FIDELITY COMMONWEALTH TRUST
497, 1997-12-10
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SUPPLEMENT TO THE FIDELITY SMALL CAP STOCK FUND, FIDELITY MID-CAP
STOCK FUND AND FIDELITY LARGE CAP STOCK FUND JUNE 20, 1997 PROSPECTUS
   Effective January 2, 1998, Fidelity Small Cap Stock Fund will
change its name to Fidelity Small Cap Selector.    
   Effective January 2, 1998, the following information replaces the
similar information found in "Investment Principles and Risks" on page
15:    
       SMALL CAP SELECTOR    seeks capital appreciation by investing
primarily in equity securities of companies with small market
capitalizations. FMR normally invests at least 65% of the fund's total
assets in these securities. The fund has the flexibility, however, to
invest the balance in other market capitalizations and security
types.    
   Small market capitalization companies are those whose market
capitalization is similar to the market capitalization of companies in
the Russell 2000 at the time of the fund's investment. Companies whose
capitalization no longer meets this definition after purchase continue
to be considered small-capitalized for purposes of the 65% policy. As
of October 31, 1997, the Russell 2000 included companies with
capitalizations between $22.9 million and $2.5 billion.    
The following information supplements the "Management Fee" section
beginning on page 20:
The total management fee rate for the fiscal year ended April 30, 1997
was 0.55% for Small Cap Stock, 0.70% for Mid-Cap Stock and 0.53% for
Large Cap Stock. 
The Board of Trustees of Fidelity Small Cap Stock Fund has authorized
an increase in the redemption fee (payable to the fund) from 0.75% to
1.50% of the amount redeemed on shares of Small Cap Stock Fund
redeemed on or after November 15, 1997 and held less than 90 days.
The following information replaces the similar information found in
the "Expenses" section on page 5:
SHAREHOLDER TRANSACTION EXPENSES are charges you may pay when you buy
or sell shares of a fund. In addition, you may be charged an annual
account maintenance fee if your account balance falls below $2,500.
Lower sales charges may be available for accounts over $250,000. See
"Transaction Details," page 31 for an explanation of how and when
these charges apply.
Maximum sales charge on purchases
(as a % of offering price) 
for Small Cap Stock 3.00%
for Mid-Cap Stock None
for Large Cap Stock None
Maximum sales charge on reinvested
distributions None
Deferred sales charge on redemptions None
Exchange fee None
Redemption fee (as a % of amount redeemed
on shares redeemed before November 15, 1997
and held less than 90 days)
for Small Cap Stock only 0.75%
Redemption fee (as a % of amount redeemed on
shares redeemed on or after November 15, 1997
and held less than 90 days)
for Small Cap Stock only 1.50%
Annual account maintenance fee 
(for accounts under $2,500) $12.00
The following information replaces the similar information found in
the chart on page 27:
If you sell shares of Small Cap Stock before November 15, 1997 after
holding them less than 90 days, the fund will deduct a redemption fee
equal to 0.75% of the value of those shares.
If you sell shares of Small Cap Stock on or after November 15, 1997
after holding them less than 90 days, the fund will deduct a
redemption fee equal to 1.50% of the value of those shares.
The following information supplements the information found in
"Shareholder and Account Policies" on page 33:
A REDEMPTION FEE if applicable, of 0.75% for shares redeemed before
November 15, 1997 and held less than 90 days or 1.50% for shares
redeemed on or after November 15, 1997 and held less than 90 days for
Small Cap Stock, will be deducted from the amount of your redemption.
This fee is paid to the fund rather than FMR, and it does not apply to
shares that were acquired through reinvestment of distributions. If
you bought shares on different days the shares you held longest will
be redeemed first for purposes of determining whether the fee applies.
 



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