<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
"Rule 24f-2 Notice"
Fidelity Systematic Investment Plans:
Destiny Plans I and Destiny Plans II
(Name of Registrant)
File No. 2-34100
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<PAGE>
FILE NO. 2-34100
Fidelity Systematic Investment Plans:
Destiny Plans I
RULE 24F-2 - FILED PURSUANT TO RULE
24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940
(i) Fiscal Year for Which Notice Filed
Fiscal year ended September 30, 1995
(ii) Number of Securities Which Remained Unsold at Beginning of
Fiscal Year
Registered Other Than Pursuant to Rule 24f-2
None
(iii) Number of Securities Registered During Fiscal Year Other
Than Pursuant
to Rule 24f-2
None
(iv) Number or Amount of Securities Sold During Fiscal Year
123,584,347
(v) Number or Amount of Securities Sold During Fiscal Year Pursuant to Rule
24f-2
123,584,347
<TABLE>
<S>
<C>
Amount of Plans Distributed Pursuant to Rule 24f-2
$
123,584,347
Amount of Plans Terminated (A)
$
(123,584,347)
Note (A) The total amount of plans terminated for the fiscal
period ended September 30, 1995,
aggregated $201,989,707.
An additional filing pursuant to Rule 24e-2 can be made to register a
number of plans that will include the plan terminations not utilized
under Rule 24f-2.
Net Amount of Plans Distributed Pursuant to Rule 24f-2
$
0
</TABLE>
Note (1) : Pursuant to Rule 24f-2(c), the filing fee, calculated
in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0
Fidelity Systematic Investment Plans:
Destiny Plans I
FIDELITY DISTRIBUTORS CORPORATION
By Kurt Lange, Treasurer
</PAGE>
<PAGE>
FILE NO. 2-34100
Fidelity Systematic Investment Plans:
Destiny Plans II
RULE 24F-2 - FILED PURSUANT TO RULE
24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940
(i) Fiscal Year for Which Notice Filed
Fiscal year ended September 30, 1995
(ii) Number of Securities Which Remained Unsold at Beginning of
Fiscal Year
Registered Other Than Pursuant to Rule 24f-2
None
(iii) Number of Securities Registered During Fiscal Year Other
Than Pursuant
to Rule 24f-2
None
(iv) Number or Amount of Securities Sold During Fiscal Year
275,033,552
(v) Number or Amount of Securities Sold During Fiscal Year Pursuant to Rule
24f-2
275,033,552
<TABLE>
<S>
<C>
Amount of Plans Distributed Pursuant to Rule 24f-2
$
275,033,552
Amount of Plans Terminated
$
(82,247,859)
Net Amount of Plans Distributed Pursuant to Rule 24f-2
$
192,785,693
</TABLE>
Note (1) : Pursuant to Rule 24f-2(c), the filing fee, calculated
in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $38,557.14
Fidelity Systematic Investment Plans:
Destiny Plans II
FIDELITY DISTRIBUTORS CORPORATION
By Kurt Lange, Treasurer
</PAGE>
November 17, 1995
Mr. Kurt Lange, President
Fidelity Distributors Corporation
82 Devonshire Street
Boston, MA 02109
Dear Mr. Lange:
Under its former name and style, Crosby Plans Corporation, you
filed with the Securities and Exchange Commission under the
Investment Company Act of 1940, as amended, a Registration
Statement, as amended, on Form N-8B-2, registering Fidelity
Destiny Plans, as required under that Act, as a unit investment trust
of which Fidelity Distributors Corporation is the Sponsor. You
have also filed with the Securities and Exchange Commission under
the Securities Act of 1933, as amended, a Registration Statement
on Form S-6, as amended, covering the registration of the
Systematic Investment Plans with or without insurance of Fidelity
Destiny Plans.
I have examined the Registration Statement for the Fidelity Destiny
Plans and the Custodian Agreement creating such Plans dated July
18, 1969, as amended March 15, 1972, June 30, 1975, March 1,
1982, and September 16, 1994 between Fidelity Distributors
Corporation and State Street Bank and Trust Company.
I am of the opinion that you have validly entered into said
Custodian Agreement with State Street Bank and Trust Company,
and said Custodian Agreement is a valid and binding agreement
between you and State Street Bank and Trust Company.
I understand that pursuant to Rule 24f-2 under the Investment
Company Act of 1940, Fidelity Distributors Corporation has
registered an indefinite dollar amount of Plans under the Securities
Act of 1933. I further understand that, pursuant to the provisions
of Rule 24f-2, you are about to file with the Securities and
Exchange Commission a notice making definite the registration of
123,584,347 shares of Destiny Plan I and 275,033,552 shares of
Destiny Plan II or a total amount of 398,617,899 Plans sold in
reliance upon Rule 24f-2 during the fiscal year ended September
30, 1995.
I am of the opinion that shares of Fidelity Destiny Plans, when
issued by the Custodian in the manner contemplated in the
Custodian Agreement, were legal and valid Plan shares. I express
no opinion as to compliance with the Securities Act of 1933, the
Investment Company Act of 1940, or applicable state "Blue Sky" or
securities laws in connection with sales of the Plans.
Very truly yours,
/s/Stuart E. Fross