation (% of fund's net assets)

As of May 31, 2012*

As of November 30, 2011**

aag132885

Stocks 98.3%

 

aag132885

Stocks 97.9%

 

aag132888

Short-Term
Investments and
Net Other Assets (Liabilities) 1.7%

 

aag132888

Short-Term
Investments and
Net Other Assets (Liabilities) 2.1%

 

* Foreign investments

8.8%

 

** Foreign investments

10.7%

 

aag132902

Semiannual Report

Investments May 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.3%

Shares

Value

CONSUMER DISCRETIONARY - 21.9%

Auto Components - 0.6%

WABCO Holdings, Inc. (a)

3,390

$ 175,466

Distributors - 1.2%

LKQ Corp. (a)

10,500

382,620

Hotels, Restaurants & Leisure - 2.0%

BJ's Restaurants, Inc. (a)

1,889

82,719

Buffalo Wild Wings, Inc. (a)

1,400

119,154

Domino's Pizza, Inc.

3,300

101,343

Panera Bread Co. Class A (a)

2,200

323,290

 

626,506

Household Durables - 3.2%

Jarden Corp.

7,300

296,745

Newell Rubbermaid, Inc.

8,900

163,760

NVR, Inc. (a)

300

241,440

Tempur-Pedic International, Inc. (a)

800

36,968

Tupperware Brands Corp.

4,900

264,845

 

1,003,758

Leisure Equipment & Products - 1.0%

Polaris Industries, Inc.

4,300

326,671

Multiline Retail - 1.0%

Dollar General Corp. (a)

3,000

146,730

Dollar Tree, Inc. (a)

1,624

167,564

 

314,294

Specialty Retail - 10.4%

Abercrombie & Fitch Co. Class A

1,662

55,743

Collective Brands, Inc. (a)

9,800

208,446

Dick's Sporting Goods, Inc.

8,800

409,200

Hibbett Sports, Inc. (a)

2,600

145,678

Limited Brands, Inc.

2,435

108,017

O'Reilly Automotive, Inc. (a)

1,500

143,685

PetSmart, Inc.

8,900

573,513

Ross Stores, Inc.

3,100

196,013

Sally Beauty Holdings, Inc. (a)

11,900

314,517

Signet Jewelers Ltd.

6,500

283,790

Tractor Supply Co.

5,538

505,896

Ulta Salon, Cosmetics & Fragrance, Inc.

1,400

125,118

Urban Outfitters, Inc. (a)

2,300

64,331

Vitamin Shoppe, Inc. (a)

2,400

118,848

 

3,252,795

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Textiles, Apparel & Luxury Goods - 2.5%

PVH Corp.

4,348

$ 352,188

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

2,624

264,316

Warnaco Group, Inc. (a)

3,700

164,687

 

781,191

TOTAL CONSUMER DISCRETIONARY

6,863,301

CONSUMER STAPLES - 6.3%

Beverages - 1.7%

Beam, Inc.

3,000

181,680

Dr Pepper Snapple Group, Inc.

2,000

82,520

Monster Beverage Corp. (a)

3,634

263,828

 

528,028

Food & Staples Retailing - 1.0%

United Natural Foods, Inc. (a)

3,200

162,240

Whole Foods Market, Inc.

1,821

161,359

 

323,599

Food Products - 2.3%

Green Mountain Coffee Roasters, Inc. (a)(d)

1,863

43,967

Sara Lee Corp.

23,100

482,790

The J.M. Smucker Co.

1,000

76,560

TreeHouse Foods, Inc. (a)

2,400

136,824

 

740,141

Household Products - 1.3%

Church & Dwight Co., Inc.

7,500

399,300

TOTAL CONSUMER STAPLES

1,991,068

ENERGY - 8.8%

Energy Equipment & Services - 3.9%

Cameron International Corp. (a)

7,100

324,399

Dresser-Rand Group, Inc. (a)

3,000

131,640

Ensco PLC Class A

2,800

125,748

Heckmann Corp. (a)

48,328

163,349

Helmerich & Payne, Inc.

3,000

135,900

Petrofac Ltd.

6,500

156,012

Rowan Companies PLC (a)

6,300

189,000

 

1,226,048

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - 4.9%

Atlas Pipeline Partners, LP

3,500

$ 105,000

Cabot Oil & Gas Corp.

9,516

309,651

HollyFrontier Corp.

2,000

58,960

Kinder Morgan Holding Co. LLC

4,898

167,463

Kinder Morgan Holding Co. LLC warrants 2/15/17

7,488

17,073

Peabody Energy Corp.

5,900

137,824

Pioneer Natural Resources Co.

3,850

372,295

SM Energy Co.

3,200

173,088

WPX Energy, Inc.

12,300

180,441

 

1,521,795

TOTAL ENERGY

2,747,843

FINANCIALS - 6.5%

Capital Markets - 1.7%

Invesco Ltd.

11,400

247,950

KKR & Co. LP

4,895

57,516

TD Ameritrade Holding Corp.

9,200

157,872

Waddell & Reed Financial, Inc. Class A

2,100

60,291

 

523,629

Commercial Banks - 0.2%

CIT Group, Inc. (a)

1,700

58,123

Consumer Finance - 0.6%

Capital One Financial Corp.

2,300

118,151

SLM Corp.

6,000

83,820

 

201,971

Diversified Financial Services - 0.4%

Interactive Brokers Group, Inc.

7,700

109,802

Insurance - 0.1%

Brasil Insurance Participacoes e Administracao SA

1,500

12,718

Validus Holdings Ltd.

100

3,138

 

15,856

Real Estate Investment Trusts - 3.0%

Camden Property Trust (SBI)

2,500

162,775

Digital Realty Trust, Inc.

2,400

169,848

Equity One, Inc.

5,846

116,102

Rayonier, Inc.

4,375

187,994

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

SL Green Realty Corp.

2,200

$ 165,022

Ventas, Inc.

2,467

145,109

 

946,850

Real Estate Management & Development - 0.3%

CBRE Group, Inc. (a)

6,400

105,280

Thrifts & Mortgage Finance - 0.2%

Ocwen Financial Corp. (a)

4,500

72,135

TOTAL FINANCIALS

2,033,646

HEALTH CARE - 13.7%

Biotechnology - 3.4%

Alexion Pharmaceuticals, Inc. (a)

4,049

366,718

Biogen Idec, Inc. (a)

1,400

183,050

ONYX Pharmaceuticals, Inc. (a)

3,100

141,918

Regeneron Pharmaceuticals, Inc. (a)

1,700

230,605

Seattle Genetics, Inc. (a)

7,000

136,360

 

1,058,651

Health Care Equipment & Supplies - 2.5%

IDEXX Laboratories, Inc. (a)

3,600

305,424

Sirona Dental Systems, Inc. (a)

3,600

154,008

The Cooper Companies, Inc.

3,700

315,166

 

774,598

Health Care Providers & Services - 6.0%

Aetna, Inc.

5,200

212,628

Catalyst Health Solutions, Inc. (a)

4,300

373,541

HMS Holdings Corp. (a)

10,400

278,616

Humana, Inc.

2,200

168,058

MEDNAX, Inc. (a)

4,000

244,040

Omnicare, Inc.

7,900

249,008

VCA Antech, Inc. (a)

7,800

168,012

Wellcare Health Plans, Inc. (a)

3,100

175,057

 

1,868,960

Health Care Technology - 0.0%

Merge Healthcare, Inc. (a)

4,814

11,313

Pharmaceuticals - 1.8%

Allergan, Inc.

1,900

171,475

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - continued

Elan Corp. PLC sponsored ADR (a)

10,000

$ 139,600

Perrigo Co.

2,600

270,114

 

581,189

TOTAL HEALTH CARE

4,294,711

INDUSTRIALS - 13.5%

Aerospace & Defense - 2.0%

BE Aerospace, Inc. (a)

5,700

246,924

Esterline Technologies Corp. (a)

2,900

187,311

Precision Castparts Corp.

1,100

182,831

 

617,066

Building Products - 1.3%

Lennox International, Inc.

4,480

192,147

Owens Corning (a)

7,200

222,192

 

414,339

Electrical Equipment - 3.8%

AMETEK, Inc.

7,300

370,183

Cooper Industries PLC Class A

3,200

225,600

Hubbell, Inc. Class B

2,500

197,300

Roper Industries, Inc.

3,900

394,758

 

1,187,841

Machinery - 3.6%

Colfax Corp. (a)

4,500

127,485

Cummins, Inc.

1,800

174,510

Ingersoll-Rand PLC

8,547

353,077

Melrose PLC

20,800

136,641

SPX Corp.

2,600

186,758

Stanley Black & Decker, Inc.

2,347

155,489

 

1,133,960

Road & Rail - 0.9%

J.B. Hunt Transport Services, Inc.

5,300

302,789

Trading Companies & Distributors - 1.9%

W.W. Grainger, Inc.

1,900

367,935

Watsco, Inc.

3,000

220,830

 

588,765

TOTAL INDUSTRIALS

4,244,760

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - 17.1%

Communications Equipment - 1.9%

Acme Packet, Inc. (a)

6,300

$ 144,144

Brocade Communications Systems, Inc. (a)

21,800

101,370

Polycom, Inc. (a)

11,977

137,017

Riverbed Technology, Inc. (a)

13,000

213,200

 

595,731

Computers & Peripherals - 1.0%

NetApp, Inc. (a)

2,200

65,472

SanDisk Corp. (a)

7,400

241,980

 

307,452

Electronic Equipment & Components - 1.7%

Arrow Electronics, Inc. (a)

3,400

115,294

Flextronics International Ltd. (a)

31,200

200,304

Itron, Inc. (a)

2,900

103,907

Jabil Circuit, Inc.

6,400

122,432

 

541,937

Internet Software & Services - 1.9%

Akamai Technologies, Inc. (a)

5,400

158,436

Rackspace Hosting, Inc. (a)

3,186

157,611

Velti PLC (a)(d)

11,243

82,074

VeriSign, Inc.

4,800

183,504

 

581,625

IT Services - 1.5%

Amdocs Ltd. (a)

3,700

106,375

SAIC, Inc.

6,400

71,104

Sapient Corp.

8,100

89,100

The Western Union Co.

13,100

214,840

 

481,419

Semiconductors & Semiconductor Equipment - 3.2%

Advanced Micro Devices, Inc. (a)

25,300

153,824

Avago Technologies Ltd.

6,500

215,150

Broadcom Corp. Class A

3,300

106,755

Marvell Technology Group Ltd.

8,000

100,240

NXP Semiconductors NV (a)

4,700

99,217

ON Semiconductor Corp. (a)

21,400

144,236

Skyworks Solutions, Inc. (a)

6,500

174,590

 

994,012

Software - 5.9%

ANSYS, Inc. (a)

3,179

196,701

BMC Software, Inc. (a)

5,500

232,760

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - continued

Check Point Software Technologies Ltd. (a)

2,700

$ 138,348

Citrix Systems, Inc. (a)

3,535

258,338

Intuit, Inc.

4,743

266,699

Mentor Graphics Corp. (a)

8,300

117,030

Nuance Communications, Inc. (a)

8,614

178,224

Parametric Technology Corp. (a)

9,600

193,920

Solera Holdings, Inc.

3,700

164,280

Synopsys, Inc. (a)

4,100

121,155

 

1,867,455

TOTAL INFORMATION TECHNOLOGY

5,369,631

MATERIALS - 8.7%

Chemicals - 6.6%

Airgas, Inc.

4,100

355,921

Albemarle Corp.

4,400

267,080

FMC Corp.

4,200

214,074

PPG Industries, Inc.

2,700

279,288

Sherwin-Williams Co.

2,900

375,956

Sigma Aldrich Corp.

4,100

284,417

Valspar Corp.

1,700

81,957

W.R. Grace & Co. (a)

3,900

204,750

 

2,063,443

Containers & Packaging - 1.4%

Aptargroup, Inc.

2,700

136,809

Ball Corp.

4,200

167,874

Sonoco Products Co.

4,300

132,311

 

436,994

Metals & Mining - 0.7%

Carpenter Technology Corp.

2,600

117,156

Reliance Steel & Aluminum Co.

2,600

122,746

 

239,902

TOTAL MATERIALS

2,740,339

TELECOMMUNICATION SERVICES - 1.6%

Wireless Telecommunication Services - 1.6%

Clearwire Corp. Class A (a)

49,200

59,532

Crown Castle International Corp. (a)

2,800

152,880

Common Stocks - continued

Shares

Value

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

MetroPCS Communications, Inc. (a)

12,600

$ 80,640

SBA Communications Corp. Class A (a)

3,900

202,605

 

495,657

UTILITIES - 0.2%

Electric Utilities - 0.1%

Northeast Utilities

800

28,808

Gas Utilities - 0.0%

National Fuel Gas Co.

200

8,646

Water Utilities - 0.1%

American Water Works Co., Inc.

900

30,789

TOTAL UTILITIES

68,243

TOTAL COMMON STOCKS

(Cost $32,248,006)


30,849,199

Money Market Funds - 2.5%

 

 

 

 

Fidelity Cash Central Fund, 0.17% (b)

661,279

661,279

Fidelity Securities Lending Cash Central Fund, 0.17% (b)(c)

107,507

107,507

TOTAL MONEY MARKET FUNDS

(Cost $768,786)


768,786

TOTAL INVESTMENT PORTFOLIO - 100.8%

(Cost $33,016,792)

31,617,985

NET OTHER ASSETS (LIABILITIES) - (0.8)%

(241,689)

NET ASSETS - 100%

$ 31,376,296

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 unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 581

Fidelity Securities Lending Cash Central Fund

7,272

Total

$ 7,853

Other Information

The following is a summary of the inputs used, as of May 31, 2012, 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 Security 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

$ 6,863,301

$ 6,863,301

$ -

$ -

Consumer Staples

1,991,068

1,991,068

-

-

Energy

2,747,843

2,591,831

156,012

-

Financials

2,033,646

2,033,646

-

-

Health Care

4,294,711

4,294,711

-

-

Industrials

4,244,760

4,108,119

136,641

-

Information Technology

5,369,631

5,369,631

-

-

Materials

2,740,339

2,740,339

-

-

Telecommunication Services

495,657

495,657

-

-

Utilities

68,243

68,243

-

-

Money Market Funds

768,786

768,786

-

-

Total Investments in Securities:

$ 31,617,985

$ 31,325,332

$ 292,653

$ -

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

  

May 31, 2012 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $102,367) - See accompanying schedule:

Unaffiliated issuers (cost $32,248,006)

$ 30,849,199

 

Fidelity Central Funds (cost $768,786)

768,786

 

Total Investments (cost $33,016,792)

 

$ 31,617,985

Receivable for investments sold

41,811

Receivable for fund shares sold

9,647

Dividends receivable

22,886

Distributions receivable from Fidelity Central Funds

547

Prepaid expenses

18

Other receivables

1,085

Total assets

31,693,979

 

 

 

Liabilities

Payable to custodian bank

$ 49,032

Payable for investments purchased

50,541

Payable for fund shares redeemed

49,257

Accrued management fee

11,078

Distribution and service plan fees payable

13,639

Other affiliated payables

9,381

Other payables and accrued expenses

27,248

Collateral on securities loaned, at value

107,507

Total liabilities

317,683

 

 

 

Net Assets

$ 31,376,296

Net Assets consist of:

 

Paid in capital

$ 36,981,844

Accumulated net investment loss

(143,469)

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

(4,063,155)

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

(1,398,924)

Net Assets

$ 31,376,296

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

Semiannual Report

Statement of Assets and Liabilities - continued

  

May 31, 2012 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption price per share ($10,793,706 ÷ 1,205,910 shares)

$ 8.95

 

 

 

Maximum offering price per share (100/94.25 of $8.95)

$ 9.50

Class T:
Net Asset Value and redemption price per share ($13,787,715 ÷ 1,585,609 shares)

$ 8.70

 

 

 

Maximum offering price per share (100/96.50 of $8.70)

$ 9.02

Class B:
Net Asset Value and offering price per share ($1,809,229 ÷ 219,602 shares)A

$ 8.24

 

 

 

Class C:
Net Asset Value and offering price per share ($4,510,670 ÷ 547,311 shares)A

$ 8.24

 

 

 

Institutional Class:
Net Asset Value, offering price and redemption price per share ($474,976 ÷ 51,400 shares)

$ 9.24

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

Six months ended May 31, 2012 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 101,040

Income from Fidelity Central Funds (including $7,272 from security lending)

 

7,853

Total income

 

108,893

 

 

 

Expenses

Management fee
Basic fee

$ 101,985

Performance adjustment

(33,029)

Transfer agent fees

54,848

Distribution and service plan fees

85,865

Accounting and security lending fees

6,823

Custodian fees and expenses

4,737

Independent trustees' compensation

105

Registration fees

27,279

Audit

41,600

Legal

85

Miscellaneous

166

Total expenses before reductions

290,464

Expense reductions

(38,115)

252,349

Net investment income (loss)

(143,456)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(112,030)

Foreign currency transactions

(907)

Total net realized gain (loss)

 

(112,937)

Change in net unrealized appreciation (depreciation) on:

Investment securities

757,527

Assets and liabilities in foreign currencies

(30)

Total change in net unrealized appreciation (depreciation)

 

757,497

Net gain (loss)

644,560

Net increase (decrease) in net assets resulting from operations

$ 501,104

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

Semiannual Report

Statement of Changes in Net Assets

  

Six months ended May 31, 2012
Unaudited)

Year ended
November 30, 2011

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ (143,456)

$ (344,902)

Net realized gain (loss)

(112,937)

5,074,645

Change in net unrealized appreciation (depreciation)

757,497

(4,750,834)

Net increase (decrease) in net assets resulting
from operations

501,104

(21,091)

Share transactions - net increase (decrease)

(2,198,214)

(1,727,692)

Total increase (decrease) in net assets

(1,697,110)

(1,748,783)

 

 

 

Net Assets

Beginning of period

33,073,406

34,822,189

End of period (including accumulated net investment loss of $143,469 and accumulated net investment loss of $13, respectively)

$ 31,376,296

$ 33,073,406

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.83

$ 8.84

$ 7.18

$ 5.32

$ 12.05

$ 10.53

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.03)

  (.06)

  (.06)

  (.04) H

  (.02) I

  (.10)

Net realized and unrealized gain (loss)

  .15

  .05

  1.72

  1.90

  (5.44)

  1.62

Total from investment operations

  .12

  (.01)

  1.66

  1.86

  (5.46)

  1.52

Distributions from net realized gain

  -

  -

  -

  -

  (1.27)

  -

Net asset value, end of period

$ 8.95

$ 8.83

$ 8.84

$ 7.18

$ 5.32

$ 12.05

Total Return B,C,D

  1.36%

  (.11)%

  23.12%

  34.96%

  (50.65)%

  14.43%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  1.45% A

  1.45%

  1.43%

  1.68%

  1.63%

  1.53%

Expenses net of fee waivers, if any

  1.25% A

  1.25%

  1.30%

  1.30%

  1.30%

  1.30%

Expenses net of all reductions

  1.25% A

  1.24%

  1.29%

  1.28%

  1.28%

  1.29%

Net investment income (loss)

  (.60)% A

  (.67)%

  (.77)%

  (.58)% H

  (.21)% I

  (.85)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 10,794

$ 10,792

$ 10,971

$ 9,369

$ 6,492

$ 12,665

Portfolio turnover rate G

  214% A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.66)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.34)%.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.59

$ 8.62

$ 7.02

$ 5.21

$ 11.83

$ 10.36

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.04)

  (.08)

  (.08)

  (.05) H

  (.04) I

  (.12)

Net realized and unrealized gain (loss)

  .15

  .05

  1.68

  1.86

  (5.34)

  1.59

Total from investment operations

  .11

  (.03)

  1.60

  1.81

  (5.38)

  1.47

Distributions from net realized gain

  -

  -

  -

  -

  (1.24)

  -

Net asset value, end of period

$ 8.70

$ 8.59

$ 8.62

$ 7.02

$ 5.21

$ 11.83

Total Return B,C,D

  1.28%

  (.35)%

  22.79%

  34.74%

  (50.81)%

  14.19%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  1.75% A

  1.75%

  1.73%

  2.04%

  1.94%

  1.88%

Expenses net of fee waivers, if any

  1.50% A

  1.50%

  1.55%

  1.55%

  1.55%

  1.55%

Expenses net of all reductions

  1.49% A

  1.49%

  1.54%

  1.53%

  1.53%

  1.54%

Net investment income (loss)

  (.84)% A

  (.92)%

  (1.02)%

  (.83)% H

  (.46)% I

  (1.10)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,788

$ 14,671

$ 14,612

$ 12,462

$ 9,388

$ 19,144

Portfolio turnover rate G

  214%A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.91)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.59)%.

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.16

$ 8.23

$ 6.74

$ 5.02

$ 11.44

$ 10.06

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.06)

  (.13)

  (.11)

  (.08) H

  (.08) I

  (.17)

Net realized and unrealized gain (loss)

  .14

  .06

  1.60

  1.80

  (5.17)

  1.55

Total from investment operations

  .08

  (.07)

  1.49

  1.72

  (5.25)

  1.38

Distributions from net realized gain

  -

  -

  -

  -

  (1.17)

  -

Net asset value, end of period

$ 8.24

$ 8.16

$ 8.23

$ 6.74

$ 5.02

$ 11.44

Total Return B,C,D

  .98%

  (.85)%

  22.11%

  34.26%

  (51.11)%

  13.72%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  2.20% A

  2.20%

  2.18%

  2.47%

  2.39%

  2.28%

Expenses net of fee waivers, if any

  2.00% A

  2.00%

  2.05%

  2.05%

  2.05%

  2.05%

Expenses net of all reductions

  1.99% A

  1.99%

  2.04%

  2.03%

  2.04%

  2.04%

Net investment income (loss)

  (1.34)% A

  (1.42)%

  (1.52)%

  (1.33)% H

  (.96)% I

  (1.60)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,809

$ 2,120

$ 3,095

$ 3,272

$ 3,203

$ 9,082

Portfolio turnover rate G

  214% A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.41)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.09)%.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.16

$ 8.23

$ 6.74

$ 5.03

$ 11.45

$ 10.08

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.06)

  (.12)

  (.11)

  (.08) H

  (.08) I

  (.18)

Net realized and unrealized gain (loss)

  .14

  .05

  1.60

  1.79

  (5.15)

  1.55

Total from investment operations

  .08

  (.07)

  1.49

  1.71

  (5.23)

  1.37

Distributions from net realized gain

  -

  -

  -

  -

  (1.19)

  -

Net asset value, end of period

$ 8.24

$ 8.16

$ 8.23

$ 6.74

$ 5.03

$ 11.45

Total Return B,C,D

  .98%

  (.85)%

  22.11%

  34.00%

  (50.99)%

  13.59%

Ratios to Average Net Assets F,J

 

 

 

 

 

Expenses before reductions

  2.20% A

  2.20%

  2.18%

  2.47%

  2.38%

  2.28%

Expenses net of fee waivers, if any

  2.00% A

  2.00%

  2.05%

  2.05%

  2.05%

  2.05%

Expenses net of all reductions

  1.99% A

  1.99%

  2.04%

  2.03%

  2.04%

  2.04%

Net investment income (loss)

  (1.34)% A

  (1.42)%

  (1.52)%

  (1.33)% H

  (.96)% I

  (1.60)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,511

$ 4,870

$ 5,604

$ 4,603

$ 3,703

$ 8,270

Portfolio turnover rate G

  214% A

  176%

  123%

  301%

  276%

  177%

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 $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.41)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.09)%.

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2012

Years ended November 30,

 

(Unaudited)

2011

2010

2009

2008

2007

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.11

$ 9.10

$ 7.37

$ 5.44

$ 12.31

$ 10.72

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  (.02)

  (.04)

  (.04)

  (.02) G

  - H,J

  (.07)

Net realized and unrealized gain (loss)

  .15

  .05

  1.77

  1.95

  (5.57)

  1.66

Total from investment operations

  .13

  .01

  1.73

  1.93

  (5.57)

  1.59

Distributions from net realized gain

  -

  -

  -

  -

  (1.30)

  -

Net asset value, end of period

$ 9.24

$ 9.11

$ 9.10

$ 7.37

$ 5.44

$ 12.31

Total Return B,C,

  1.43%

  .11%

  23.47%

  35.48%

  (50.59)%

  14.83%

Ratios to Average Net Assets E,I

 

 

 

 

 

Expenses before reductions

  1.10% A

  1.09%

  1.10%

  1.43%

  1.33%

  1.20%

Expenses net of fee waivers, if any

  1.00% A

  1.00%

  1.05%

  1.05%

  1.05%

  1.05%

Expenses net of all reductions

  1.00% A

  .99%

  1.04%

  1.03%

  1.03%

  1.04%

Net investment income (loss)

  (.35)% A

  (.42)%

  (.53)%

  (.33)% G

  .04% H

  (.60)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 475

$ 621

$ 542

$ 362

$ 338

$ 959

Portfolio turnover rate F

  214% A

  176%

  123%

  301%

  276%

  177%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.42)%.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.09)%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2012 (Unaudited)

1. Organization.

Fidelity Advisor Growth Strategies 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 Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases, except for exchanges and reinvestments. Effective after the close of business on June 29, 2012, the Fund's other share classes were closed to new accounts with certain exceptions. 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. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated 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. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) 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 FMR.

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

Semiannual Report

3. Significant Accounting Policies - continued

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:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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)

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, 2012, is included at the end of the Fund's Schedule of Investments. 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 an independent pricing service 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 significant 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 are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and these securities are 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 each business day and are categorized as Level 1 in the hierarchy.

New Accounting Pronouncements. In May 2011, the Financial Accounting Standards Board issued Accounting Standard Update No. 2011-04, Fair Value Measurement (Topic 820) - Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The update is effective during interim and annual periods beginning after December 15, 2011 and will result in additional disclosure for transfers between levels as well as expanded disclosure for securities categorized as Level 3 under the fair value hierarchy.

In December 2011, the Financial Accounting Standards Board issued Accounting Standard Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities. The update creates new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of Assets and Liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for interim and annual reporting periods beginning on or after January 1, 2013. Management is currently evaluating the impact of the update's adoption on the Fund's financial statement disclosures.

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 rate 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.

Semiannual Report

3. Significant Accounting Policies - continued

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. 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. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A 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

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. Temporary book-tax differences will reverse in a subsequent period.

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

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

Gross unrealized appreciation

$ 1,248,383

Gross unrealized depreciation

(2,658,421)

Net unrealized appreciation (depreciation) on securities and other investments

$ (1,140,038)

 

 

Tax cost

$ 33,028,023

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. At November 30, 2011, capital loss carryforwards were as follows:

Fiscal year of expiration

 

2016

$ (3,410,913)

2017

(250,405)

Total capital loss carryforward

$ (3,661,318)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $35,038,568 and $37,155,389, respectively.

5. 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 .35% of the Fund's average net assets and an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

mutual funds advised by FMR. 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 an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .41% 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 FMR, 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%

$ 14,082

$ 278

Class T

.25%

.25%

36,862

145

Class B

.75%

.25%

10,391

7,845

Class C

.75%

.25%

24,530

1,904

 

 

 

$ 85,865

$ 10,172

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, 1.00% for Class C, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 3,877

Class T

6,193

Class B*

1,192

Class C*

353

 

$ 11,615

* 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 FMR, 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

$ 17,447

.31

Class T

26,057

.35

Class B

3,202

.31

Class C

7,580

.31

Institutional Class

562

.20

 

$ 54,848

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, 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. The commissions paid to these affiliated firms were $883 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR 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 $50 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, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. 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, and includes $371 from securities loaned to FCM.

8. Expense Reductions.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions - continued

The following classes were in reimbursement during the period.

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.25%

$ 11,135

Class T

1.50%

18,284

Class B

2.00%

2,126

Class C

2.00%

4,926

Institutional Class

1.00%

284

 

 

$ 36,755

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 $1,360 for the period.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

Six months ended May 31,
2012

Year ended
November 30,
2011

Six months ended May 31,
2012

Year ended
November 30,
2011

Class A

 

 

 

 

Shares sold

123,273

348,616

$ 1,154,165

$ 3,339,944

Shares redeemed

(139,153)

(367,362)

(1,290,775)

(3,463,746)

Net increase (decrease)

(15,880)

(18,746)

$ (136,610)

$ (123,802)

Class T

 

 

 

 

Shares sold

116,721

284,211

$ 1,054,379

$ 2,574,964

Shares redeemed

(238,628)

(271,058)

(2,184,988)

(2,505,414)

Net increase (decrease)

(121,907)

13,153

$ (1,130,609)

$ 69,550

Class B

 

 

 

 

Shares sold

2,957

12,134

$ 25,839

$ 107,027

Shares redeemed

(43,178)

(128,257)

(375,180)

(1,130,647)

Net increase (decrease)

(40,221)

(116,123)

$ (349,341)

$ (1,023,620)

Class C

 

 

 

 

Shares sold

27,304

115,363

$ 233,422

$ 1,024,037

Shares redeemed

(76,479)

(199,330)

(649,968)

(1,750,739)

Net increase (decrease)

(49,175)

(83,967)

$ (416,546)

$ (726,702)

Institutional Class

 

 

 

 

Shares sold

7,319

26,322

$ 72,048

$ 252,318

Shares redeemed

(24,061)

(17,715)

(237,156)

(175,436)

Net increase (decrease)

(16,742)

8,607

$ (165,108)

$ 76,882

Semiannual Report

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.

11. Proposed Reorganization.

The Board of Trustees of the Fund has approved an Agreement and Plan of Reorganization between the Fund and Fidelity Advisor Stock Selector Mid Cap Fund. The agreement provides for the transfer of all the assets and the assumption of all the liabilities of the Fund in exchange solely for the number of equivalent shares of Fidelity Advisor Stock Selector Mid Cap Fund having the same aggregate net asset value as the outstanding shares of the corresponding classes of the Fund on the day the reorganization is effective.

A meeting of shareholders of the Fund is expected to be held during the fourth quarter of 2012. If approved by shareholders, the reorganization is expected to become effective on or about December 14, 2012. The reorganization is expected to qualify as a tax-free transaction with no gain or loss recognized by the funds or their shareholders.

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)

AAG-USAN-0712
1.786773.109

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 Securities Fund'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 Securities Fund'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 Securities Fund

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

July 20, 2012

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 20, 2012

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

July 20, 2012