FIDELITY MT VERNON STREET TRUST, N-30B-2, 1994-07-18

FIDELITY MT VERNON STREET TRUST
N-30B-2, 1994-07-18

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FIDELITY

(REGISTERED TRADEMARK)
GROWTH COMPANY
FUND
SEMIANNUAL REPORT
MAY 31, 1994
CONTENTS

PRESIDENT'S MESSAGE 3 Ned Johnson on stock market
strategies.

PERFORMANCE 4 How the fund has done over time.

FUND TALK 6 The manager's review of fund
performance, strategy and outlook.

INVESTMENT CHANGES 9 A summary of major shifts in the
fund's investments over the past six
months.

INVESTMENTS 10 A complete list of the fund's
investments with their market
values.

FINANCIAL STATEMENTS 24 Statements of assets and liabilities,
operations, and changes in net
assets, as well as financial
highlights.

NOTES 28 Notes to the financial statements.

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. NEITHER THE FUND NOR FIDELITY DISTRIBUTORS
CORPORATION IS A
BANK, AND FUND SHARES ARE NOT BACKED OR GUARANTEED BY ANY BANK OR INSURED
BY THE
FDIC.
PRESIDENT'S MESSAGE

DEAR SHAREHOLDER:
The first few months of 1994 were an unsettling time for many investors.
After three years of a nearly perfect environment for stock market
investing, stock prices fell in March and April. Investors disagree about
whether this decline represents only a short-term correction or signals the
beginning of a longer bear market. One can collect statistics to support
either opinion, but of course, nobody knows for sure what will happen to
stock prices in the months ahead.
We do know, however, that market declines are a normal part of stock market
investing. We have historically seen corrections of 10% or more every two
years. That's why I thought this might be a good time to review three basic
investment principles that have proven helpful to successful stock market
investors in every market cycle.
First, take a long-term approach when investing in stocks and stock funds.
If you can afford to leave your money invested through the market's
inevitable ups and downs, you will greatly reduce your vulnerability to any
single decline. Over time, stock prices have gone up - and have
significantly outperformed other types of investments and stayed ahead of
inflation.
Second, you can further manage risk by diversifying your investments. A
stock mutual fund is already diversified, because it invests in many
different companies. You can increase your diversification by investing in
a number of different stock funds, or in different investment categories,
such as bonds. You should also keep money you'll need in the near future in
a more stable investment.
Finally, it makes good sense to follow a regular investment plan, investing
a set amount of money at the same time each month or quarter. That way, you
can avoid getting caught up in the excitement of a rapidly-rising market -
and won't end up buying all your shares at market highs. This strategy
won't assure a profit or protect you from a loss in a declining market, but
it should help you lower the average cost of your purchases. For this to be
effective, you must continue to buy shares in both up and down markets.
If you have questions, please call us at 1-800-544-8888. We would be happy
to send you a Fidelity FundMatch kit, which can help you determine the mix
of investments that is right for you. You might also find it convenient to
set up a regular investment plan using the Fidelity Automatic Account
Builder.
We look forward to hearing from you.
Best regards,
Edward C. Johnson 3d
PERFORMANCE: THE BOTTOM LINE

There are several ways to evaluate a fund's historical performance. You can
look at the total percentage change in value, the average annual percentage
change, or the growth of a hypothetical $10,000 investment. Each
performance figure includes changes in a fund's share price, plus
reinvestment of any dividends (or income) and capital gains (the profits
the fund earns when it sells stocks that have grown in value).
CUMULATIVE TOTAL RETURNS
PERIODS ENDED MAY 31, 1994 PAST 6 PAST 1 PAST 5 PAST 10
MONTHS YEAR YEARS YEARS

Growth Company 1.09% 5.10% 109.83% 446.79%

Growth Company
(incl. 3% sales charge) -1.94% 1.95% 102.75% 430.39%

S&P 500(Registered trademark) 0.24% 4.26% 66.69% 328.17%

Average Growth Fund -0.01% 4.62% 64.33% 275.71%

CUMULATIVE TOTAL RETURNS show the fund's performance in percentage terms
over a set period - in this case, six months, one, five, or ten years. For
example, if you invested $1,000 in a fund that had a 5% return over the
past year, you would end up with $1,050. You can compare the fund's returns
to the performance of the Standard & Poor's 500 Composite Stock Price
Index - a common proxy for the U.S. stock market. You can also compare them
to the average growth fund, which reflects the performance of 487 growth
funds tracked by Lipper Analytical Services. Both benchmarks include
reinvested dividends and capital gains, if any, and exclude the effects of
sales charges.
AVERAGE ANNUAL TOTAL RETURNS
PERIODS ENDED MAY 31, 1994 PAST 1 PAST 5 PAST 10
YEAR YEARS YEARS

Growth Company 5.10% 15.89% 18.52%

Growth Company (incl. 3% sales charge) 1.95% 15.18% 18.16%

S&P 500(Registered trademark) 4.26% 10.76% 15.65%

Average Growth Fund 4.62% 10.16% 13.66%

AVERAGE ANNUAL TOTAL RETURNS take the fund's actual (or cumulative) return
and show you what would have happened if the fund had performed at a
constant rate each year.

$10,000 OVER 10 YEARS
05/31/84 9700.00 10000.00
06/30/84 10238.89 10217.00
07/31/84 9773.07 10090.31
08/31/84 11334.93 11205.29
09/30/84 11033.52 11207.53
10/31/84 11060.92 11251.24
11/30/84 10823.45 11125.22
12/31/84 11051.79 11418.93
01/31/85 12632.41 12308.47
02/28/85 13091.77 12459.86
03/31/85 12733.47 12468.58
04/30/85 12614.04 12457.36
05/31/85 13303.08 13177.40
06/30/85 13477.64 13384.28
07/31/85 13881.87 13364.20
08/31/85 13955.37 13250.61
09/30/85 13119.34 12835.86
10/31/85 13661.38 13428.88
11/30/85 14800.60 14350.10
12/31/85 15462.07 15044.65
01/31/86 16016.15 15128.90
02/28/86 17366.28 16260.54
03/31/86 18221.72 17167.88
04/30/86 18582.44 16973.88
05/31/86 19417.26 17876.89
06/30/86 19520.32 18179.01
07/31/86 17912.52 17162.80
08/31/86 18541.21 18436.28
09/30/86 16861.27 16911.60
10/31/86 18118.65 17887.40
11/30/86 17881.60 18322.07
12/31/86 17477.11 17854.85
01/31/87 19696.46 20259.90
02/28/87 21492.72 21060.17
03/31/87 21268.19 21668.81
04/30/87 20482.32 21475.95
05/31/87 20407.48 21662.80
06/30/87 20744.28 22756.77
07/31/87 21704.78 23910.53
08/31/87 23114.34 24802.40
09/30/87 22590.43 24259.22
10/31/87 16577.96 19033.79
11/30/87 14844.07 17465.40
12/31/87 17180.63 18794.52
01/31/88 17246.61 19585.77
02/29/88 18302.26 20498.47
03/31/88 18513.38 19865.06
04/30/88 18302.26 20085.57
05/31/88 18209.89 20260.31
06/30/88 19753.77 21190.26
07/31/88 19344.71 21109.74
08/31/88 18552.97 20392.01
09/30/88 19595.42 21260.70
10/31/88 19384.29 21851.75
11/30/88 19120.38 21539.27
12/31/88 19940.48 21916.21
01/31/89 21336.31 23520.48
02/28/89 21298.62 22934.82
03/31/89 22029.79 23469.20
04/30/89 23532.75 24687.25
05/31/89 25374.20 25687.08
06/30/89 24453.47 25540.67
07/31/89 26091.83 27846.99
08/31/89 27161.50 28392.79
09/30/89 27933.29 28276.38
10/31/89 27648.95 27620.37
11/30/89 27770.81 28183.82
12/31/89 28243.95 28860.23
01/31/90 26094.30 26923.71
02/28/90 27243.76 27271.03
03/31/90 28706.72 27993.71
04/30/90 28288.73 27293.87
05/31/90 31259.42 29955.02
06/30/90 31617.69 29751.33
07/31/90 30632.44 29656.12
08/31/90 27452.76 26975.21
09/30/90 25019.48 25661.52
10/31/90 25138.90 25551.17
11/30/90 27825.96 27201.78
12/31/90 29259.06 27960.71
01/31/91 32558.16 29179.79
02/28/91 34663.02 31266.15
03/31/91 36543.96 32022.79
04/30/91 36215.55 32099.64
05/31/91 38141.27 33486.35
06/30/91 35573.64 31952.67
07/31/91 38395.05 33441.67
08/31/91 40052.07 34234.24
09/30/91 39813.22 33662.52
10/31/91 39723.65 34113.60
11/30/91 38245.77 32738.82
12/31/91 43400.02 36484.15
01/31/92 43888.40 35805.54
02/29/92 44261.30 36271.01
03/31/92 41975.28 35563.73
04/30/92 41164.63 36609.30
05/31/92 41115.99 36788.69
06/30/92 39656.83 36240.53
07/31/92 41067.35 37722.77
08/31/92 39948.66 36949.46
09/30/92 40580.96 37385.46
10/31/92 42769.71 37516.31
11/30/92 45606.97 38795.61
12/31/92 46847.23 39272.80
01/31/93 47984.99 39602.69
02/28/93 46644.06 40141.29
03/31/93 48307.49 40988.27
04/30/93 47781.30 39996.35
05/31/93 50463.17 41068.26
06/30/93 50649.88 41187.35
07/31/93 49835.14 41022.60
08/31/93 51871.99 42577.36
09/30/93 53331.74 42249.52
10/31/93 54061.62 43124.08
11/30/93 52466.08 42714.40
12/31/93 54431.59 43231.25
01/31/94 56197.24 44701.11
02/28/94 55294.77 43489.71
03/31/94 52718.99 41593.56
04/30/94 53339.43 42125.95
05/31/94 53038.61 42816.82

$10,000 OVER 10 YEARS: Let's say you invested $10,000 in Fidelity Growth
Company Fund on May 31, 1984, and paid a 3% sales charge. As the chart
shows, by May 31, 1994, the value of your investment would have grown to
$53,039 - a 430.39% increase on your initial investment. For comparison,
look at how the S&P 500 did over the same period. With dividends
reinvested, the same $10,000 investment would have grown to $42,817 - a
328.17% increase.
UNDERSTANDING
PERFORMANCE
How a fund did yesterday is
no guarantee of how it will do
tomorrow. The stock market,
for example, has a history of
growth in the long run and
volatility in the short run. In
turn, the share price and
return of a fund that invests in
stocks will vary. That means if
you sell your shares during a
market downturn, you might
lose money. But if you can
ride out the market's ups and
downs, you may have a gain.
(checkmark)
FUND TALK: THE MANAGER'S OVERVIEW

An interview with Bob Stansky, Portfolio Manager of Fidelity Growth Company
Fund
Q. BOB, HOW DID THE FUND PERFORM?
A. The fund had a total return of 1.09% for the six months ended May 31,
1994. That compares to a -0.01% total return for the average growth fund
tracked by Lipper Analytical Services during the same period. For the 12
months ended May 31, the fund was up 5.10%, while the average fund rose
4.62%.
Q. OBVIOUSLY, THE PERFORMANCE OF BOTH THE MARKET AND THE FUND HAS SLOWED
LATELY. WHAT'S YOUR TAKE ON THE RECENT CORRECTION?
A. In the last report, I talked about how high stock valuations - prices
compared to other measures such as earnings - had risen. The fund had
averaged more than a 22% total return during each of the three calendar
years prior to December 31, 1993, and the Standard & Poor's 500 had an
average annual return of 15% during the same period; keep in mind the
market's historic average annual return is roughly 10%. Anytime valuations
get that high, investors are just waiting for a reason to sell. That reason
arrived in early February when the Federal Reserve Board raised short-term
interest rates for the first time in five years. The Fed's move was
designed to curb future inflation that might result from the strengthening
economy. But rising interest rates often result in falling stock prices,
which was the general trend from February through May. First, investors
became concerned that higher rates might slow the economic growth that had
begun to boost corporate profits. Second, when rates go up, returns on
safer investments such as CDs and savings accounts begin to look more
attractive relative to stocks.
Q. DID ANY OF THE FUND'S STOCKS MAKE IT THROUGH UNSCATHED?
A. Very few. But thankfully, the fund's largest investment over the past
six months - Compaq Computer - was one of them. Compaq's stock price rose
more than 60% over the past six months. Despite that gain, the stock's
valuation remained very attractive because company earnings were rising
quickly too. Compaq has done a fantastic job controlling costs, and at the
same time has been right on target providing the products that consumers
want. In fact, many of the fund's best performing stocks were in some way
tied to the boom in personal computers.
Q. WHAT ARE SOME OTHER EXAMPLES?
A. IBM is another PC producer that has helped the fund recently. Everyone
knows about the company's long fall from its Wall Street glory days. But
new management has effectively cut costs, and I'm expecting success for
some of IBM's newest products. In addition, Sybase and Oracle are up at
least 19% since the beginning of 1994. As more and more PCs are tied
together through local area networks (or LANs), these companies benefit by
providing the database software to support those networks. Also, I've
positioned the fund to take advantage of what I think will be continued
growth in the demand for semiconductors. Texas Instruments boosted the
fund's performance over the past few months, and Intel and Applied
Materials also were among its top 10 investments at the end of the period.
Q. YOU INCREASED THE FUND'S STAKE IN ALL TECHNOLOGY STOCKS FROM 20.6% SIX
MONTHS AGO TO 27.2% ON MAY 31...
A. And the explanation is simple. No other sector comes close to technology
in the strength of its worldwide unit growth. But bear in mind this sector
also has a history of volatility. A good example is Cisco Systems, a
computer network products supplier whose stock recently suffered a sizable
correction. Cisco's earnings grew at an incredibly strong pace over the
past couple of years. But in early 1994, the company announced earnings
figures that were below what analysts had projected. Although Cisco's
earnings were still among the fastest-growing in the market, they appeared
to be slowing. Investors quickly turned negative on both the stock and the
technology sector as a whole, which I didn't anticipate.
Q. ANY OTHER DISAPPOINTMENTS?
A. Sure. The big three auto stocks - Chrysler, Ford and General Motors -
did very well through the winter as the economy heated sales. However, the
rise in interest rates this spring caused investors to worry whether the
auto companies could sustain that strong performance. I reduced the fund's
stake, but in hindsight, not quickly enough.
Q. RETAIL AND WHOLESALE STOCKS - 11.3% OF THE FUND ON MAY 31 - ARE NOW ITS
SECOND LARGEST SECTOR INVESTMENT. WHERE HAVE YOU FOUND OPPORTUNITIES?
A. As always, I use a bottom up approach to building the fund; I look for
attractive stocks rather than attractive sectors. That said, the recent
market correction resulted in lower valuations for some specialty retailers
that I had been watching closely, and I made my move. I bought the stocks
of retailers who operate in market niches where there appears to be room
for growth. Segments that do not have a dominant nationwide player usually
offer specialty retailers the best opportunity to increase business and
gain market share. For example, I've invested in retailers such as Home
Depot and Lowe's, which are fast growers in home improvement, and Office
Depot and Staples, which are gaining market share in office supplies.
Q. THERE'S BEEN A LOT OF TALK LATELY ABOUT DERIVATIVES. DO YOU USE THEM?
A. The fund has the authority to use derivatives, but I haven't made much
use of them. The fund's investments usually remain limited to common
stocks, a few bonds, and some in short-term securities.
Q. WHAT'S YOUR OUTLOOK FOR THE NEXT SIX MONTHS?
A. Over the long run, stock prices tend to follow earnings, so I'm trying
to pinpoint the companies that will grow earnings the fastest over the next
few years. There are reasons for optimism about earnings: many companies
have benefited from a stronger economy, many have effectively cut costs,
and many have corporate balance sheets that appear to be in good shape.
However, the spoiler could be higher interest rates. If companies begin to
lower earnings estimates due to the effects of higher rates, we may be in
for a bumpy ride over the next six months.

FUND FACTS
GOAL: to increase the value
of the fund's shares over the
long term by investing in
stocks with above average
growth potential
START DATE: January 17, 1983
SIZE: as of May 31, 1994,
more than $2.7 billion
MANAGER: Robert Stansky,
since 1987; manager,
Fidelity Advisor Equity
Portfolio Growth, since 1987;
Fidelity Emerging Growth
Fund, December 1990-April
1991;
Fidelity Select Defense &
Aerospace Portfolio,
1984-1985; joined Fidelity in
1983
(checkmark)
ROBERT STANSKY ON THE
EFFECT OF RISING INTEREST RATES
ON STOCKS:
"Historically, rising rates have
been bad news for stocks. I
believe that stock prices
follow earnings, and higher
rates normally have a
negative impact on earnings.
It's a delicate balance within
the economy. The Federal
Reserve has raised rates to
control inflation that might
result from an overheated
economy. But economic
growth and increased
consumer spending are the
catalysts that allow
companies to raise the prices
of their products, which - if
they can control costs - can
result in higher earnings.
We're still not sure whether
the higher rates will dampen
corporate profits. And that will
be the key factor determining
how stocks behave through
the end of 1994."
(bullet) General Electric was the
fund's second largest
investment on May 31. The
stock suffered through the
first quarter of 1994 for
several reasons. However,
the improving economy has
boosted profits in several of
G.E.'s businesses, and
effective management helps
give the company strong
earnings potential over the
next couple of years.
(bullet) The fund's stake in foreign
stocks has decreased from
11.2% six months ago to 8.5%
on May 31.
INVESTMENT CHANGES

TOP TEN STOCKS AS OF MAY 31, 1994
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE STOCKS
6 MONTHS AGO

Compaq Computer Corp. 5.5 2.9

General Electric Co. 2.4 1.0

Texas Instruments, Inc. 2.3 0.6

Microsoft Corp. 1.2 0.4

International Business Machines 1.2 0.5
Corp.

Applied Materials, Inc. 1.1 0.1

Intel Corp. 1.1 0.5

Lowe's Companies, Inc. 1.1 1.2

Warner-Lambert Co. 1.1 0.3

Office Depot, Inc. 1.0 0.4

TOP FIVE INDUSTRIES AS OF MAY 31, 1994
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE INDUSTRIES
6 MONTHS AGO

Technology 27.2 20.6

Retail & Wholesale 11.3 9.8

Finance 10.8 12.2

Health 7.6 9.0

Utilities 6.6 6.2

ASSET ALLOCATION
AS OF MAY 31, 1994* AS OF NOVEMBER 30, 1993 **
Row: 1, Col: 1, Value: 10.1
Row: 1, Col: 2, Value: 1.0
Row: 1, Col: 3, Value: 40.0
Row: 1, Col: 4, Value: 49.8
Row: 1, Col: 1, Value: 12.6
Row: 1, Col: 2, Value: 0.0
Row: 1, Col: 3, Value: 47.4
Row: 1, Col: 4, Value: 40.0
Stocks 89.8%
Bonds 0.1%
Short-term
Investments 10.1%
FOREIGN
INVESTMENTS 8.5%
Stocks 87.4%
Bonds -
Short-term
Investments 12.6%
FOREIGN
INVESTMENTS 11.2%

*
**
INVESTMENTS MAY 31, 1994 (UNAUDITED)

Showing Percentage of Total Value of Investment in Securities

COMMON STOCKS - 88.9%
SHARES VALUE (NOTE 1)
(000S)
BASIC INDUSTRIES - 2.4%
CHEMICALS & PLASTICS - 0.2%
Airgas, Inc. (a) 189,300 $ 4,567
Lubrizol Corp. 48,900 1,675
6,242
IRON & STEEL - 1.0%
Armco, Inc. (a) 47,700 280
Birmingham Steel Corp. 184,100 5,753
Compania Siderurgica Nacional (a) 240,266,900 6,470
Nucor Corp. 249,300 16,734
29,237
METALS & MINING - 0.3%
Aluminum Co. of America 77,400 5,466
Olympic Steel, Inc. (a) 197,600 2,470
7,936
PAPER & FOREST PRODUCTS - 0.9%
Champion International Corp. 143,600 4,685
Drypers Corp. (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . 33,900 436
Georgia-Pacific Corp. 100,300 6,469
International Paper Co. 67,600 4,681
Jefferson Smurfit Corp. 26,700 374
Weyerhaeuser Co. 181,400 7,551
24,196
TOTAL BASIC INDUSTRIES 67,611
CONGLOMERATES - 0.4%
Allied-Signal, Inc. 147,100 5,167
United Technologies Corp. 89,300 5,927
11,094
CONSTRUCTION & REAL ESTATE - 1.3%
BUILDING MATERIALS - 0.4%
Armstrong World Industries, Inc. 90,600 4,417
Cemex SA, Series B 791,100 5,846
Tolmex B2 SA (a) 116,000 1,332
11,595
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
CONSTRUCTION & REAL ESTATE - CONTINUED
CONSTRUCTION - 0.6%
Bufete Industrial SA sponsored ADR representing 3 Ord.
certificates Banco (a) 69,900 $ 2,359
Centex Corp. 243,800 5,943
Ekran BHD Ord. (a) 320,000 2,605
Lennar Corp. 128,100 2,370
Pulte Corp. 86,700 2,048
15,325
ENGINEERING - 0.0%
Glenayre Technologies, Inc. 7,600 327
REAL ESTATE - 0.2%
Sun Hung Kai Properties Ltd. 1,000,000 6,731
REAL ESTATE INVESTMENT TRUSTS - 0.1%
Duke Realty Investors, Inc. 64,600 1,736
Macerich Company 8,800 167
1,903
TOTAL CONSTRUCTION & REAL ESTATE 35,881
DURABLES - 6.0%
AUTOS, TIRES, & ACCESSORIES - 3.8%
Autozone, Inc. (a) 483,400 13,173
BMW (a) 10,200 5,080
BMW (rights) (a) 10,200 175
Chrysler Corp. 467,700 23,209
Continental Gummi-Werke AG (a) 14,300 2,367
Dana Corp. 81,700 4,208
Echlin, Inc. 137,800 3,738
Federal-Mogul Corp. 175,800 5,186
Ford Motor Co. 248,700 14,362
General Motors Corp. 393,400 21,145
Pep Boys - Manny, Moe & Jack 364,200 11,381
Spartan Motors, Inc. 38,800 737
104,761
CONSUMER ELECTRONICS - 0.3%
Fossil, Inc. 101,800 2,087
Whirlpool Corp. 98,600 5,287
7,374
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
DURABLES - CONTINUED
HOME FURNISHINGS - 0.3%
Ethan Allen Interiors, Inc. (a) 197,800 $ 4,896
Rhodes, Inc. (a) 189,100 2,931
7,827
TEXTILES & APPAREL - 1.6%
Fruit of the Loom, Inc. Class A (a) 202,600 5,951
Mohawk Industries Inc. (a) 310,300 6,982
NIKE, Inc. Class B 226,400 13,358
Nine West Group, Inc. (a) 138,300 3,786
Reebok International Ltd. 318,600 10,036
Shaw Industries, Inc. 293,200 5,278
45,391
TOTAL DURABLES 165,353
ENERGY - 3.0%
ENERGY SERVICES - 0.2%
Schlumberger Ltd. 105,400 6,034
OIL & GAS - 2.8%
Amoco Corp. 96,200 5,664
Anadarko Petroleum Corp. 171,900 9,240
Anderson Exploration Ltd. (a) 190,000 4,794
Beau Canada Exp 4,200 8
British Petroleum PLC ADR 89,700 6,301
Burlington Resources, Inc. 155,700 6,481
Canadian Natural Resources Ltd. (a) 366,200 5,862
Encal Energy Ltd. (a) 965,100 2,548
Enron Oil & Gas Co. 122,700 5,399
Oryx Energy Co. 97,200 1,701
Rio Alto Exploration Ltd. (a) 706,100 4,981
Summit Resources Ltd. 469,200 3,140
Unocal Corp. 571,900 15,799
YPF Sociedad Anonima sponsored ADR representing
Class D shares 176,800 4,663
76,581
TOTAL ENERGY 82,615
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
FINANCE - 10.8%
BANKS - 5.0%
Banacci SA de CV Class C 288,500 $ 2,158
Bank of Boston Corp. 514069 14,394
Bank of New York Co., Inc. 714,200 21,069
Chemical Banking Corp. 330,200 12,671
Citicorp (a) 323,400 12,774
Grupo Financiero Bancomer SA de CV sponsored ADR,
Series C (b) 252,500 7,512
HSBC Holdings PLC (Reg.) 587,628 6,769
Mercantile Bancorporation, Inc. 175,950 6,400
NationsBank Corp. 473,597 26,225
Shawmut National Corp. 361,500 8,721
Signet Banking Corp. 460876 19,242
State Street Boston Corp. 29,000 1,176
139,111
CREDIT & OTHER FINANCE - 2.5%
American Express Co. 233,600 6,453
Beneficial Corp. 170,600 6,291
Dean Witter Discover & Co. 371,525 14,489
Granite Industries BHD 790,000 1,409
Green Tree Acceptance, Inc. 238,900 14,065
Grupo Carso SA de CV Class A-1 (a) 893,800 8,906
Household International, Inc. 258,575 8,792
Jardine Matheson & Co. Ltd. Ord. 941,278 7,675
Mercury Finance Co. 148,800 2,530
70,610
FEDERAL SPONSORED CREDIT - 1.9%
Federal Home Loan Mortgage Corporation 476,800 27,654
Federal National Mortgage Association 310,200 25,902
53,556
INSURANCE - 1.1%
Allstate Corp. 97,500 2,547
General Re Corp. 143,000 17,124
Travelers, Inc. (The) 282,800 9,262
28,933
SECURITIES INDUSTRY - 0.3%
Lehman Brothers Holdings 46,720 858
Paine Webber Group, Inc. 504,200 8,319
9,177
TOTAL FINANCE 301,387
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
HEALTH - 7.2%
DRUGS & PHARMACEUTICALS - 4.6%
ALZA Corp. Class A 252,600 $ 6,283
Amgen, Inc. (a) 241,900 11,263
Bristol-Myers Squibb Co. 98,600 5,386
COR Therapeutics, Inc. (a) 130,400 1,223
Cell Genesys, Inc. (a) 70,200 825
Cellpro, Inc. (a) 102,300 2,199
Cephalon, Inc. (a) 50,700 608
Creative Biomolecules, Inc. (a) 102,700 334
Dura Pharmaceuticals, Inc. 45,800 452
Elan PLC ADR (a) 559,550 19,794
Elan PLC therapeutic systems unit (Common &
1 ADR warrant) (a) 39,956 1,099
Forest Laboratories, Inc. (a) 38,700 1,703
Liposome Co., Inc. (a) 139,900 936
Pfizer, Inc. 417,600 26,622
Schering-Plough Corp. 302,600 19,745
Warner-Lambert Co. 424,700 29,888
128,360
MEDICAL EQUIPMENT & SUPPLIES - 1.8%
Boston Scientific Corp. (a) 397,400 5,862
Johnson & Johnson 532,400 23,559
Mallinckrodt Group, Inc. 398,900 11,867
McKesson Corp. 21,000 1,740
Medtronic, Inc. 75,500 6,210
49,238
MEDICAL FACILITIES MANAGEMENT - 0.8%
Columbia/HCA Healthcare Corp. 102,500 4,074
HEALTHSOUTH Rehabilitation Corp. (a) 38,290 1,273
HealthTrust, Inc. - The Hospital Co. (a) 137,100 3,993
Quorum Health Group, Inc. 24,300 413
U.S. Healthcare, Inc. 344,050 13,848
23,601
TOTAL HEALTH 201,199
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
INDUSTRIAL MACHINERY & EQUIPMENT - 3.9%
ELECTRICAL EQUIPMENT - 3.4%
American Power Conversion Corp. (a) 195,800 $ 4,014
Duracell International, Inc. 172,900 7,283
General Electric Co. 1,348,200 66,904
Hutchison Whampoa Ltd. Ord. 947,000 4,167
Scientific-Atlanta, Inc. 215,300 8,047
Star Paging International Holdings Ltd. 6,784,000 2,810
93,225
INDUSTRIAL MACHINERY & EQUIPMENT - 0.5%
Caterpillar, Inc. 130,700 13,969
TOTAL INDUSTRIAL MACHINERY & EQUIPMENT 107,194
MEDIA & LEISURE - 3.9%
BROADCASTING - 1.2%
CAI Wireless Systems, Inc. 8,500 96
CBS, Inc. 5,100 1,331
Comcast Corp. Class A (Special) 363,900 6,346
Emmis Broadcasting Corp. Class A 21,300 282
Gaylord Entertainment Co. Class A 200,000 4,600
Grupo Televisa GDS (a)(b) 67,400 3,892
Infinity Broadcasting Corp. (a) 48,800 1,147
Scandinavian Broadcasting Corp. (a) 48,400 1,222
Television Broadcast Ltd. Ord (a) 618,000 2,500
Time Warner, Inc. 207,465 8,039
Viacom, Inc. (a) 142,800 4,338
33,793
ENTERTAINMENT - 0.2%
Disney (Walt) Co. 152,300 6,587
LEISURE DURABLES & TOYS - 0.2%
Callaway Golf Co. 95,600 4,099
Cobra Golf, Inc. 80,400 2,513
6,612
LODGING & GAMING - 0.6%
Caesars World, Inc. (a) 85,500 3,345
International Game Technology Corp. 130,200 2,881
Mandarin Oriental International Ltd. Ord. 792,000 1,128
Mirage Resorts, Inc. (a) 458,900 9,006
16,360
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
MEDIA & LEISURE - CONTINUED
PUBLISHING - 0.4%
Gannett Co., Inc. 29,400 $ 1,555
Tribune Co. 143,000 8,401
9,956
RESTAURANTS - 1.3%
Apple South, Inc. 48,600 1,057
Brinker International, Inc. (a) 48,600 1,221
Landry's Seafood Restaurants, Inc. 100,000 2,225
Lone Star Steakhouse Saloon (a) 89,500 1,745
McDonald's Corp. 355,900 22,066
Outback Steakhouse, Inc. (a) 201,300 5,284
Quality Dining, Inc. 27,800 313
Sbarro, Inc. 35,600 1,299
35,210
TOTAL MEDIA & LEISURE 108,518
NONDURABLES - 1.8%
BEVERAGES - 0.5%
COTT Corp. 97,800 1,999
Coca-Cola Company (The) 210,700 8,507
PepsiCo, Inc. 93,400 3,362
13,868
FOODS - 0.0%
Dreyer's Grand Ice Cream, Inc. 39,500 899
HOUSEHOLD PRODUCTS - 0.7%
First Brands Corp. 124,300 4,413
Gillette Company 198,400 13,838
18,251
TOBACCO - 0.6%
Philip Morris Companies, Inc. 314,400 15,484
RJR Nabisco Holdings Corp. (a) 137,900 793
16,277
TOTAL NONDURABLES 49,295
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
RETAIL & WHOLESALE - 11.2%
APPAREL STORES - 2.1%
AnnTaylor Stores Corp. (a) 62,100 $ 2,080
Cato Corp. Class A 286,750 3,584
Charming Shoppes, Inc. 588,500 5,591
Claire's Stores, Inc. 146,100 1,680
Designs, Inc. (a) 102,200 1,456
Filene's Basement Corp. (a) 96,900 787
Gap, Inc. 438,400 19,016
Gymboree Corp. (a) 41,900 1,912
Limited, Inc. (The) 377,200 6,648
Ross Stores, Inc. (a) 49,200 658
TJX Companies, Inc. 514,014 12,465
Talbots, Inc. 29,500 867
United States Shoe Corp. 101,700 1,894
58,638
DRUG STORES - 0.0%
Revco (D.S.), Inc. (a) 49,100 841
GENERAL MERCHANDISE STORES - 3.3%
Consolidated Stores Corp. 339,500 4,880
Dayton Hudson Corp. 274,000 21,543
Federated Department Stores, Inc. 187,700 4,106
May Department Stores Co. (The) 170,900 6,622
Penney (J.C.) Co., Inc. 284,500 14,545
Sears, Roebuck & Co. 521,900 26,421
Wal-Mart Stores, Inc. 559,800 13,155
91,272
GROCERY STORES - 0.5%
Giant Food, Inc. Class A 49,000 1,054
Kroger Co. (The) (a) 48,300 1,153
Safeway, Inc. (a) 115,000 2,645
Starbucks Corp. (a) 278,300 7,932
Stop & Shop Companies, Inc. (a) 67,700 1,625
14,409
RETAIL & WHOLESALE, MISCELLANEOUS - 5.3%
Bed Bath & Beyond, Inc. (a) 331,100 9,354
Best Buy Co., Inc. (a) 205,500 5,934
Circuit City Stores, Inc. 143,500 2,780
Home Depot, Inc. (The) 616,300 27,811
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
RETAIL & WHOLESALE - CONTINUED
RETAIL & WHOLESALE, MISCELLANEOUS - CONTINUED
Lillian Vernon Corp. 48,000 $ 912
Lowe's Companies, Inc. 958,800 30,082
Micro Warehouse, Inc. (a) 42,600 1,076
Office Depot, Inc. (a) 751,150 28,074
Payless Cashways, Inc. (a) 190,800 2,838
Staples, Inc. 560,100 16,243
Sunglass Hut International, Inc. (a) 120,600 3,528
Tandy Corp. 146,600 5,479
Toys "R" Us, Inc. (a) 296,300 10,519
Viking Office Products, Inc. (a) 8,700 436
Waban, Inc. (a) 170,400 3,195
148,261
TOTAL RETAIL & WHOLESALE 313,421
SERVICES - 0.7%
LEASING & RENTAL - 0.5%
Blockbuster Entertainment Corp. 424,100 11,980
Hollywood Entertainment Corp. (a) 109,300 2,978
14,958
PRINTING - 0.1%
Cyrk, Inc. 99,000 2,525
Reynolds & Reynolds Co. Class A 45,400 1,033
3,558
SERVICES - 0.1%
Kelly Services, Inc. Class A 46,000 1,242
Robert Half International, Inc. (a) 5,200 177
1,419
TOTAL SERVICES 19,935
TECHNOLOGY - 27.2%
COMMUNICATIONS EQUIPMENT - 4.2%
ADC Telecommunications, Inc. (a) 57,000 2,309
Cabletron Systems, Inc. (a) 272,100 26,938
Centigram Communications Corp. (a) 257,200 6,044
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
TECHNOLOGY - CONTINUED
COMMUNICATIONS EQUIPMENT - CONTINUED
Cisco Systems, Inc. (a) 173,000 $ 4,282
DSC Communications Corp. (a) 1,013,400 22,548
Digital Link Corp. 3,700 58
General Instrument Corp. (a) 100,600 6,174
Global Village Communication 4,000 32
Level One Communications, Inc. (a) 97,600 1,806
Newbridge Networks Corp. (a) 368,100 16,979
S Megga International 11,740,000 3,191
3Com Corp. (a) 284,200 13,357
Telco Systems, Inc. (a) 84,300 1,243
Tellabs, Inc. (a) 215,700 7,630
Wellfleet Communications, Inc. (a) 171,600 4,590
117,181
COMPUTER SERVICES & SOFTWARE - 5.2%
Adobe Systems, Inc. 64,700 1,860
Alantec Corp. 2,800 40
Atria Software, Inc. 10,100 162
CUC International, Inc. (a) 414,500 12,124
Cadence Design Systems, Inc. (a) 236,300 3,515
Ceridian Corp. (a) 49,100 1,203
Chipcom Corp. (a) 148,900 5,956
Compuware Corp. (a) 165,700 7,022
Equifax Inc. 102,700 2,863
FTP Software, Inc. (a) 55,600 973
Frame Technology Corp. (a) 13,600 156
Intelligent Electronics, Inc. 179,600 3,861
LEGENT Corp. (a) 372,200 11,445
Lotus Development Corp. (a) 205,300 12,318
Microsoft Corp. (a) 618,300 33,233
Novell, Inc. (a) 98,000 1,740
Oracle Systems Corp. (a) 562,600 19,269
Parametric Technology Corp. (a) 414,100 12,268
Powersoft Corp. (a) 15,400 843
Sybase, Inc. (a) 211,600 11,426
Synopsys, Inc. (a) 81,500 3,087
145,364
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
TECHNOLOGY - CONTINUED
COMPUTERS & OFFICE EQUIPMENT - 9.4%
ADAPTEC, Inc. (a) 178,300 $ 3,143
Compaq Computer Corp. (a) 1,287,100 152,200
EMC Corp. (a) 1,299,900 21,936
Fore Systems, Inc. 3,100 81
Hutchinson Technology, Inc. (a) 200,000 6,800
International Business Machines Corp. 518,300 32,782
Seagate Technology (a) 895,400 20,874
Silicon Graphics, Inc. (a) 351,000 7,941
Sun Microsystems, Inc. (a) 194,400 4,058
Sunward Technologies, Inc. (a) 68,600 729
Tech Data Corp. (a) 481,200 7,579
Western Digital Corp. (a) 278,600 3,900
262,023
ELECTRONIC INSTRUMENTS - 1.6%
Applied Materials, Inc. (a) 725,600 31,654
Credence Systems Corp. (a) 97,800 1,858
Megatest Corp. (a) 69,500 1,242
Novellus Systems, Inc. (a) 268,400 8,857
43,611
ELECTRONICS - 6.8%
Advanced Micro Devices, Inc. (a) 522,200 14,099
Cidco, Inc. (a) 256,800 4,879
Cirrus Logic, Inc. (a) 230,600 7,855
Intel Corp. 482,500 30,156
Linear Technology Corp. 247,800 11,151
Maxim Integrated Products, Inc. (a) 185,600 9,744
Micron Technology, Inc. 644,250 21,663
Motorola, Inc. 336,100 15,713
National Semiconductor Corp. (a) 117,100 2,269
Sanmina Corp. (a) 181,000 3,349
Texas Instruments, Inc. 810,700 65,059
Tokyo Electron Ltd. 106,000 3,267
189,204
TOTAL TECHNOLOGY 757,383
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
TRANSPORTATION - 2.6%
AIR TRANSPORTATION - 1.2%
AMR Corp. (a) 246,400 $ 13,614
Atlantic Southeast Airlines, Inc. 295,800 8,042
Delta Air Lines, Inc. 98,500 4,494
Mesa Airlines, Inc. (a) 20,000 240
Technology Resources (a) 1,629,000 6,631
33,021
RAILROADS - 1.0%
CSX Corp. 309,800 23,700
Chicago & North Western Holdings Corp. (a) 114,300 2,715
Illinois Central Corp., Series A 19,200 667
27,082
SHIPPING - 0.1%
Shun Tak Holdings Ltd. 658,000 732
Transportacion Maritima Mexicana SA de CV sponsored
ADR Class A 170,300 1,320
2,052
TRUCKING & FREIGHT - 0.3%
Federal Express Corp. (a) 118,400 9,058
TOTAL TRANSPORTATION 71,213
UTILITIES - 6.5%
CELLULAR - 1.6%
Airtouch Communications 870,365 21,215
Arch Communications Group, Inc. 79,300 1,150
IDB Communications Group, Inc. 462,420 6,705
McCaw Cellular Communications, Inc. Class A (a) 73,500 3,785
Metrocall, Inc. (a) 17,500 254
Paging Network, Inc. (a) 150,850 3,658
Rogers Cantel Mobile Communications, Inc.
Class B (non-vtg.) (a) 143,200 3,626
United States Cellular Corp. (a) 113,200 3,127
43,520
ELECTRIC UTILITY - 0.2%
Hong Kong Electric Holdings Ord. 1,748,500 5,477
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
UTILITIES - CONTINUED
TELEPHONE SERVICES - 4.7%
ALC Communications Corp. (a) 444,600 $ 14,116
AT&T Corp. 96,500 5,259
Ameritech Corp. 499,400 19,539
BellSouth Corp. 68,400 4,070
LCI International, Inc. (a) 159,100 6,165
MCI Communications Corp. 276,500 6,636
MFS Communications, Inc. 121,900 3,840
Southwestern Bell Corp. 294,000 12,091
Sprint Corp. 379,600 14,425
Telebras PN (Pfd. Reg.) 227,000,000 8,717
Telecom Argentina Stet France 616,500 3,984
Telefonica Argentina Class B 376,700 2,718
Telefonos de Mexico SA sponsored ADR representing
shares Ord. Class L 347,400 21,582
Telephone & Data Systems, Inc. 195,500 8,016
131,158
TOTAL UTILITIES 180,155
TOTAL COMMON STOCKS
(Cost $2,353,024) 2,472,254
PREFERRED STOCKS - 0.9%
CONVERTIBLE PREFERRED STOCKS - 0.4%
HEALTH - 0.4%
MEDICAL EQUIPMENT & SUPPLIES - 0.4%
U.S. Surgical Corp. $2.20 (b) 443,500 9,868
NONCONVERTIBLE PREFERRED STOCKS - 0.5%
DURABLES - 0.4%
AUTOS, TIRES, & ACCESSORIES - 0.4%
Fiat Spa Priv cumulative 2,382,300 6,202
Porsche AG (non-vtg.) 7,700 3,578
Porsche NV (a) 1,925 871
10,651
PREFERRED STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
NONCONVERTIBLE PREFERRED STOCKS - CONTINUED
RETAIL & WHOLESALE - 0.1%
RETAIL & WHOLESALE, MISCELLANEOUS - 0.1%
Hornback AG 3,700 $ 3,888
TOTAL NONCONVERTIBLE PREFERRED STOCKS 14,539
TOTAL PREFERRED STOCKS
(Cost $21,483) 24,407
CONVERTIBLE BONDS - 0.1%
MOODY'S RATINGS (C) PRINCIPAL
(UNAUDITED) AMOUNT (000S)
UTILITIES - 0.1%
CELLULAR - 0.1%
Arch Communications Group, Inc. 6 3/4%,
12/1/03 (b) (Cost $3,200) - $ 3,200 3,168
REPURCHASE AGREEMENT - 10.1%
MATURITY
AMOUNT
(000S)
Investments in repurchase agreements
(U.S. Treasury obligations), in a
joint trading account at 4.26%
dated 5/31/94 due 6/1/94 $ 280,091 280,058
TOTAL INVESTMENT IN SECURITIES - 100%
(Cost $2,657,765) $ 2,779,887
LEGEND
(a) Non-income producing
(b) Security exempt from registration under Rule 144A of the Securities Act
of 1933. These securities may be resold in transactions exempt from
registration, normally to qualified institutional buyers. At the period
end, the value of these securities amounted to $24,440,000 or .9% of net
assets.
(c) Standard & Poor's Corporation credit ratings are used in the
absence of a rating by Moody's Investors Service, Inc.
INCOME TAX INFORMATION
At May 31,1994, the aggregate cost of investment securities for income tax
purposes was $2,663,316,000. Net unrealized appreciation aggregated
$116,571,000, of which $233,506,000 related to appreciated investment
securities and $116,935,000 related to depreciated investment securities.
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
<S> <C> <C>
AMOUNTS IN THOUSANDS (EXCEPT PER-SHARE AMOUNTS) MAY 31, 1994 (UNAUDITED)

ASSETS

Investment in securities, at value (including repurchase $ 2,779,887
agreements of $280,058) (cost $2,657,765) (Notes 1
and 2) - See accompanying schedule

Receivable for investments sold 28,607

Receivable for fund shares sold 8,932

Dividends receivable 3,337

Interest receivable 113

Other receivables 502

TOTAL ASSETS 2,821,378

LIABILITIES

Payable for investments purchased $ 41,923

Payable for fund shares redeemed 8,010

Accrued management fee 1,710

Other payables and accrued expenses 917

TOTAL LIABILITIES 52,560

NET ASSETS $ 2,768,818

Net Assets consist of (Note 1):

Paid in capital $ 2,574,814

Undistributed net investment income 5,318

Accumulated undistributed net realized gain (loss) on 66,564
investments

Net unrealized appreciation (depreciation) on investment 122,122
securities

NET ASSETS, for 98,134 shares outstanding $ 2,768,818

NET ASSET VALUE and redemption price per share $28.21
($2,768,818 (divided by) 98,134 shares)

Maximum offering price per share (100/97.00 of $28.21) $29.08

</TABLE>

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
AMOUNTS IN THOUSANDS SIX MONTHS ENDED MAY 31, 1994 (UNAUDITED)

INVESTMENT INCOME $ 13,320
Dividends

Interest 6,138

TOTAL INCOME 19,458

EXPENSES

Management fee (Note 4) $ 8,245
Basic fee

Performance adjustment 1,698

Transfer agent fees (Note 4) 3,420

Accounting fees and expenses (Note 4) 379

Non-interested trustees' compensation 8

Custodian fees and expenses 288

Registration fees 218

Audit 36

Legal 14

Interest (Note 6) 2

Miscellaneous 11

Total expenses before reductions 14,319

Expense reductions (Note 7) (198) 14,121

NET INVESTMENT INCOME 5,337

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS 81,579
(NOTES 1 AND 3)
Net realized gain (loss) on investment securities
(including realized gain (loss) of $8 on sales of
investments in affiliated issuers)

Change in net unrealized appreciation (depreciation) on (64,729)
investment securities

NET GAIN (LOSS) 16,850

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM $ 22,187
OPERATIONS

</TABLE>

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
<S> <C> <C>
AMOUNTS IN THOUSANDS SIX MONTHS YEAR ENDED
ENDED MAY 31, NOVEMBER 30,
1994 1993
(UNAUDITED)

INCREASE (DECREASE) IN NET ASSETS

Operations $ 5,337 $ 9,111
Net investment income

Net realized gain (loss) on investments 81,579 282,249

Change in net unrealized appreciation (depreciation) (64,729) (9,035)
on
investments

NET INCREASE (DECREASE) IN NET ASSETS RESULTING 22,187 282,325
FROM
OPERATIONS

Distributions to shareholders: (5,509) (4,372)
From net investment income

From net realized gain (236,445) (75,586)

TOTAL DISTRIBUTIONS (241,954) (79,958)

Share transactions 1,045,095 1,746,684
Net proceeds from sales of shares

Reinvestment of distributions 238,806 78,432

Cost of shares redeemed (718,710) (1,356,342)

Net increase (decrease) in net assets resulting from share 565,191 468,774

transactions

TOTAL INCREASE (DECREASE) IN NET ASSETS 345,424 671,141

NET ASSETS

Beginning of period 2,423,394 1,752,253

End of period (including undistributed net investment $ 2,768,818 $ 2,423,394
income of $5,318 and $23,329, respectively)

OTHER INFORMATION
Shares

Sold 36,112 59,883

Issued in reinvestment of distributions 8,371 2,871

Redeemed (24,752) (46,641)

Net increase (decrease) 19,731 16,113

</TABLE>

FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
SIX YEARS ENDED NOVEMBER 30,
MONTHS
ENDED
MAY 31,
1994

(UNAUDITE 1993 1992(dagger)(dagger) 1991 1990 1989
D)

SELECTED PER-SHARE
DATA

Net asset value, $ 30.91 $ 28.13 $ 25.62 $ 18.64 $ 20.51 $ 14.49
beginning of period

Income from Investment
Operations

Net investment .06(dagger) .07 .13(dagger) .19 .29 .25
income

Net realized and .30 3.99 4.52 6.79 (.32) 6.18
unrealized gain
(loss)
on investments

Total from investment .36 4.06 4.65 6.98 (.03) 6.43
operations

Less Distributions

From net investment (.07) (.07) (.10) - (.14) (.11)
income

From net realized gain (2.99) (1.21) (2.04) - (1.70) (.30)

Total distributions (3.06) (1.28) (2.14) - (1.84) (.41)

Net asset value, end of $ 28.21 $ 30.91 $ 28.13 $ 25.62 $ 18.64 $ 20.51
period

TOTAL RETURN #(diamond) 1.09% 15.04% 19.25% 37.45% .20% 45.24%

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of $ 2,769 $ 2,423 $ 1,752 $ 1,133 $ 535 $ 283
period (in millions)

Ratio of expenses to 1.08%* 1.07% 1.09% 1.07% 1.14% .95%
average net assets

Ratio of expenses to 1.10%* 1.08% 1.09% 1.07% 1.14% 1.01%
average net assets
before expense
reductions

Ratio of net investment .41%* .43% .52% .75% 1.51% 1.42%
income to average net
assets

Portfolio turnover rate 143%* 159% 250% 174% 189% 269%

</TABLE>

* ANNUALIZED
# THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN
REDUCED DURING THE PERIODS SHOWN (SEE NOTE 7 OF NOTES TO FINANCIAL
STATEMENTS).
(diamond) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR
PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
(dagger)(dagger) AS OF DECEMBER 1, 1991 THE FUND DISCONTINUED THE USE OF
EQUALIZATION ACCOUNTING.
(dagger) NET INVESTMENT INCOME PER SHARE HAS BEEN CALCULATED BASED ON
AVERAGE SHARES OUTSTANDING DURING THE PERIOD.
NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 1994 (Unaudited)

1. SIGNIFICANT ACCOUNTING POLICIES.
Fidelity Growth Company Fund (the fund) is a fund of Fidelity Mt. Vernon
Street Trust (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 following summarizes the
significant accounting policies of the fund:
SECURITY VALUATION. Securities for which exchange quotations are readily
available are valued at the last sale price, or if no sale price, at the
closing bid price. Securities for which exchange quotations are not readily
available (and in certain cases debt securities which trade on an
exchange), are valued primarily using dealer-supplied valuations or at
their fair value as determined in good faith under consistently applied
procedures under the general supervision of the Board of Trustees.
Short-term securities maturing within sixty days are valued at amortized
cost or original cost plus accrued interest, both of which approximate
current value.
FOREIGN CURRENCY TRANSLATION. The accounting records of the fund are
maintained in U.S. dollars. Investment securities and other assets and
liabilities denominated in a foreign currency are translated into U.S.
dollars at the current exchange rate. Purchases and sales of securities,
income receipts and expense payments are translated into U.S. dollars at
the exchange rate on the dates of the transactions.
It is not practicable to identify the portion of each amount shown in the
fund's Statement of Operations under the caption "Realized and Unrealized
Gain (Loss) on Investments" that arises from changes in foreign currency
exchange rates. Investment income includes net realized and unrealized
currency gains and losses recognized between accrual and payment dates.
INCOME TAXES. As a qualified regulated investment company under Subchapter
M of the Internal Revenue Code, the fund is not subject to income taxes to
the extent that it distributes all of its taxable income for its fiscal
year. The schedule of investments includes information regarding income
taxes under the caption "Income Tax Information."
INVESTMENT INCOME. Dividend income is recorded on the ex-dividend date,
except certain dividends from foreign securities where the ex-dividend date
may have passed, are recorded as soon as the fund is informed of the
ex-dividend date. Interest income is accrued as earned. Investment income
is recorded net of foreign taxes withheld where recovery of such taxes is
uncertain.
EXPENSES. Most expenses of the trust can be directly attributed to a fund.
Expenses which cannot be directly attributed are apportioned between the
funds in the trust.
DISTRIBUTIONS TO SHAREHOLDERS.
Distributions are recorded on the ex-
dividend date.
Income and capital gain distributions are determined in accordance with
income
SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
DISTRIBUTIONS TO SHAREHOLDERS - CONTINUED
tax regulations which may differ from generally accepted accounting
principles. These differences are primarily due to differing treatments for
foreign currency transactions and losses deferred due to wash sales. The
fund also utilized earnings and profits distributed to shareholders on
redemption of shares as a part of the dividends paid deduction for income
tax purposes.
Permanent book and tax basis differences relating to shareholder
distributions will result in reclassifications to paid in capital.
Undistributed net investment income may include temporary book and tax
basis differences which will reverse in a subsequent period. Any taxable
income or gain remaining at fiscal year end is distributed in the following
year.
SECURITY TRANSACTIONS. Security transactions are accounted for as of trade
date. Gains and losses on securities sold are determined on the basis of
identified cost.
CHANGE IN ACCOUNTING FOR DISTRIBUTIONS TO SHAREHOLDERS. Effective December
1, 1993 the fund adopted Statement of Position 93-2: Determination,
Disclosure, and Financial Statement Presentation of Income, Capital Gain,
and Return of Capital Distributions by Investment Companies. As a result,
the fund changed the classification of distributions to shareholders to
better disclose the differences between financial statement amounts and
distributions determined in accordance with income tax regulations.
Accordingly, amounts as of November 30, 1993 have been reclassified to
reflect an increase in paid in capital of $150,882,000, a decrease in
undistributed net investment income of $14,229,000 and a decrease in
accumulated net realized gain on investments of $136,653,000.
2. OPERATING POLICIES.
FORWARD FOREIGN CURRENCY CONTRACTS. The fund may enter into forward foreign
currency contracts. These contracts involve market risk in excess of the
amount reflected in the fund's Statement of Assets and Liabilities. The
face or contract amount in U.S. dollars reflects the total exposure the
fund has in that particular currency contract. The U.S. dollar value of
forward foreign currency contracts is determined using forward currency
exchange rates supplied by a quotation service. Losses may arise due to
changes in the value of the foreign currency or if the counterparty does
not perform under the contract.
Purchases and sales of forward foreign currency contracts having the same
settlement date and broker are offset and presented net on the Statement of
Assets and Liabilities. Gain (loss) on the purchase or sale of forward
foreign currency contracts having the same settlement date and broker is
recognized on the date of offset, otherwise gain (loss) is recognized on
settlement date.
REPURCHASE AGREEMENTS. The fund, through its custodian, receives delivery
of the underlying securities, whose market value is required to be at least
102% of the resale price at the time of purchase. The fund's investment
adviser,
OPERATING POLICIES - CONTINUED
REPURCHASE AGREEMENTS - CONTINUED
Fidelity Management & Research Company (FMR), is responsible for
determining that the value of these underlying securities remains at least
equal to the resale price.
JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the
Securities and Exchange Commission, the fund, along with other registered
investment companies having management contracts with FMR, may transfer
uninvested cash balances into a joint trading account. These balances are
invested in one or more repurchase agreements that are collateralized by
U.S. Treasury or Federal Agency obligations.
3. PURCHASES AND SALES OF INVESTMENTS.
Purchases and sales of securities, other than short-term securities,
aggregated $1,958,644,000 and $1,627,340,000 respectively.
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES.
MANAGEMENT FEE. As the fund's investment adviser, FMR receives a monthly
basic fee that is calculated on the basis of a group fee rate plus a fixed
individual fund fee rate applied to the average net assets of the fund. The
group fee rate is the weighted average of a series of rates ranging from
.30% to .52% and is based on the monthly average net assets of all the
mutual funds advised by FMR. The annual individual fund fee rate is .30%.
The basic fee is subject to a performance adjustment (up to a maximum of +
or - .20%) based on the fund's investment performance as compared to the
appropriate index over a specified period of time. For the period, the
management fee was equivalent to an annualized rate of .76% of average net
assets after the performance adjustment.
The Board of Trustees approved a new group fee rate schedule with rates
ranging from .2850% to .5200%. Effective November 1, 1993, FMR has
voluntarily agreed to implement this new group fee rate schedule as it
results in the same or a lower management fee.
SALES LOAD. For the period, Fidelity Distributors Corporation (FDC), an
affiliate of FMR and the general distributor of the fund, received sales
charges of $685,000 on sales of shares of the fund.
TRANSFER AGENT FEE. Fidelity Service Co. (FSC), an affiliate of FMR, is the
fund's transfer, dividend disbursing and shareholder servicing agent. FSC
receives fees based on the type, size, number of accounts and the number of
transactions made by shareholders. FSC pays for typesetting, printing and
mailing of all shareholder reports, except proxy statements.
ACCOUNTING FEE. FSC maintains the fund's accounting records. The fee is
based on the level of average net assets for the month plus out-of-pocket
expenses.
BROKERAGE COMMISSIONS. The fund placed a portion of its portfolio
transactions with brokerage firms which are affiliates of FMR. The
commissions paid to these affiliated firms were $677,000 for the period.
5. TRANSACTIONS WITH
AFFILIATED COMPANIES.
An affiliated company is a company in which the fund has ownership of at
least 5% of the voting securities. Transactions with companies which are or
were affiliates are as follows:
SUMMARY OF TRANSACTIONS WITH AFFILIATED COMPANIES
PURCHASE SALES DIVIDEND MARKET
AFFILIATE COST COST INCOME VALUE
Back Bay Restaurant Group, Inc. (a) $ - $ 116,000 $ - $ -
6. BANK BORROWINGS.
The fund is permitted to have bank borrowings for temporary or emergency
purposes to fund shareholder redemptions. The fund has established
borrowing arrangements with certain banks. Under the most restrictive
arrangement, the fund must pledge to the bank securities having a market
value in excess of 220% of the total bank borrowings. The interest rate on
the borrowings is the bank's base rate, as revised from time to time. The
maximum loan and the average daily loan balances during the periods for
which loans were outstanding amounted to $18,274,000. The weighted average
interest rate was 3.88%.
7. EXPENSE REDUCTIONS.
FMR has directed certain portfolio trades to brokers who paid a portion of
the fund's expenses. For the period,
the fund's expenses were reduced by $198,000 under this arrangement.

INVESTMENT ADVISER
Fidelity Management & Research
Company
Boston, MA
OFFICERS
Edward C. Johnson 3d, President
J. Gary Burkhead, Senior Vice President
Robert E. Stansky, Vice President
Gary L. French, Treasurer
John H. Costello, Assistant Treasurer
Arthur S. Loring, Secretary
Robert H. Morrison, Manager,
Security Transactions
BOARD OF TRUSTEES
J. Gary Burkhead
Ralph F. Cox*
Phyllis Burke Davis*
Richard J. Flynn*
Edward C. Johnson 3d
E. Bradley Jones*
Donald J. Kirk*
Peter S. Lynch
Edward H. Malone*
Gerald C. McDonough*
Thomas R. Williams*
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Co.
Boston, MA
CUSTODIAN
Brown Brothers Harriman & Co.
Boston, MA
FIDELITY GROWTH FUNDS
Blue Chip Growth Fund
Capital Appreciation Fund
Contrafund
Disciplined Equity Fund
Dividend Growth Fund
Emerging Growth Fund
Fidelity Fifty
Growth Company Fund
Low-Priced Stock Fund
Magellan(Registered trademark) Fund
Mid-Cap Stock Fund
New Millennium(trademark) Fund
OTC Portfolio
Retirement Growth Fund
Small Cap Growth Fund
Stock Selector
Trend Fund
Value Fund
THE FIDELITY TELEPHONE CONNECTION
MUTUAL FUND 24-HOUR SERVICE
Account Balances 1-800-544-7544
Exchanges/Redemptions 1-800-544-7777
Mutual Fund Quotes 1-800-544-8544
Account Assistance 1-800-544-6666
Product Information 1-800-544-8888
Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)
TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

* INDEPENDENT TRUSTEES
AUTOMATED LINES FOR QUICKEST SERVICE

(2_FIDELITY_LOGOS)FIDELITY

EMERGING GROWTH
FUND
SEMIANNUAL REPORT
MAY 31, 1994
CONTENTS

PRESIDENT'S MESSAGE 3 Ned Johnson on stock market
strategies.

PERFORMANCE 4 How the fund has done over time.

FUND TALK 6 The manager's review of fund
performance, strategy and outlook.

INVESTMENT CHANGES 9 A summary of major shifts in the
fund's investments over the past six
months.

INVESTMENTS 10 A complete list of the fund's
investments with their market
values.

FINANCIAL STATEMENTS 21 Statements of assets and liabilities,
operations, and changes in net
assets, as well as financial
highlights.

NOTES 25 Notes to the financial statements.

There are several ways to evaluate a fund's historical performance. You can
look at the total percentage of change in value, the average annual
percentage change, or the growth of a hypothetical $10,000 investment. Each
performance figure includes changes in a fund's share price, plus
reinvestment of any dividends (or income) and capital gains (the profits
the fund earns when it sells stocks that have grown in value).
CUMULATIVE TOTAL RETURNS
PERIODS ENDED MAY 31, 1994 PAST 6 PAST 1 LIFE OF
MONTHS YEAR FUND

Emerging Growth -2.51% 1.79% 104.24%

Emerging Growth (including 3% sales -5.44% -1.26% 98.12%
charge)

Russell 2000(Registered trademark) 0.13% 8.72% 101.63%

Average Small Company Growth Fund -0.87% 7.11% n/a

CUMULATIVE TOTAL RETURNS show the fund's performance in percentage terms
over a set period - in this case, six months, one year, or since the fund
started on December 28, 1990. For example, if you invested $1,000 in a fund
that had a 5% return over the past year, you would end up with $1,050.
Total return figures do not include the effect of the 0.75% redemption fee
on shares held less than 90 days. You can compare the fund's returns to the
performance of the Russell 2000 Index - a broad measure of the performance
of small company stocks. You can also compare them to the average small
company growth fund, which reflects the performance of 227 small company
growth funds tracked by Lipper Analytical Services. Both benchmarks include
reinvested dividends and capital gains, if any, and exclude the effects of
sales charges.
AVERAGE ANNUAL TOTAL RETURNS
PERIODS ENDED MAY 31, 1994 PAST 1 LIFE OF
YEAR FUND

Emerging Growth 1.79% 23.17%

Emerging Growth (including 3% sales -1.26% 22.08%
charge)

Russell 2000(Registered trademark) 8.72% 22.16%

Average Small Company Growth Fund 7.11% n/a

AVERAGE ANNUAL TOTAL RETURNS take the fund's actual (or cumulative) return
and show you what would have happened if the fund had performed at a
constant rate each year.

$10,000 OVER LIFE OF FUND
12/28/90 9700.00 10000.00
12/31/90 9758.20 10130.46
01/31/91 11203.50 11046.59
02/28/91 11804.90 12278.44
03/31/91 12648.80 13142.71
04/30/91 12580.90 13109.64
05/31/91 13434.50 13734.51
06/30/91 12493.60 12934.12
07/31/91 13754.60 13387.99
08/31/91 14647.00 13883.54
09/30/91 14753.70 13992.25
10/31/91 14967.10 14362.33
11/30/91 14365.70 13698.05
12/31/91 16305.88 14794.92
01/31/92 16354.92 15993.70
02/29/92 16104.39 16460.26
03/31/92 15072.19 15903.11
04/30/92 14621.22 15345.96
05/31/92 14801.61 15550.02
06/30/92 14060.02 14814.62
07/31/92 14741.48 15329.88
08/31/92 14280.50 14897.29
09/30/92 14731.46 15241.09
10/31/92 15753.64 15725.55
11/30/92 16956.21 16928.86
12/31/92 17668.44 17518.63
01/31/93 18231.12 18111.57
02/28/93 17527.14 17693.25
03/31/93 18034.42 18267.39
04/30/93 17899.84 17765.95
05/31/93 19463.09 18552.08
06/30/93 19659.80 18667.81
07/31/93 19587.33 18925.55
08/31/93 20343.08 19743.17
09/30/93 20664.01 20300.32
10/31/93 21160.94 20822.82
11/30/93 20322.37 20137.48
12/31/93 21180.19 20825.99
01/31/94 21797.79 21478.95
02/28/94 21673.66 21401.26
03/31/94 20519.22 20271.33
04/30/94 20606.11 20391.82
05/31/94 19811.66 20162.84

$10,000 OVER LIFE OF FUND: Let's say you invested $10,000 in Fidelity
Emerging Growth Fund on December 28, 1990, and paid a 3% sales charge. As
the chart shows, by May 31, 1994, the value of your investment would have
grown to $19,812 - a 98.12% increase on your initial investment. For
comparison, look at how the Russell 2000 Index did over the same period.
With dividends reinvested, the same $10,000 investment would have grown to
$20,163 - a 101.63% increase.
UNDERSTANDING
PERFORMANCE
How a fund did yesterday is
no guarantee of how it will do
tomorrow. The stock market,
for example, has a history of
growth in the long run and
volatility in the short run. In
turn, the share price and
return of a fund that invests in
stocks will vary. That means if
you sell your shares during a
market downturn, you might
lose money. But if you can
ride out the market's ups and
downs, you may have a gain.
(checkmark)
FUND TALK: THE MANAGER'S OVERVIEW

An interview with Lawrence Greenberg, Portfolio Manager of Fidelity
Emerging Growth Fund
Q. LARRY, HOW HAS THE FUND PERFORMED?
A. During the six months ended May 31, 1994, the fund had a total return of
- -2.51%. The average small company growth fund returned -0.87% during the
same period. The fund was up 1.79% for the 12 months ended May 31, 1994,
compared to 7.11% for the average fund.
Q. WHY HAS THE PERFORMANCE OF SMALL-COMPANY GROWTH STOCKS LAGGED LATELY,
AND IN PARTICULAR, WHY DID THE FUND TRAIL THE AVERAGE?
A. I'll answer the first question before I get to the second. As the
economy has recovered, industrial production has increased significantly.
That generally has helped traditional cyclical stocks - those whose
earnings and stock prices are closely tied to movements in the economy - to
out-perform aggressive growth stocks - those of companies with fast-growing
earnings. In addition, rising interest rates - such as we've seen lately -
tend to hurt growth stocks more than any others. That's because their
prices usually reflect future earnings estimates, and future earnings
discounted back at higher interest rates are worth less than they would be
if rates were to remain stable or fall. When the market downturn hit,
investors fled many of the more volatile small-company stocks for the
relative safety of larger companies.
Q. WHAT ABOUT THE FUND'S PERFORM-ANCE RELATIVE TO ITS PEERS?
A. The fund tends to be very aggressive relative to its peers in seeking
stocks of companies with rapidly accelerating
earnings. While that often helps the fund out-perform other, less
aggressive small company stock funds in rising markets, it can also result
in under-performance during falling or choppy markets - such as we've seen
over the past six months. This aggressive stance was reflected in the
fund's growing dependence upon technology stocks, which contributed to its
subpar return within its peer group.
Q. WHAT HAPPENED IN THE TECHNOLOGY SECTOR?
A. Superior earnings growth can be difficult to find these days, and
technology stocks, far and away, offer better earnings growth than those in
any other sector of the market. That's why I increased the fund's
technology stake from 33.5% six months ago to 49.4% by May 31. However, as
I've mentioned in past reports, this sector is very volatile; investors'
confidence level can change drastically on the slightest bit of negative
news. The performance of some of the fund's largest technology investments
suffered during the period for a variety of reasons.
Q. CAN YOU GIVE US AN EXAMPLE?
A. What happened to Cisco Systems - a computer networking products supplier
- - is a case in point. Cisco was one of the fund's top 10 investments in
January. The company reported a 93% increase in first quarter 1994
earnings. However, earnings had grown by 108% during the previous quarter.
You see my point. Even though earnings growth was outstanding, the
company's growth rate had slowed. Well, investors began selling the stock,
and the negative sentiment spread through much of the technology sector. In
addition, some of the fund's telecommunications stocks were hurt by the
collapse of the proposed merger between Bell Atlantic and
Telecommunications Inc.
Q. WHICH LED TO DOUBTS ABOUT THE BUILDING OF THE INFORMATION
SUPERHIGHWAY...
A. Exactly. The breakdown of merger talks between the two companies
prompted increased confusion surrounding the superhighway. DSC
Communications - a telecommunications equipment supplier - is an example of
a stock that suffered as a result. But DSC continues to grow its business
at a solid rate and future prospects are excellent, which is why the stock
remained the fund's third largest investment on May 31.
Q. DID ANY OF THE TECHNOLOGY STOCKS DO WELL, DESPITE THESE EXTERNAL FACTORS
AND THE MARKET DOWNTURN?
A. Sure. The fund's largest investment on May 31 - Compaq Computer - helped
performance immensely. Compaq just keeps gaining market share while keeping
expenses in line. Despite a rapid rise in Compaq's stock price, the
company's earnings have kept pace, which has helped keep its stock
valuation at an attractive level. In fact, most of the best performing
technology stocks were tied to the boom in PCs. Oracle and Sybase -
relational database software companies - have benefited from an increased
demand for software to run local area networks (or LANs). In addition, the
demand for semiconductors for both computers and other uses remains strong,
which has boosted the stock of Texas Instruments. In fact, three of the
fund's top 10 investments at the end of May were chip makers: Intel,
Motorola and Texas Instruments. I believe that corporate America will
continue to increase productivity through capital spending on technology,
which bodes well for future semiconductor demand.
Q. THE FUND HAD A 9% STAKE IN RETAIL AND WHOLESALE STOCKS ON MAY 31. WHAT'S
YOUR LATEST THINKING ON THIS SECTOR?
A. My outlook has improved somewhat, but consumer demand still appears
sluggish. Lowe's - a home-improvement chain based in the Southeast - has
remained among the fund's top investments and has performed very well. In
addition, after the recent stock market correction, I bought the stocks of
some fast-growing retailers that I felt were too expensive earlier in the
period. Examples include Sunglass Hut, coffee shop chain Starbucks, and
auto parts supplier Autozone.
Q. LET'S TALK ABOUT THE NEXT SIX MONTHS. DO YOU SEE THE FUND'S PERFORMANCE
IMPROVING?
A. I think the potential is certainly there. Industrial production appears
to be peaking, and hopefully interest rates will stabilize. With that
backdrop, I believe we'll see investors eventually drift away from stocks
that rely on a stronger economy to grow earnings - the cyclicals - and back
toward companies that rely more heavily on internal business practices to
grow earnings - the growth stocks. I've positioned the fund by targeting
those companies that appear to have the best prospects for rapid earnings
growth. As we've seen, that can mean volatility in any period as short as
six months. But it can also provide superb growth over the long term.
FUND FACTS
GOAL: to increase the value
of the fund's shares by
investing mainly in the stocks
of fast-growing small and
medium-sized companies
START DATE: December 28,
1990
SIZE: as of May 31, 1994,
more than $605 million
MANAGER: Lawrence
Greenberg, since October
1993; manager, VIP: Growth
Port- folio, since April 1991;
Fidelity Select Environmental
Services Portfolio, October
1986 - April 1991; Fidelity
Select Medical Delivery
Portfolio, July 1989 - April
1991; joined Fidelity in 1986
(checkmark)
LARRY GREENBERG ON THE RECENT
STOCK MARKET DOWNTURN:
"I see the market correction
that began in February as just
that, a natural and normal
correction. It happened the
way market cycles often
happen: economic growth
following a recession led to
rising interest rates, which
often have a negative effect
on the stock market. That
said, the correction created
some attractive buying
opportunities for the fund. I
was able to purchase stocks
of companies that I feel are
poised for solid earnings
growth over the next couple
years, at much more
reasonable valuations."
(bullet) The fund's stake in foreign
stocks fell from 13.1% six
months ago to 6.6% on May
31. After the recent
correction, the valuations of
U.S. stocks became more
attractive in comparison to
their foreign counterparts.
(bullet) Some of the fund's foreign
investments are hedged with
derivative investments known
as forward currency
contracts. These contracts
are designed to tie the value
of overseas investments to
movements in the U.S. dollar,
effectively reducing the fund's
exposure to foreign
currencies. However, under
certain circumstances, the
cost associated with hedging
can reduce the fund's total
return.
INVESTMENT CHANGES

TOP TEN STOCKS AS OF MAY 31, 1994
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE STOCKS
6 MONTHS AGO

Compaq Computer Corp. 4.8 2.7

Oracle Systems Corp. 3.8 1.8

DSC Communications Corp. 3.2 2.9

Cabletron Systems, Inc. 3.0 0.8

Newbridge Networks Corp. 2.3 1.1

Intel Corp. 1.8 0.1

Motorola, Inc. 1.8 2.7

Lowe's Companies, Inc. 1.7 1.2

Texas Instruments, Inc. 1.5 0.3

McCaw Cellular Communications,
Inc. Class A 1.5 0.7

TOP FIVE INDUSTRIES AS OF MAY 31, 1994
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE INDUSTRIES
6 MONTHS AGO

Technology 49.4 33.5

Retail & Wholesale 9.0 10.0

Utilities 8.9 4.7

Health 5.3 8.0

Media & Leisure 5.2 9.9

ASSET ALLOCATION
AS OF MAY 31, 1994* AS OF NOVEMBER 30, 1993**
Row: 1, Col: 1, Value: 7.9
Row: 1, Col: 2, Value: 50.0
Row: 1, Col: 3, Value: 42.1
Row: 1, Col: 1, Value: 12.0
Row: 1, Col: 2, Value: 40.0
Row: 1, Col: 3, Value: 48.0
Stocks 92.1%
Short-term
Investments 7.9%
FOREIGN
INVESTMENTS 6.6%
Stocks 88.0%
Short-term
Investments 12.0%
FOREIGN
INVESTMENTS 13.1%
*
*
*
INVESTMENTS MAY 31, 1994 (UNAUDITED)

Showing Percentage of Total Value of Investment in Securities

COMMON STOCKS - 91.6%
SHARES VALUE (NOTE 1)
(000S)
AEROSPACE & DEFENSE - 0.2%
Orbital Sciences Corporation 65,000 $ 1,430,000
BASIC INDUSTRIES - 1.4%
CHEMICALS & PLASTICS - 0.6%
Airgas, Inc. (a) 150,000 3,618,750
IRON & STEEL - 0.8%
Nucor Corp. 70,600 4,739,012
TOTAL BASIC INDUSTRIES 8,357,762
CONSTRUCTION & REAL ESTATE - 1.0%
CONSTRUCTION - 0.7%
Oakwood Homes Corp. 106,000 2,292,250
Schuler Homes, Inc. (a) 75,000 1,603,125
Southern Energy Homes, Inc. (a) 28,200 380,700
4,276,075
ENGINEERING - 0.3%
Glenayre Technologies, Inc. 50,000 2,150,000
TOTAL CONSTRUCTION & REAL ESTATE 6,426,075
DURABLES - 4.0%
AUTOS, TIRES, & ACCESSORIES - 1.7%
Autozone, Inc. (a) 85,000 2,316,250
Breed Technologies, Inc. (a) 100,000 3,200,000
General Motors Corp. 90,000 4,837,500
10,353,750
CONSUMER DURABLES - 0.1%
Forschner Group, Inc. 50,000 712,500
CONSUMER ELECTRONICS - 0.9%
Fossil, Inc. 50,700 1,039,350
Harman International Industries, Inc. (a) 150,200 4,092,950
5,132,300
TEXTILES & APPAREL - 1.3%
Ashworth, Inc. (a) 97,500 975,000
Cygne Designs, Inc. (a) 10,300 190,550
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
DURABLES - CONTINUED
TEXTILES & APPAREL - CONTINUED
Farah, Inc. (a) 75,300 $ 1,327,163
Galey & Lord, Inc. (a) 44,600 830,675
Haggar Corp. 22,300 579,800
Mohawk Industries, Inc. (a) 37,100 834,750
Nine West Group, Inc. (a) 30,000 821,250
St. John Knits (a) 21,200 580,350
Tommy Hilfiger (a) 32,300 1,191,063
Westpoint Stevens, Inc. Class A (a) 50,100 764,025
8,094,626
TOTAL DURABLES 24,293,176
ENERGY - 2.3%
ENERGY SERVICES - 0.1%
Precision Drilling Corp. Class A (a) 60,000 727,075
OIL & GAS - 2.2%
Canadian Natural Resources Ltd. (a) 147,700 2,364,162
Murphy Oil Corp. 73,400 3,082,800
Northstar Energy Corp. (a) 309,800 3,614,052
Petromet Resources Ltd. Ord. (a) 400,000 2,640,624
Summit Resources Ltd. 300,000 2,007,597
13,709,235
TOTAL ENERGY 14,436,310
FINANCE - 0.3%
CREDIT & OTHER FINANCE - 0.3%
First USA, Inc. 40,000 1,775,000
HEALTH - 5.3%
DRUGS & PHARMACEUTICALS - 1.7%
COR Therapeutics, Inc. (a) 70,000 656,250
Cellpro, Inc. (a) 50,000 1,075,000
Cephalon, Inc. (a) 75,000 900,000
Creative Biomolecules, Inc. (a) 56,800 184,600
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
HEALTH - CONTINUED
DRUGS & PHARMACEUTICALS - CONTINUED
Elan PLC ADR (a) 10,000 $ 353,750
Elan PLC therapeutic systems unit (1 common & 1 ADR
warrant) (a) 20,237 556,518
Insite Vision, Inc. (a) 50,000 337,500
Nature's Bounty, Inc. (a) 59,100 753,525
Perspective Biosystems, Inc. (a) 35,000 656,250
Pfizer, Inc. 50,000 3,187,500
Protein Design Labs, Inc. (a) 90,000 1,631,250
10,292,143
MEDICAL EQUIPMENT & SUPPLIES - 0.6%
Cordis Corp. (a) 55,000 2,743,125
Zoll Medical Corp. (a) 70,000 1,295,000
4,038,125
MEDICAL FACILITIES MANAGEMENT - 3.0%
Foundation Health Corp. (a) 35,000 1,478,750
Humana, Inc. (a) 75,000 1,537,500
Lincare Holdings, Inc. (a) 25,000 575,000
Rehabcare Corp. (a) 135,000 1,755,000
Relife, Inc. (a) 99,500 1,815,875
U.S. Healthcare, Inc. 100,000 4,025,000
United HealthCare Corp. 125,000 6,015,625
Vivra, Inc. (a) 40,000 920,000
18,122,750
TOTAL HEALTH 32,453,018
INDUSTRIAL MACHINERY & EQUIPMENT - 2.6%
ELECTRICAL EQUIPMENT - 1.6%
American Power Conversion Corp. (a) 50,000 1,025,000
Amphenol Corp. Class A (a) 65,000 1,105,000
Avid Technology, Inc. (a) 35,000 980,000
Catalina Lighting, Inc. (a) 75,000 806,250
Excel Technology, Inc. (a) 230,000 1,265,000
Oak Industries, Inc. (a) 50,000 1,012,500
Scientific-Atlanta, Inc. 58,300 2,178,963
Sensormatic Electronics Corp. 50,000 1,475,000
9,847,713
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
INDUSTRIAL MACHINERY & EQUIPMENT - CONTINUED
INDUSTRIAL MACHINERY & EQUIPMENT - 1.0%
Caterpillar, Inc. 45,900 $ 4,905,563
Perspective Technologies Corp. (a) 55,000 1,182,500
6,088,063
TOTAL INDUSTRIAL MACHINERY & EQUIPMENT 15,935,776
MEDIA & LEISURE - 5.2%
BROADCASTING - 1.7%
ACS Enterprises, Inc. (a) 75,000 1,050,000
Clear Channel Communications, Inc. (a) 30,000 1,098,750
Comcast Corp. Class A 70,000 1,220,625
EZ Communications, Inc. 26,200 268,550
Home Shopping Network, Inc. (a) 100,000 1,062,500
Infinity Broadcasting Corp. (a) 25,910 608,885
NTN Communications, Inc. (a) 50,000 268,750
Peoples Choice TV Corp. (a) 35,000 901,250
Scandinavian Broadcasting Corp. (a) 25,000 631,250
Tele-Communications, Inc. Class A (a) 175,000 3,653,125
10,763,685
ENTERTAINMENT - 0.5%
Players International, Inc. 30,500 617,625
Royal Carribean Cruises Ltd. 75,000 2,184,375
2,802,000
LEISURE DURABLES & TOYS - 1.0%
Callaway Golf Co. 50,000 2,143,750
Champion Enterprises, Inc. (a) 45,900 1,468,800
Coachmen Industries, Inc. 107,500 1,478,125
Cobra Golf, Inc. 30,000 937,500
6,028,175
LODGING & GAMING - 0.9%
Hospitality Franchise Systems, Inc. (a) 100,000 2,712,500
Promus Companies, Inc. (a) 15,000 571,875
Sholodge, Inc. 102,666 2,078,987
5,363,362
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
MEDIA & LEISURE - CONTINUED
RESTAURANTS - 1.1%
Apple South, Inc. 70,000 $ 1,522,500
Brinker International, Inc. (a) 25,000 628,125
Bugaboo Creek Steak House, Inc. 76,000 1,159,000
Landrys Seafood Restaurants, Inc. 50,000 1,112,500
Longhorn Steaks, Inc. (a) 65,000 747,500
Outback Steakhouse, Inc. (a) 40,000 1,050,000
Uno Restaurant Corp. (a) 59,100 620,550
6,840,175
TOTAL MEDIA & LEISURE 31,797,397
NONDURABLES - 0.7%
BEVERAGES - 0.5%
Snapple Beverage Corp. (a) 131,300 3,225,056
HOUSEHOLD PRODUCTS - 0.2%
Safeskin Corp. (a) 55,900 838,500
TOTAL NONDURABLES 4,063,556
RETAIL & WHOLESALE - 9.0%
APPAREL STORES - 1.7%
Designs, Inc. (a) 65,050 926,963
Gap, Inc. 70,000 3,036,250
Gymboree Corp. (a) 25,800 1,177,125
Norton McNaughton, Inc. 65,000 1,243,125
One Price Clothing Stores, Inc. (a) 176,700 3,401,475
Simmons Outdoor Corp. 85,000 478,125
10,263,063
DRUG STORES - 0.1%
General Nutrition Companies, Inc. (a) 40,000 810,000
GENERAL MERCHANDISE STORES - 0.7%
Michaels Stores, Inc. (a) 85,000 3,442,500
Stein Mart, Inc. (a) 50,000 987,500
4,430,000
GROCERY STORES - 0.4%
Starbucks Corp. (a) 80,000 2,280,000
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
RETAIL & WHOLESALE - CONTINUED
RETAIL & WHOLESALE, MISCELLANEOUS - 6.1%
Best Buy Co., Inc. (a) 75,000 $ 2,165,625
Books-A-Million, Inc. (a) 60,000 1,380,000
Brookstone, Inc. (a) 80,500 1,187,375
Circuit City Stores, Inc. 47,350 917,406
Futures Shops Ltd. 59,100 1,250,624
Home Depot, Inc. (The) 145,000 6,543,125
Lowe's Companies, Inc. 325,000 10,196,875
Micro Warehouse, Inc. (a) 60,000 1,515,000
Office Depot, Inc. (a) 125,050 4,673,744
PETsMART, Inc. (a) 34,800 1,015,725
Rex Stores Corp. (a) 50,000 787,500
Spiegel, Inc. Class A 30,000 637,500
Sport Supply Group, Inc. 111,400 1,684,925
Staples, Inc. 40,000 1,160,000
Sunglass Hut International, Inc. (a) 60,000 1,755,000
Viking Office Products, Inc. (a) 14,000 700,875
37,571,299
TOTAL RETAIL & WHOLESALE 55,354,362
SERVICES - 0.9%
PRINTING - 0.3%
Cyrk, Inc. (a) 35,000 892,500
Wallace Computer Services, Inc. 33,400 1,110,550
2,003,050
SERVICES - 0.6%
Day Runner, Inc. (a) 75,000 1,246,875
Medaphis Corp. 73,100 2,129,038
3,375,913
TOTAL SERVICES 5,378,963
TECHNOLOGY - 49.1%
COMMUNICATIONS EQUIPMENT - 12.4%
Aspect Telecommunications Corp. (a) 40,000 1,030,000
Cabletron Systems, Inc. (a) 187,300 18,542,700
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
TECHNOLOGY - CONTINUED
COMMUNICATIONS EQUIPMENT - CONTINUED
Centigram Communications Corp. (a) 58,800 $ 1,381,800
Cisco Systems, Inc. (a) 100,000 2,475,000
DSC Communications Corp. (a) 875,000 19,468,750
General Instrument Corp. (a) 55,000 3,375,625
Inter-Tel, Inc. (a) 77,100 790,275
Level One Communications, Inc. (a) 17,500 323,750
MB Communications, Inc. 160,900 3,218,000
Newbridge Networks Corp. (a) 300,000 13,837,500
Nokia AB Free shares 19,500 1,438,019
Porta Systems Corp. (a) 50,000 456,250
Telco Systems, Inc. (a) 45,000 663,750
Wellfleet Communications, Inc. (a) 115,000 3,076,250
3Com Corp. (a) 121,100 5,691,700
75,769,369
COMPUTER SERVICES & SOFTWARE - 14.7%
CUC International, Inc. (a) 185,000 5,411,250
Cambridge Technology Partners Mass., Inc. 50,000 850,000
Cheyenne Software, Inc. (a) 145,300 2,906,000
Chipcom Corp. (a) 90,000 3,600,000
Computer Horizons Corp. (a) 90,000 922,500
Compuware Corp. (a) 115,000 4,873,125
EIS International, Inc. 55,900 572,975
FTP Software, Inc. (a) 20,000 350,000
IMRS, Inc. (a) 60,000 1,560,000
Informix Corp. (a) 75,000 1,204,688
Integrated Systems, Inc. (a) 69,900 838,800
Intelligent Electronics, Inc. 75,000 1,612,500
LEGENT Corp. (a) 76,900 2,364,675
Landmark Graphics Corp. (a) 75,000 2,493,750
Lotus Development Corp. (a) 79,400 4,764,000
Microsoft Corp. (a) 170,000 9,137,500
MicroAge, Inc. (a) 85,000 2,167,500
Oracle Systems Corp. (a) 675,000 23,118,750
Parametric Technology Corp. (a) 45,000 1,333,125
Peoplesoft, Inc. (a) 70,000 2,318,750
Powersoft Corp. (a) 46,100 2,523,975
Sierra On-Line, Inc. (a) 35,000 778,750
State of The Art, Inc. (a) 300,000 2,325,000
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
TECHNOLOGY - CONTINUED
COMPUTER SERVICES & SOFTWARE - CONTINUED
Stratacom, Inc. (a) 115,000 $ 2,501,250
Sybase, Inc. (a) 150,000 8,100,000
Viewlogic Systems, Inc. (a) 52,200 1,148,400
89,777,263
COMPUTERS & OFFICE EQUIPMENT - 11.4%
ADAPTEC, Inc. (a) 200,000 3,525,000
AST Research, Inc. (a) 35,000 614,688
Compaq Computer Corp. (a) 250,000 29,562,500
Danka Business Systems PLC sponsored ADR 20,000 847,500
EMC Corp. (a) 300,000 5,062,500
Fore Systems, Inc. 700 18,288
Future Now, Inc. 90,900 1,158,975
International Business Machines Corp. 100,000 6,325,000
Quantum Corp. (a) 100,000 1,637,500
Seagate Technology (a) 110,000 2,564,375
Silicon Graphics, Inc. (a) 350,000 7,918,750
Sunward Technologies, Inc. (a) 202,500 2,151,563
Tech Data Corp. (a) 400,000 6,300,000
Western Digital Corp. (a) 166,200 2,326,800
70,013,439
ELECTRONIC INSTRUMENTS - 1.7%
Andros, Inc. (a) 31,200 499,200
Applied Materials, Inc. (a) 175,000 7,634,375
Novellus System, Inc. (a) 63,500 2,095,500
10,229,075
ELECTRONICS - 8.9%
Advanced Micro Devices, Inc. (a) 225,500 6,088,500
California Micro Devices Corp. 25,000 537,500
Cirrus Logic, Inc. (a) 115,000 3,917,188
Electroglas, Inc. (a) 30,000 1,012,500
Intel Corp. 180,000 11,250,000
Lattice Semiconductor Corp. (a) 50,000 906,250
Linear Technology Corp. 25,000 1,125,000
Maxim Integrated Products, Inc. (a) 16,000 840,000
Micron Technology, Inc. 150,000 5,043,750
Motorola, Inc. 235,000 10,986,250
National Semiconductor Corp. (a) 98,900 1,916,188
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
TECHNOLOGY - CONTINUED
ELECTRONICS - CONTINUED
Solectron Corp. (a) 65,000 $ 1,738,750
Texas Instruments, Inc. 115,800 9,292,950
54,654,826
TOTAL TECHNOLOGY 300,443,972
TRANSPORTATION - 0.9%
AIR TRANSPORTATION - 0.9%
Atlantic Southeast Airlines, Inc. 80,000 2,175,000
Comair Holdings, Inc. 65,000 1,218,750
Mesa Airlines, Inc. (a) 112,200 1,346,400
Technology Resources Industries BHD (a) 220,000 895,523
5,635,673
UTILITIES - 8.7%
CELLULAR - 7.0%
Airtouch Communications 375,000 9,140,626
Arch Communications Group, Inc. 55,000 797,500
IDB Communications Group, Inc. 200,000 2,900,000
McCaw Cellular Communications, Inc. Class A (a) 180,000 9,270,000
Metrocall, Inc. (a) 31,800 461,100
Nextel Communications, Inc. Class A (a) 30,000 1,125,000
Onecomm Corp. 65,000 1,413,750
Premier Page Co. (a) 104,700 1,033,913
Rogers Communications, Inc. Class B (a) 225,000 3,296,257
United States Cellular Corp. (a) 50,000 1,381,250
Vanguard Cellular Systems, Inc. Class A 275,000 8,868,750
Vodafone Group PLC sponsored ADR 40,000 3,215,000
42,903,146
TELEPHONE SERVICES - 1.7%
ALC Communications Corp. (a) 85,000 2,698,750
LCI International, Inc. (a) 100,000 3,875,000
LDDS Communications, Inc. (a) 50,000 918,750
MCI Communications Corp. 75,000 1,800,000
MFS Communications, Inc. 25,000 787,500
10,080,000
TOTAL UTILITIES 52,983,146
TOTAL COMMON STOCKS
(Cost $544,144,714) 560,764,186
PREFERRED STOCKS - 0.5%
SHARES VALUE (NOTE 1)
(000S)
TECHNOLOGY - 0.3%
COMMUNICATIONS EQUIPMENT - 0.3%
Nokia 27,500 $ 2,033,020
UTILITIES - 0.2%
TELEPHONE SERVICES - 0.2%
Stet (Societa Finanziaria Telefonica) Spa 450,000 1,268,217
TOTAL PREFERRED STOCKS
(Cost $2,886,899) 3,301,237
REPURCHASE AGREEMENTS - 7.9%
MATURITY
AMOUNT

Investments in repurchase agreements,
(U.S. Treasury obligations), in a joint
trading account at 4.26% dated
5/31/94 due 6/1/94 $ 48,418,729 48,413,000
TOTAL INVESTMENT IN SECURITIES - 100%
(Cost $595,444,613) $ 612,478,423
FORWARD FOREIGN CURRENCY CONTRACTS
SETTLEMENT UNREALIZED
DATE(S) VALUE GAIN/(LOSS)
CONTRACTS TO SELL
2,523,240 CAD 8/9/94 $ 1,819,611 $ (9,670)
7,875,940 FRF 6/29/94 1,397,859 (63,722)
TOTAL CONTRACTS TO SELL
(Receivable amount $3,144,078) $ 3,217,470 $ (73,392)
THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN
SECURITIES - 0.5%
CURRENCY ABBREVIATIONS
CAD - Canadian dollar
FRF - French franc
LEGEND
(d) Non-income producing
(e) Affiliated company (see Note 5 of Notes to Financial Statements).
INCOME TAX INFORMATION
At May 31, 1994, the aggregate cost of investment securities for income tax
purposes was $595,794,015. Net unrealized appreciation aggregated
$16,684,408, of which $56,142,539 related to appreciated investment
securities and $39,458,131 related to depreciated investment securities.
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
<S> <C> <C>
MAY 31, 1994 (UNAUDITED)

ASSETS

Investment in securities, at value (including repurchase $ 612,478,423
agreements of $48,413,000) (cost $595,444,613)
(Notes 1 and 2) - See accompanying schedule

Short foreign currency contracts (Note 2) $ (3,217,470)
Contracts held, at value

Receivable for contracts held 3,144,078 (73,392)

Cash 161

Receivable for investments sold 19,174,636

Receivable for fund shares sold 1,092,496

Dividends receivable 157,181

Redemption fees receivable (Note 1) 162

Other receivables 61,394

TOTAL ASSETS 632,891,061

LIABILITIES

Payable for investments purchased 25,763,472

Payable for fund shares redeemed 1,465,927

Accrued management fee 332,137

Other payables and accrued expenses 221,568

TOTAL LIABILITIES 27,783,104

NET ASSETS $ 605,107,957

Net Assets consist of (Note 1):

Paid in capital $ 583,165,397

Accumulated net investment loss (2,402,107)

Accumulated undistributed net realized gain (loss) on 7,384,249
investments

Net unrealized appreciation (depreciation) on:

Investment securities 17,033,810

Foreign currency contracts (73,392)

NET ASSETS, for 37,912,242 shares outstanding $ 605,107,957

NET ASSET VALUE and redemption price per share $15.96
($605,107,957 (divided by) 37,912,242 shares)

Maximum offering price per share (100/97.00 of $15.96) $16.45

</TABLE>

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS ENDED MAY 31, 1994 (UNAUDITED)

INVESTMENT INCOME $ 866,554
Dividends

Interest 838,644

TOTAL INCOME 1,705,198

EXPENSES

Management fee (Note 4) $ 2,155,452
Basic fee

Performance adjustment 249,874

Transfer agent fees (Note 4) 925,042

Redemption fees (Note 1) (13,583)

Accounting fees and expenses (Note 4) 172,233

Non-interested trustees' compensation 2,052

Custodian fees and expenses 48,095

Registration fees 22,834

Audit 23,404

Legal 3,581

Interest (Note 6) 172

Miscellaneous 3,260

Total expenses before reductions 3,592,416

Expense reductions (Note 7) (68,046) 3,524,370

NET INVESTMENT INCOME (LOSS) (1,819,172)

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
(NOTES 1 AND 3)
Net realized gain (loss) on:

Investment securities (including realized loss of 8,092,575
$556,417 on sales of investments in affiliated
issuers)

Foreign currency contracts 1,035,705 9,128,280

Change in net unrealized appreciation (depreciation) on:

Investment securities (21,834,730)

Foreign currency contracts (1,140,643) (22,975,373)

NET GAIN (LOSS) (13,847,093)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM $ (15,666,265)
OPERATIONS

</TABLE>

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS YEAR ENDED
ENDED MAY 31, NOVEMBER 30,
1994 1993
(UNAUDITED)

INCREASE (DECREASE) IN NET ASSETS

Operations $ (1,819,172) $ (1,251,833)
Net investment income (loss)

Net realized gain (loss) on investments 9,128,280 140,954,716

Change in net unrealized appreciation (depreciation) (22,975,373) (32,342,592)
on
investments

NET INCREASE (DECREASE) IN NET ASSETS RESULTING (15,666,265) 107,360,291
FROM OPERATIONS

Distributions to shareholders - (724,816)
From net investment income

From net realized gain (108,388,007) (19,802,516)

TOTAL DISTRIBUTIONS (108,388,007) (20,527,332)

Share transactions 109,415,378 226,148,936
Net proceeds from sales of shares

Reinvestment of distributions 106,675,348 20,156,103

Cost of shares redeemed (121,507,610) (313,667,592)

Redemption fees (Note 1) 90,380 345,971

Net increase (decrease) in net assets resulting from 94,673,496 (67,016,582)
share transactions

TOTAL INCREASE (DECREASE) IN NET ASSETS (29,380,776) 19,816,377

NET ASSETS

Beginning of period 634,488,733 614,672,356

End of period (including undistributed net investment $ 605,107,957 $ 634,488,733
income (loss) of $(2,402,107) and $1,118,623,
respectively)

OTHER INFORMATION
Shares

Sold 6,346,077 12,313,050

Issued in reinvestment of distributions 6,284,187 1,186,849

Redeemed (7,044,449) (17,491,439)

Net increase (decrease) 5,585,815 (3,991,540)

</TABLE>

FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SIX MONTHS ENDED YEARS ENDED NOVEMBER DECEMBER 28, 1990
MAY 31, 1994 30, (COMMENCEMENT OF
OPERATIONS) TO
NOVEMBER 30,

(UNAUDITED) 1993 1992 1991

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
SELECTED PER-SHARE DATA

Net asset value, beginning $ 19.63 $ 16.92 $ 14.81 $ 10.00
of period

Income from Investment Operations

Net investment income (.05) (.03) .09 (.01)

Net realized and (.29) 3.29 2.50 4.80
unrealized gain (loss)
on investments

Total from investment (.34) 3.26 2.59 4.79
operations

Less Distributions

From net investment - (.02) - -
income

From net realized gain (3.33) (.54) (.50) -

Total distributions (3.33) (.56) (.50) -

Redemption fees added to - .01 .02 .02
paid in capital

Net asset value, end of $ 15.96 $ 19.63 $ 16.92 $ 14.81
period

TOTAL RETURN(dagger)(double dagger) (2.51)% 19.85% 18.03% 48.10%

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of period $ 605,108 $ 634,489 $ 614,672 $ 530,205
(000 omitted)

Ratio of expenses to 1.11%* 1.19% 1.09% 1.31%*
average net assets**

Ratio of expenses to 1.13%* 1.20% 1.09% 1.31%*
average net assets before
expense reductions**

Ratio of net investment (.57)%* (.20) .56% (.10)%*
income to average net %
assets

Portfolio turnover rate 204%* 332% 531% 326%*

</TABLE>

* ANNUALIZED
** SEE NOTE 7 OF NOTES TO FINANCIAL STATEMENTS.
(dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR
PERIODS LESS THAN ONE YEAR ARE NOT ANNUALIZED.
(double dagger) THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN
EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN.
NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 1994 (Unaudited)

1. SIGNIFICANT ACCOUNTING POLICIES.
Fidelity Emerging Growth Fund (the fund) is a fund of Fidelity Mt. Vernon
Street Trust(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 following summarizes the
significant accounting policies of the fund:
SECURITY VALUATION. Securities for which exchange quotations are readily
available are valued at the last sale price, or if no sale price, at the
closing bid price. Securities for which exchange quotations are not readily
available (and in certain cases debt securities which trade on an
exchange), are valued primarily using dealer-supplied valuations or at
their fair value as determined in good faith under consistently applied
procedures under the general supervision of the Board of Trustees.
Short-term securities maturing within sixty days are valued at amortized
cost or original cost plus accrued interest, both of which approximate
current value.
FOREIGN CURRENCY TRANSLATION. The accounting records of the fund are
maintained in U.S. dollars. Investment securities and other assets and
liabilities denominated in a foreign currency are translated into U.S.
dollars at the current exchange rate. Purchases and sales of securities,
income receipts and expense payments are translated into U.S. dollars at
the exchange rate on the dates of the transactions.
It is not practicable to identify the portion of each amount shown in the
fund's Statement of Operations under the caption "Realized and Unrealized
Gain (Loss) on Investments" that arises from changes in foreign currency
exchange rates. Investment income includes net realized and unrealized
currency gains and losses recognized between accrual and payment dates.
INCOME TAXES. As a qualified regulated investment company under Subchapter
M of the Internal Revenue Code, the fund is not subject to income taxes to
the extent that it distributes all of its taxable income for its fiscal
year. The schedule of investments includes information regarding income
taxes under the caption "Income Tax Information."
INVESTMENT INCOME. Dividend income is recorded on the ex-dividend date,
except certain dividends from foreign securities where the ex-dividend date
may have passed, are recorded as soon as the fund is informed of the
ex-dividend date. Interest income, which includes accretion of original
issue discount, is accrued as earned. Investment income is recorded net of
foreign taxes withheld where recovery of such taxes is uncertain.
EXPENSES. Most expenses of the trust can be directly attributed to a fund.
Expenses which cannot be directly attributed are apportioned between the
funds in the trust.
SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
DISTRIBUTIONS TO SHAREHOLDERS. Distributions are recorded on the
ex-dividend date.
Income and capital gain distributions are determined in accordance with
income tax regulations which may differ from generally accepted accounting
principles. These differences are primarily due to differing treatments for
foreign currency transactions and losses deferred due to wash sales. The
fund also utilized earnings and profits distributed to shareholders on
redemption of shares as a part of the dividends paid deduction for income
tax purposes.
Permanent book and tax basis differences relating to shareholder distri-
butions will result in reclassifications to paid in capital. Undistributed
net investment income may include temporary book and tax basis differences
which will reverse in a subsequent period. Any taxable income or gain
remaining at fiscal year end is distributed in the following year.
REDEMPTION FEES. Shares held in the fund less than 90 days are subject to a
redemption fee equal to .75% of the proceeds of the redeemed shares. A
portion of the fee is accounted for as a reduction of transfer agent
expenses. This portion of the redemption fee is used to offset the
transaction costs and other expenses that short-term trading imposes on the
fund and its shareholders. The remainder of the redemption fee is accounted
for as an addition to paid in capital.
SECURITY TRANSACTIONS. Security transactions are accounted for as of trade
date. Gains and losses on securities sold are determined on the basis of
identified cost.
CHANGE IN ACCOUNTING FOR DISTRIBUTIONS TO SHAREHOLDERS. Effective December
1, 1993, the fund adopted Statement of Position 93-2: Determination,
Disclosure, and Financial Statement Presentation of Income, Capital Gain,
and Return of Capital Distributions by Investment Companies. As a result,
the fund changed the classification of distributions to shareholders to
better disclose the differences between financial statement amounts and
distributions determined in accordance with income tax regulations.
Accordingly, amounts as of November 30, 1993 have been reclassified to
reflect an increase in paid in capital of $9,716,710, a decrease in
undistributed net investment income of $1,701,558 and a decrease in
accumulated net realized gain on investments of $8,015,152.
2. OPERATING POLICIES.
FORWARD FOREIGN CURRENCY CONTRACTS. The fund may enter into forward foreign
currency contracts. These contracts involve market risk in excess of the
amount reflected in the fund's Statement of Assets and Liabilities. The
face or contract amount in U.S. dollars reflects the total exposure the
fund has in that particular currency
2. OPERATING POLICIES -
CONTINUED
FORWARD FOREIGN CURRENCY
CONTRACTS - CONTINUED
contract. The U.S. dollar value of forward foreign currency contracts is
determined using forward currency exchange rates supplied by a quotation
service. Losses may arise due to changes in the value of the foreign
currency or if the counterparty does not perform under the contract.
Purchases and sales of forward foreign currency contracts having the same
settlement date and broker are offset and presented net on the Statement of
Assets and Liabilities. Gain (loss) on the purchase or sale of forward
foreign currency contracts having the same settlement date and broker is
recognized on the date of offset, otherwise gain (loss) is recognized on
settlement date.
REPURCHASE AGREEMENTS. The fund, through its custodian, receives delivery
of the underlying securities, whose market value is required to be at least
102% of the resale price at the time of purchase. The fund's investment
adviser, Fidelity Management & Research Company (FMR), is responsible
for determining that the value of these underlying securities remains at
least equal to the resale price.
JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the
Securities and Exchange Commission (the SEC), the fund, along with other
registered investment companies having management contracts with FMR, may
transfer uninvested cash balances into a joint trading account. These
balances are invested in one or more repurchase agreements that are
collateralized by U.S. Treasury or Federal Agency obligations.
INTERFUND LENDING PROGRAM. Pursuant to an Exemptive Order issued by the
SEC, the fund, along with other registered investment companies having
management contracts with FMR, may participate in an interfund lending
program. This program provides an alternative credit facility allowing the
fund to borrow from, or lend money to, other participating funds.
3. PURCHASES AND SALES OF INVESTMENTS.
Purchases and sales of securities, other than short-term securities,
aggregated $604,814,528 and $591,424,319, respectively.
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES.
MANAGEMENT FEE. As the fund's investment adviser FMR receives a monthly
basic fee that is calculated on the basis of a group fee rate plus a fixed
individual fund fee rate applied to the average net assets of the fund. The
group fee rate is the weighted average of a series of rates ranging from
.30% to .52% and is based on the monthly average net assets of all the
mutual funds advised by FMR. The annual individual fund fee rate is .35%.
The basic fee is subject to a performance adjustment (up to a maximum of +
or - .20%) based on the fund's investment performance as compared to the
appropriate index over a specified
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED
MANAGEMENT FEE - CONTINUED
period of time. For the period, the management fee was equivalent to an
annualized rate of .76% of average net assets after the performance
adjustment.
The Board of Trustees approved a new group fee rate schedule with rates
ranging from .2850% to .5200%. Effective November 1, 1993, FMR has
voluntarily agreed to implement this new group fee rate schedule as it
results in the same or a lower management fee.
SALES LOAD. For the period, Fidelity Distributors Corporation (FDC), an
affiliate of FMR and the general distributor of the fund, received sales
charges of $747,762 on sales of shares of the fund.
TRANSFER AGENT FEE. Fidelity Service Co. (FSC), an affiliate of FMR, is the
fund's transfer, dividend disbursing and shareholder servicing agent. FSC
receives fees based on the type, size, number of accounts and the number of
transactions made by shareholders. FSC pays for typesetting, printing and
mailing of all shareholder reports, except proxy statements.
ACCOUNTING FEE. FSC maintains the fund's accounting records. The fee is
based on the level of average net assets for the month plus out-of-pocket
expenses.
BROKERAGE COMMISSIONS. The fund placed a portion of its portfolio
transactions with brokerage firms which are affiliates of FMR. The
commissions paid to these affiliated firms were $198,243 for the period.
5. TRANSACTIONS WITH AFFILIATED COMPANIES.
An affiliated company is a company in which the fund has ownership of at
least 5% of the voting securities. Transactions with companies which are or
were affiliates are as follows:
SUMMARY OF TRANSACTIONS WITH AFFILIATED COMPANIES
PURCHASE SALES DIVIDEND MARKET
AFFILIATE COST COST INCOME VALUE
Excel Technologies, Inc. (a) $ - $ 393,375 $ - $ -
State of the Art, Inc. (a) - 1,708,979 - -
TOTALS $ - $ 2,102,354 $ - $ -
(a) Non-income producing
6. BANK BORROWINGS.
The fund is permitted to have bank borrowings for temporary or emergency
purposes to fund shareholder redemptions. The fund has established
borrowing arrangements with certain banks. Under the most restrictive
arrangement, the fund must pledge to the bank securities having a market
value in excess of 220% of the total bank borrowings. The interest rate on
the borrowings is the bank's base rate, as revised from time to time. The
maximum loan and the average daily loan balance during the period for which
the loan was outstanding amounted to $1,601,000. The weighted average
interest rate was 3.875%.
7. EXPENSE REDUCTIONS.
FMR has directed certain portfolio trades to brokers who paid a portion of
the fund's expenses. For the period, the fund's expenses were reduced by
$68,046 under this arrangement.
TO CALL FIDELITY

FOR FUND INFORMATION AND QUOTES
The Fidelity Telephone Connection offers you special automated telephone
services for quotes and balances. The services are easy to use,
confidential and quick. All you need is a Touch Tone telephone.
YOUR PERSONAL IDENTIFICATION NUMBER
(PIN)
The first time you call one of our automated telephone services, we'll ask
you
to set up your Personal Identification
Number (PIN). The PIN assures that
only you have automated telephone
access to your account information.
Please have your Customer Number
(T-account #) handy when you call --
you'll need it to establish your PIN. If
you would ever like to change your PIN, just choose the "Change your
Personal
Identification Number" option when
you call. If you forget your PIN, please
call a Fidelity representative at 1-800-
544-6666 for assistance.

(PHONE_GRAPHIC)(PHONE_GRAPHIC)MUTUAL FUND QUOTES*
1-800-544-8544
Just make a selection from this record-ed menu:
PRESS
For quotes on funds you own.
1.
For an individual fund quote.
2.
For the ten most frequently
requested Fidelity fund quotes.
3.
For quotes on Fidelity Select
Portfolios(registered trademark).
4.
To change your Personal
Identification Number (PIN).
5.
To speak with a Fidelity
representative.
6.
(PHONE_GRAPHIC)(PHONE_GRAPHIC)MUTUAL FUND ACCOUNT
BALANCES 1-800-544-7544
Just make a selection from this record-
ed menu:
PRESS
For balances on funds you own.
1.
For your most recent fund activity
(purchases, redemptions, and
dividends).
2.
To change your Personal
Identification Number (PIN).
3.
To speak with a Fidelity
representative.
4.
* WHEN YOU CALL THE QUOTES LINE, PLEASE REMEMBER THAT A FUND'S YIELD AND
RETURN WILL
VARY AND, EXCEPT FOR MONEY MARKET FUNDS, SHARE PRICE WILL ALSO VARY. THIS
MEANS THAT
YOU MAY HAVE A GAIN OR LOSS WHEN YOU SELL YOUR SHARES. THERE IS NO
ASSURANCE THAT
MONEY MARKET FUNDS WILL BE ABLE TO MAINTAIN A STABLE $1 SHARE PRICE; AN
INVESTMENT IN
A MONEY MARKET FUND IS NOT INSURED OR GUARANTEED BY THE U.S. GOVERNMENT.
TOTAL
RETURNS ARE HISTORICAL AND INCLUDE CHANGES IN SHARE PRICE, REINVESTMENT OF
DIVIDENDS
AND CAPITAL GAINS, AND THE EFFECTS OF ANY SALES CHARGES. FOR MORE
INFORMATION ON ANY
FIDELITY FUND INCLUDING MANAGEMENT FEES AND CHARGES, CALL 1-800-544-8888
FOR A FREE
PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY.
TO WRITE FIDELITY

Please locate the address that is closest to you. We'll give your
correspondence immediate attention and send you written confirmation upon
completion of your request. Please send ALL correspondence about retirement
accounts to Dallas.
(LETTER_GRAPHIC)MAKING CHANGES
TO YOUR ACCOUNT
(such as changing name, address, bank, etc.)
Fidelity Investments
P.O. Box 2269
Boston, MA 02107-2269
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
Fidelity Investments
P.O. Box 30280
Salt Lake City, UT 84130-0280
(LETTER_GRAPHIC)FOR NON-RETIREMENT
ACCOUNTS
BUYING SHARES
Fidelity Investments
Additional Payments
P.O. Box 2656
Boston, MA 02293-0656
Fidelity Investments
Additional Payments
P.O. Box 620024
Dallas, TX 75262-0024
Fidelity Investments
Additional Payments
P.O. Box 31455
Salt Lake City, UT 84131-0455
OVERNIGHT EXPRESS
Fidelity Investments
Additional Payments
World Trade Center
164 Northern Avenue
Boston, MA 02210
SELLING SHARES
Fidelity Investments
P.O. Box 193
Boston, MA 02103-0878
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
Fidelity Investments
P.O. Box 30281
Salt Lake City, UT 84130-0281
OVERNIGHT EXPRESS
Fidelity Investments
Attn: Redemptions
World Trade Center
164 Northern Avenue
Boston, MA 02210
GENERAL CORRESPONDENCE
Fidelity Investments
P.O. Box 193
Boston, MA 02101-0193
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
(LETTER_GRAPHIC)FOR RETIREMENT
ACCOUNTS
BUYING SHARES
Fidelity Investments
P.O. Box 620024
Dallas, TX 75262-0024
SELLING SHARES
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
GENERAL CORRESPONDENCE
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602

INVESTMENT ADVISER
Fidelity Management & Research
Company
Boston, MA
OFFICERS
Edward C. Johnson 3d, President
J. Gary Burkhead, Senior Vice President
Gary L. French, Treasurer
John H. Costello, Assistant Treasurer
Arthur S. Loring, Secretary
Robert H. Morrison, Manager,
Security Transactions
BOARD OF TRUSTEES
J. Gary Burkhead
Ralph F. Cox*
Phyllis Burke Davis*
Richard J. Flynn*
Edward C. Johnson 3d
E. Bradley Jones*
Donald J. Kirk*
Peter S. Lynch
Edward H. Malone*
Gerald C. McDonough*
Thomas R. Williams*
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Co.
Boston, MA
CUSTODIAN
Brown Brothers Harriman & Co.
Boston, MA
FIDELITY GROWTH FUNDS
Blue Chip Growth Fund
Capital Appreciation Fund
Contrafund
Disciplined Equity Fund
Dividend Growth Fund
Emerging Growth Fund
Fidelity Fifty
Growth Company Fund
Low-Priced Stock Fund
Magellan(Registered trademark) Fund
Mid-Cap Stock Fund
New Millennium(trademark) Fund
OTC Portfolio
Retirement Growth Fund
Small Cap Growth Fund
Stock Selector
Trend Fund
Value Fund
THE FIDELITY TELEPHONE CONNECTION
MUTUAL FUND 24-HOUR SERVICE
Account Balances 1-800-544-7544
Exchanges/Redemptions 1-800-544-7777
Mutual Fund Quotes 1-800-544-8544
Account Assistance 1-800-544-6666
Product Information 1-800-544-8888
Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)
TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

* INDEPENDENT TRUSTEES
AUTOMATED LINES FOR QUICKEST SERVICE