FIDELITY TREND FUND
497, 1994-08-03
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SUPPLEMENT TO THE 
FIDELITY TREND FUND AND 
FIDELITY VALUE FUND 
PROSPECTUS
DATED FEBRUARY 19, 1994
VO   LUNTARY EXPENSE REDUCTION.      
   Effective August 1, 1994, FMR     
   will voluntarily implement a     
   management fee reduction for     
   Fidelity Value Fund. The     
   individual fund fee rate will be     
   reduced from .35% to .30%.    
The following information 
replaces the corresponding 
information found in the section 
entitled "Expenses and 
Performance" on page 4.
ANNUAL FUND OPERATING 
EXPENSES
are paid out of    each fund's     
assets.    Each     fund pays a 
management fee that varies 
based on its performance. It 
also incurs other expenses for 
services such as maintaining 
shareholder records and 
furnishing shareholder 
statements and fund reports.    A     
fund's expenses are factored 
into its share price or dividends 
and are not charged directly to 
shareholder accounts (see 
page 24).
The following are projections 
based on historical expenses, 
adjusted to reflect the current 
contract, and are calculated as 
a percentage of average net 
assets. A portion of the 
brokerage commissions that 
the funds paid was used to 
reduce fund expenses. Without 
this reduction, the total 
operating expenses would have 
been 1.03% for Trend Fund 
and    1.07    % for Value fund. 
TREND FUND
Management fee  .75%
12b-1 fee None
Other expenses    .27%
Total fund operating expenses 1.02
%
VALUE FUND
Management fee (after reduction)    .6    
   7    %
12b-1 fee None
Other expenses    .39%
Total fund operating expenses    1.06    
       %
EXAMPLES: Let's say, 
hypothetically, that each fund's 
annual return is 5% and that its 
operating expenses are exactly 
as just described. For every 
$1,000 you invested, here's how 
much you would pay in total 
expenses if you close your 
account after the number of 
years indicated:
TREND FUND
After 1 year $10
After 3 years $32
After 5 years $56
After 10 years $125
VALUE FUND 
After 1 year $   11    
After 3 years $   34    
After 5 years $   58    
After 10 years $   129    
   FMR has voluntarily agreed to     
   reduce Value Fund's individual     
   fund fee rate. If this agreement     
   were not in effect, Value Fund's     
   management fee, other     
   expenses, and total operating     
   expenses would be .72%,     
   .39%, and 1.11%.    
SUPPLEMENT TO THE 
FIDELITY TREND FUND AND 
FIDELITY VALUE FUND 
PROSPECTUS
DATED FEBRUARY 19, 1994
VO   LUNTARY EXPENSE REDUCTION.      
   Effective August 1, 1994, FMR     
   will voluntarily implement a     
   management fee reduction for     
   Fidelity Value Fund. The     
   individual fund fee rate will be     
   reduced from .35% to .30%.    
The following information 
replaces the corresponding 
information found in the section 
entitled "Expenses and 
Performance" on page 4.
ANNUAL FUND OPERATING 
EXPENSES
are paid out of    each fund's     
assets.    Each     fund pays a 
management fee that varies 
based on its performance. It 
also incurs other expenses for 
services such as maintaining 
shareholder records and 
furnishing shareholder 
statements and fund reports.    A     
fund's expenses are factored 
into its share price or dividends 
and are not charged directly to 
shareholder accounts (see 
page 24).
The following are projections 
based on historical expenses, 
adjusted to reflect the current 
contract, and are calculated as 
a percentage of average net 
assets. A portion of the 
brokerage commissions that 
the funds paid was used to 
reduce fund expenses. Without 
this reduction, the total 
operating expenses would have 
been 1.03% for Trend Fund 
and    1.07    % for Value fund. 
TREND FUND
Management fee  .75%
12b-1 fee None
Other expenses    .27%
Total fund operating expenses 1.02
%
VALUE FUND
Management fee (after reduction)    .6    
   7    %
12b-1 fee None
Other expenses    .39%
Total fund operating expenses    1.06    
       %
EXAMPLES: Let's say, 
hypothetically, that each fund's 
annual return is 5% and that its 
operating expenses are exactly 
as just described. For every 
$1,000 you invested, here's how 
much you would pay in total 
expenses if you close your 
account after the number of 
years indicated:
TREND FUND
After 1 year $10
After 3 years $32
After 5 years $56
After 10 years $125
VALUE FUND 
After 1 year $   11    
After 3 years $   34    
After 5 years $   58    
After 10 years $   129    
   FMR has voluntarily agreed to     
   reduce Value Fund's individual     
   fund fee rate. If this agreement     
   were not in effect, Value Fund's     
   management fee, other     
   expenses, and total operating     
   expenses would be .72%,     
   .39%, and 1.11%.    
TRE/VAL-94-2 August 5, 1994
TRE/VAL-94-2 August 5, 1994
 
FIDELITY VALUE FUND
A FUND OF FIDELITY CAPITAL TRUST
AND
FIDELITY TREND FUND
   Supplement to the Statement of Additional Information    
   dated February 19, 1994    
   MANAGEMENT CONTRACT.  Effective August 1, 1994, 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.    
   The following information replaces the "Group Fee Rate" and "Effective
Annual Fee Rate" schedules found on page 19.    
    GROUP FEE RATE SCHEDULE                            EFFECTIVE ANNUAL FEE
RATES    
 
<TABLE>
<CAPTION>
<S>                          <C>                  <C>                 <C>                            
        Average Group
          Annualized
          Group Net
          Effective Annual Fee
       
    Assets                       Rate                 Assets             Rate                        
 
</TABLE>
 
 
<TABLE>
<CAPTION>
<S>                       <C>            <C>                     <C>             
   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                    .3249        
 
   36 -   42                 .340            250                    .3219        
 
   42 -   48                 .335            275                    .3190        
 
   48 -   66                 .325            300                    .3163        
 
   66 -   84                 .320            325                    .3137        
 
   84 -   102                .315            350                 .   3113        
 
1   02 -   138               .310            375                 .   3090        
 
1   38 -   174               .305            400                 .   3067        
 
174 -      210               .300                                                
 
   210 -   246            .   295                                                
 
   246 -   282            .   290                                                
 
   282 -   318            .   285                                                
 
   318 -   354            .   280                                                
 
   354 -   390            .   275                                                
 
        Over    390       .   270                                                
 
</TABLE>
 
   TREB/VALB-94-1                                           August 1994    



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