FIDELITY COMMONWEALTH TRUST
497, 1994-01-04
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FIDELITY SMALL CAP STOCK FUND
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED JUNE 28, 1993
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION.  The fund's sales charge
may be reduced to reflect sales charges previously paid, or that would have
been paid absent a reduction as noted in the prospectus, in connection with
investments in other Fidelity funds. This includes reductions for
investments in prototype or prototype-like retirement plans sponsored by
FMR or FMR Corp., which are listed on page 13.
MANAGEMENT CONTRACT.  Effective November 1, 1993, FMR agreed to voluntarily
adopt the revised group fee rate schedule shown below for purposes of
calculating the group fee component of the management fee.  The revised
schedule provides for lower management fees as total assets under
management increase, and it will be presented to shareholders for approval
at the next shareholder meeting.
 GROUP FEE RATE SCHEDULE EFFECTIVE ANNUAL FEE RATES
     Average Group   Annualized   Group Net    Effective Annual Fee    
 Assets               Rate         Assets      Rate                    
 
0 - $  3 billion      .520%    $ 0.5 billion   .5200%   
 
3 -    6              .490      25             .4238    
 
6 -    9              .460      50             .3823    
 
9 -    12             .430      75             .3626    
 
12 -   15             .400     100             .3512    
 
15 -   18             .385     125             .3430    
 
18 -   21             .370     150             .3371    
 
21 -   24             .360     175             .3325    
 
24 -   30             .350     200             .3284    
 
30 -   36             .345     225             .3253    
 
36 -   42             .340     250             .3223    
 
42 -   48             .335     275             .3198    
 
48 -   66             .325     300             .3175    
 
66 -   84             .320     325             .3153    
 
84 -   102            .315     350             .3133    
 
102 -   138           .310                              
 
138 -   174           .305                              
 
174 -   228           .300                              
 
228 -   282           .295                              
 
282 -   336           .290                              
 
           Over 336   .285                              
 
SCSB-93-2 December 17, 1993
 
FIDELITY SMALL CAP STOCK FUND
SUPPLEMENT TO THE PROSPECTUS DATED JUNE 28, 1993
The following information replaces the fifth paragraph under the heading
"Share Price" on page 9.
The fund's sales charge may be reduced if you invest directly with Fidelity
or through prototype or prototype-like retirement plans sponsored by FMR or
FMR Corp. Purchases made with assistance or intervention from a financial
intermediary are not eligible. The amount you invest, plus the value of
your account, must fall within the ranges shown below. Call Fidelity to see
if your purchase qualifies.
Ranges                  Sales charge   Net amount invested   
 
$0 - 249,999          3%                3.09%                
 
$250,000 - 499,999    2%                2.04%                
 
$500,000 - 999,999    1%                1.01%                
 
$1,000,000 or more    none              none                 
 
The sales charge will also be reduced by the percentage of any sales charge
you previously paid on investments in other Fidelity funds (not including
Fidelity's Foreign Currency Funds). Similarly, your shares carry credit for
any sales charge you would have paid if the reductions in the table above
had not been available. These sales charge credits only apply if you
continuously owned Fidelity fund shares or a Fidelity brokerage core
account, or participated in The CORPORATEplan for Retirement Program, and
only to purchases made in one of the following ways:  (i) by exchange from
another Fidelity fund; (ii) with proceeds of a transaction within a
Fidelity brokerage core account, including any free credit balance, core
money market fund, or margin availability, to the extent such proceeds were
derived from redemption proceeds from another Fidelity fund; (iii) with
redemption proceeds from one of Fidelity's Foreign Currency Funds, if the
Foreign Currency Fund shares were originally purchased with redemption
proceeds from a Fidelity fund; (iv) through the Directed Dividends Option
(see page 13); or (v) by participants in The CORPORATEplan for Retirement
Program when shares are purchased through plan-qualified loan repayments,
and for exchanges into and out of the Managed Income Portfolio. 
The following information supplements the ninth paragraph under the heading
"Share Price" on page 9.
Effective February 1, 1994, the sales charge paid to qualified recipients
will be 2.25% of the fund's offering price.
SCS-93-1  December 17, 1993 
FIDELITY SMALL CAP STOCK FUND
SUPPLEMENT TO THE PROSPECTUS DATED JUNE 28, 1993
The following information replaces the fifth paragraph under the heading
"Share Price" on page 9.
The fund's sales charge may be reduced if you invest directly with Fidelity
or through prototype or prototype-like retirement plans sponsored by FMR or
FMR Corp. Purchases made with assistance or intervention from a financial
intermediary are not eligible. The amount you invest, plus the value of
your account, must fall within the ranges shown below. Call Fidelity to see
if your purchase qualifies.
Ranges                  Sales charge   Net amount invested   
 
$0 - 249,999          3%                3.09%                
 
$250,000 - 499,999    2%                2.04%                
 
$500,000 - 999,999    1%                1.01%                
 
$1,000,000 or more    none              none                 
 
The sales charge will also be reduced by the percentage of any sales charge
you previously paid on investments in other Fidelity funds (not including
Fidelity's Foreign Currency Funds). Similarly, your shares carry credit for
any sales charge you would have paid if the reductions in the table above
had not been available. These sales charge credits only apply if you
continuously owned Fidelity fund shares or a Fidelity brokerage core
account, or participated in The CORPORATEplan for Retirement Program, and
only to purchases made in one of the following ways:  (i) by exchange from
another Fidelity fund; (ii) with proceeds of a transaction within a
Fidelity brokerage core account, including any free credit balance, core
money market fund, or margin availability, to the extent such proceeds were
derived from redemption proceeds from another Fidelity fund; (iii) with
redemption proceeds from one of Fidelity's Foreign Currency Funds, if the
Foreign Currency Fund shares were originally purchased with redemption
proceeds from a Fidelity fund; (iv) through the Directed Dividends Option
(see page 13); or (v) by participants in The CORPORATEplan for Retirement
Program when shares are purchased through plan-qualified loan repayments,
and for exchanges into and out of the Managed Income Portfolio. 
The following information supplements the ninth paragraph under the heading
"Share Price" on page 9.
Effective February 1, 1994, the sales charge paid to qualified recipients
will be 2.25% of the fund's offering price.
SCS-93-1  December 17, 1993 



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