FIDELITY MT VERNON STREET TRUST
497, 1994-08-03
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FIDELITY NEW MILLENNIUM(registered trademark) FUND
SUPPLEMENT TO THE PROSPECTUS DATED JANUARY 20, 1994
   The following information supplements that found in the "Transaction
Details" section beginning on page 18.    
   The fund currently intends to suspend sales of its shares when its net
assets reach approximately $500 million. The fund reserves the right to
change this limit in the future, and to re-open the fund to shareholders
and/or new investors after the current size limit has been reached.
Reinvestment of income dividends and capital gain distributions and
contributions made through a 401(k) program or a 403(b) plan may be
permitted during suspensions of sales.    
The following information replaces that found under the "Waivers" heading
in the "Sales Charge Reductions and Waivers" section beginning on page 21.
7. If you are a current or former trustee or officer of a Fidelity fund or
a current or retired officer, director, or regular employee of FMR Corp. or
its direct or indirect subsidiaries (a Fidelity Trustee or employee), the
spouse of a Fidelity trustee or employee, a Fidelity trustee or employee
acting as custodian for a minor child, or a person acting as trustee of a
trust for the sole benefit of the minor child of a Fidelity Trustee or
employee.
   NMF-94-2             August 1994    
FIDELITY NEW MILLENNIUM(registered trademark) FUND
SUPPLEMENT TO THE PROSPECTUS DATED JANUARY 20, 1994
   The following information supplements that found in the "Transaction
Details" section beginning on page 18.    
   The fund currently intends to suspend sales of its shares when its net
assets reach approximately $500 million. The fund reserves the right to
change this limit in the future, and to re-open the fund to shareholders
and/or new investors after the current size limit has been reached.
Reinvestment of income dividends and capital gain distributions and
contributions made through a 401(k) program or a 403(b) plan may be
permitted during suspensions of sales.    
The following information replaces that found under the "Waivers" heading
in the "Sales Charge Reductions and Waivers" section beginning on page 21.
7. If you are a current or former trustee or officer of a Fidelity fund or
a current or retired officer, director, or regular employee of FMR Corp. or
its direct or indirect subsidiaries (a Fidelity Trustee or employee), the
spouse of a Fidelity trustee or employee, a Fidelity trustee or employee
acting as custodian for a minor child, or a person acting as trustee of a
trust for the sole benefit of the minor child of a Fidelity Trustee or
employee.
   NMF-94-2                   August 1994    
FIDELITY NEW MILLENNIUM FUND
A FUND OF MT. VERNON STREET TRUST 
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED JANUARY 20, 1994
 
   MANAGEMENT CONTRACT. Effective August 1, 1994, FMR agreed to voluntarily
adopt the revised group fee rate schedule shown below for purposes of
calculating the group fee component of the management fee. The revised
schedule provides for lower management fees as total assets under
management increase, and it will be presented to shareholders for approval
at the next shareholder meeting.    
   The following information replaces the "Group Fee Rate" and "Effective
Annual Fee Rate" schedules found on page 17.    
 GROUP FEE RATE SCHEDULE                            EFFECTIVE ANNUAL FEE
RATES
     Average Group   Annualized   Group Net    Effective Annual Fee   
 Assets               Rate         Assets      Rate                   
 
0 - $  3 billion          .520%          $ 0.5 billion   .5200%         
 
3 -    6                  .490            25             .4238          
 
6 -    9                  .460            50             .3823          
 
9 -    12                 .430            75             .3626          
 
12 -   15                 .400           100             .3512          
 
15 -   18                 .385           125             .3430          
 
18 -   21                 .370           150             .3371          
 
21 -   24                 .360           175             .3325          
 
24 -   30                 .350           200             .3284          
 
30 -   36                 .345              225          .   3249       
 
36 -   42                 .340              250             .3219       
 
42 -   48                 .335              275             .3190       
 
48 -   66                 .325              300             .3163       
 
66 -   84                 .320              325             .3137       
 
84 -   102                .315              350             .3113       
 
102 -   138               .310              375             .3090       
 
138 -   174               .305              400             .3067       
 
   174 -   210               .300                                       
 
   210 -   246               .295                                       
 
   246 -   282               .290                                       
 
   282 -   318               .285                                       
 
   318 -   354               .280                                       
 
   354 -   390               .275                                       
 
           Over 390          .270                                       
 
The following information replaces example 8 found in the section entitled
"Additional Purchase and Redemption INformation:" beginning on page 13. 
(8) if you are a current or former Trustee or officer of a Fidelity fund or
a current or retired officer, director, or regular employee of FMR Corp. or
its direct or indirect subsidiaries (a Fidelity Trustee or employee), the
spouse of a Fidelity Trustee or employee, a Fidelity Trustee or employee
acting as custodian for a minor child, or a person acting as trustee of a
trust for the sole benefit of the minor child of a Fidelity Trustee or
employee;
The following information supplements that found in the section entitled
"Additional Purchase and Redemption Information" beginning on page 13.
(10) if you are a registered investment adviser (RIA) purchasing for your
discretionary accounts, provided you execute a Fidelity RIA load waiver
agreement which specifies certain aggregate minimum and operating
provisions.  This waiver is available only for shares purchased directly
from Fidelity, without a broker, and is unavailable if the RIA is part of
an organization principally engaged in the brokerage business;
(11) if you are a trust institution or bank trust department purchasing for
your non-discretionary, non-retirement fiduciary accounts, provided you
execute a Fidelity Trust load waiver agreement which specifies certain
aggregate minimum and operating provisions.  This waiver is available only
for shares purchased either directly from Fidelity or through a
bank-affiliated broker, and is unavailable if the trust department or
institution is part of an organization not principally engaged in banking
or trust activities.



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