<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
"Rule 24f-2 Notice"
Fidelity Mt. Vernon Street Trust
(Name of Registrant)
File No. 2-79755
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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form Before preparing Form.
Please print or type.
1.
Name and address of issuer: Fidelity Mt. Vernon Street Trust
82 Devonshire Street, Boston, MA, 02109
2.
Name of each series or class of funds for which this notice is filed:
Fidelity Emerging Growth Fund
3.
Investment Company Act File Number: 811-3583
Securities Act File Number: 2-79755
4.
Last day of fiscal year for which this notice is filed: November 30, 1995
5.
Check box if this notice is being filed more than 180 days after
the close of the issuer's fiscal year for purposes of reporting securities
sold after the close of the fiscal year but before termination of
the issuer's 24f-2 declaration:
[ ]
6.
Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see Instruction A.6):
7.
Number and amount of securities of the same class or series which
had been registered under the Securites Act of 1933 other than pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at
the beginning of the fiscal year:
Number of Shares: 4,933,913
Aggregate Price: 87,034,221
8.
Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
Number of Shares: 1,073,174
Aggregate Price: 26,936,672
9.
Number and aggregate sale price of securities sold during the fiscal
year:
Number of Shares: 31,160,839
Aggregate Price: 700,090,997
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10.
Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of Shares: 25,153,752
Aggregate Price: 586,120,104
11.
Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
12.
Calculation of registration fee:
(i)
Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): 586,120,104
(ii)
Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): 0
(iii)
Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): (291,095,972)
(iv)
Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable): 0
(v)
Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (i), plus
line (ii), less line (iii), plus line (iv)] (if applicable): 295,024,132
(vi)
Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see
Instruction C.6): 1/5000
(vii)
Fee due [line (i) or line (v) muliplied by line (vi)]: 59,004.83
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60
days after the close of the issuer's fiscal year. See Instruction
C.3.
13.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[n]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
December 22, 1995
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* John H. Costello
Assistant Treasurer
Date December 22, 1995
* Please print the name and title of the signing officer below the
signature.
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<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form Before preparing Form.
Please print or type.
1.
Name and address of issuer: Fidelity Mt. Vernon Street Trust
82 Devonshire Street, Boston, MA, 02109
2.
Name of each series or class of funds for which this notice is filed:
Fidelity Growth Company Fund
3.
Investment Company Act File Number: 811-3583
Securities Act File Number: 2-79755
4.
Last day of fiscal year for which this notice is filed: November 30, 1995
5.
Check box if this notice is being filed more than 180 days after
the close of the issuer's fiscal year for purposes of reporting securities
sold after the close of the fiscal year but before termination of
the issuer's 24f-2 declaration:
[ ]
6.
Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see Instruction A.6):
7.
Number and amount of securities of the same class or series which
had been registered under the Securites Act of 1933 other than pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at
the beginning of the fiscal year:
Number of Shares: 0
Aggregate Price: 0
8.
Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
Number of Shares: 0
Aggregate Price: 0
9.
Number and aggregate sale price of securities sold during the fiscal
year:
Number of Shares: 110,476,104
Aggregate Price: 3,621,058,897
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10.
Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of Shares: 110,476,104
Aggregate Price: 3,621,058,897
11.
Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
12.
Calculation of registration fee:
(i)
Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): 3,621,058,897
(ii)
Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): 0
(iii)
Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): (1,822,602,049)
(iv)
Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable): 0
(v)
Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (i), plus
line (ii), less line (iii), plus line (iv)] (if applicable): 1,798,456,848
(vi)
Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see
Instruction C.6): 1/5000
(vii)
Fee due [line (i) or line (v) muliplied by line (vi)]: 359,691.37
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60
days after the close of the issuer's fiscal year. See Instruction
C.3.
13.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[n]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
December 22, 1995
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* John H. Costello
Assistant Treasurer
Date December 22, 1995
* Please print the name and title of the signing officer below the
signature.
</PAGE>
<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form Before preparing Form.
Please print or type.
1.
Name and address of issuer: Fidelity Mt. Vernon Street Trust
82 Devonshire Street, Boston, MA, 02109
2.
Name of each series or class of funds for which this notice is filed:
Fidelity New Millenium Fund
3.
Investment Company Act File Number: 811-3583
Securities Act File Number: 2-79755
4.
Last day of fiscal year for which this notice is filed: November 30, 1995
5.
Check box if this notice is being filed more than 180 days after
the close of the issuer's fiscal year for purposes of reporting securities
sold after the close of the fiscal year but before termination of
the issuer's 24f-2 declaration:
[ ]
6.
Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see Instruction A.6):
7.
Number and amount of securities of the same class or series which
had been registered under the Securites Act of 1933 other than pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at
the beginning of the fiscal year:
Number of Shares: 0
Aggregate Price: 0
8.
Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
Number of Shares: 0
Aggregate Price: 0
9.
Number and aggregate sale price of securities sold during the fiscal
year:
Number of Shares: 33,574,334
Aggregate Price: 516,047,283
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10.
Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of Shares: 33,574,334
Aggregate Price: 516,047,283
11.
Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
12.
Calculation of registration fee:
(i)
Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): 516,047,283
(ii)
Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): 0
(iii)
Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): (420,640,953)
(iv)
Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable): 0
(v)
Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (i), plus
line (ii), less line (iii), plus line (iv)] (if applicable): 95,406,330
(vi)
Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see
Instruction C.6): 1/5000
(vii)
Fee due [line (i) or line (v) muliplied by line (vi)]: 19,081.27
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60
days after the close of the issuer's fiscal year. See Instruction
C.3.
13.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[n]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
December 22, 1995
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* John H. Costello
Assistant Treasurer
Date December 22, 1995
* Please print the name and title of the signing officer below the
signature.
</PAGE>
December 22, 1995
Mr. John Costello, Assistant Treasurer
Fidelity Mt. Vernon Street Trust (the trust):
Fidelity Growth Company Fund
Fidelity Emerging Growth Fund
Fidelity New Millennium Fund (the funds)
82 Devonshire Street
Boston, Massachusetts 02109
Dear Mr. Costello:
Fidelity Mt. Vernon Street Trust (the trust) is a Massachusetts business
trust created under the name Fidelity Emerging Growth Fund under a written
Declaration of Trust executed and delivered in Boston, Massachusetts on
October 12, 1982. The trust's name was changed to Fidelity Growth Stock
Fund by a supplement to the Declaration of Trust dated December 17,
1982, filed with the Secretary of the Commonwealth of Massachusetts on
December 28, 1982. Its name was further changed to Fidelity Mercury Fund
by a supplement to the Declaration of Trust dated and filed with the
Secretary of the Commonwealth of Massachusetts on January 28,
1983. The trust's name was changed to Fidelity Growth Company Fund and an
Amended and Restated Declaration of Trust, dated August 1, 1986, was filed
with the Secretary of the Commonwealth of Massachusetts on August 20, 1986.
A supplement to the Declaration of Trust was filed with the Secretary of
the Commonwealth of Massachusetts on December 11, 1989. The trust's name
was changed to Fidelity Mount Vernon Street Trust by a supplement to the
Declaration of Trust which was adopted on December 13, 1990 and filed with
the Secretary of the Commonwealth of Massachusetts on January 11, 1991.
The trust's name was changed to Fidelity Mt. Vernon Street Trust by an
amended and restated supplement to the Declaration of Trust dated
January 30, 1991, and filed with the Secretary of the Commonwealth of
Massachusetts on January 31, 1991. An Amended and Restated Declaration of
Trust, dated January 19, 1995, was filed with the Secretary of the
Commonwealth of Massachusetts on February 14, 1995.
I have conducted such legal and factual inquiry as I have deemed necessary
for the purpose of rendering this opinion.
Capitalized terms used herein, and not otherwise herein defined, are used as
defined in the Declaration of Trust.
Under Article III, Section 1, of the Declaration of Trust, the beneficial
interest in the Trust shall be divided into such transferable Shares of one
or more separate and distinct Series as the Trustees shall from time to
time create and establish. The number of Shares is unlimited and each
Share shall be without par value and shall be fully paid and non assessable.
The Trustees shall
have full power and authority, in their sole discretion and without obtaining
any prior authorization or vote of the Shareholders of the Trust to create
and establish (and to change in any manner) Shares with such preferences,
voting powers, rights and privileges as the Trustees may from time to time
determine, to divide or combine the Shares into a greater or lesser number,
to classify or reclassify any issued Shares into one or more Series of
Shares, to abolish any one or more Series of Shares, and to take such
other action with respect to the Shares as the Trustees may deem desirable.
Under Article III, Section 4, the Trustees shall accept investments in the
Trust from such persons and on such terms as they may from time to time
authorize. Such investments may be in the form of cash or securities in
which the appropriate Series is authorized to invest, valued as provided in
Article X, Section 3. After the date of the initial contribution of capital,
the number of Shares to represent the initial contribution may in the
Trustees' discretion be considered as outstanding and the amount received
by the Trustees on account of the contribution shall be treated as an asset
of the Trust. Subsequent investments in the Trust shall be credited to each
Shareholder's account in the form of full Shares at the Net Asset Value per
Share next determined after the investment is received; provided, however,
that the Trustees may, in their sole discretion, (a) impose a sales
charge upon investments in the Trust and (b) issue fractional Shares.
By a vote adopted on October 12, 1982, and amended on February 22, 1985,
the Board of Trustees authorized the issue and sale, from time to time, of
an unlimited number of shares of beneficial interest of the trust in
accordance with the terms included in the current Registration
Statement and subject to the limitations of the Declaration of Trust and
any amendments thereto.
I understand from you that, pursuant to Rule 24f-2 under the Investment
Company Act of 1940, the trust has registered an indefinite amount of shares
of beneficial interest under the Securities Act of 1933. I further
understand that, pursuant to the provisions of Rule 24f-2, the trust
intends to file with the Securities and Exchange Commission a Notice making
definite the registration of 169,204,190 shares of the trust (the "Shares")
sold in reliance upon Rule 24f-2 during the fiscal year ended
November 30, 1995.I am of the opinion that all necessary trust action
precedent to the issue of Shares has been duly taken, and that all the
Shares were legally and validly issued, and are fully paid and non
assessable, except as described in the funds' Statements of Additional
Information under the heading "Shareholder and Trustee Liability." In
rendering this opinion, I rely on the representation by the trust that
it or its agent received consideration for the Shares in accordance with
the Declaration of Trust and I express no opinion as to compliance with
the Securities Act of 1933, the Investment Company Act of 1940 or applicable
state "Blue Sky" or securities laws in connection with sales of the Shares.
I hereby consent to the filing of this opinion with the Securities and
Exchange Commission in connection with a Rule 24f-2 Notice which you are
about to file under the 1940 Act with said commission.
Sincerely,
/s/Judith R. Hogan
Judith R. Hogan
Associate General Counsel
