FIDELITY MT VERNON STREET TRUST, N-30D, 1995-07-11

FIDELITY MT VERNON STREET TRUST
N-30D, 1995-07-11

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(2_FIDELITY_LOGOS)FIDELITY

EMERGING GROWTH
FUND
SEMIANNUAL REPORT
MAY 31, 1995
CONTENTS

PRESIDENT'S MESSAGE 3 Ned Johnson on investing
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 19 Statements of assets and liabilities,
operations, and changes in net
assets, as well as financial
highlights.

NOTES 23 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. MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED BY, ANY
DEPOSITORY INSTITUTION. SHARES ARE NOT INSURED BY THE FDIC, THE FEDERAL
RESERVE BOARD OR
ANY OTHER AGENCY, AND ARE SUBJECT TO INVESTMENT RISK, INCLUDING THE
POSSIBLE LOSS OF
PRINCIPAL. NEITHER THE FUND NOR FIDELITY DISTRIBUTORS CORPORATION IS A
BANK. FOR MORE
INFORMATION ON ANY FIDELITY FUND, INCLUDING CHARGES AND EXPENSES, CALL
1-800-544-8888 FOR
A FREE PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY.
PRESIDENT'S MESSAGE

DEAR SHAREHOLDER:
Although there have been some positive market indications so far in 1995,
no one can predict what lies ahead for investors. Last year, stocks posted
below-average returns and bonds had one of the worst years in history. This
downturn followed a period in which the investing environment was generally
very positive.
These market ups and downs are a normal part of investing, and there are
some basic principles that are helpful for investors to remember in
different types of markets.
If you can leave your money invested over the long term, you can avoid the
results of the volatility that generally accompanies the stock market in
the short term, as we witnessed last year. You also can help to manage some
of the risks of investing through diversification. A stock fund is already
diversified because it invests in many issues. You can diversify even
further by placing some of your money in several different types of stock
funds or in other investment categories, such as bonds.
If you have a short investment time horizon, you might want to consider
moving some of your investment into a money market fund, which seeks income
and a stable share price by investing in high-quality, short-term
investments. Of course, there is no assurance that a money market fund will
achieve its goal, and it is important to remember that money market funds
are not insured or guaranteed by any agency of the U.S. government.
Finally, no matter what your investment horizon or portfolio diversity, it
makes good sense to follow a regular investment plan - investing a certain
amount of money at the same time each month or quarter - and to review your
portfolio periodically. A periodic investment plan will not, of course,
assure a profit or protect against a loss.
If you have any questions, please call us at 1-800-544-8888. We stand ready
to provide the information you need to make the investments that are right
for 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 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, 1995 PAST 6 PAST 1 LIFE OF
MONTHS YEAR FUND

Emerging Growth 17.42% 21.98% 149.14%

Emerging Growth (including 3% sales 13.90% 18.32% 141.66%
charge)

Russell 2000(registered trademark) 11.70% 10.30% 122.15%

Average Mid-Cap Fund 12.21% 13.05% 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, the value of your investment would
be $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. To measure how the fund's
performance stacked up against its peers, you can compare it to the average
mid-cap fund, which reflects the performance of 102 mid-cap funds with
similar objectives tracked by Lipper Analytical Services over the past six
months. (Lipper recently changed the fund's peer group from small company
growth funds to mid-cap funds. This change allows the fund's performance to
be compared with other funds that more closely mirror its investment
objectives.) 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, 1995 PAST 1 LIFE OF
YEAR FUND

Emerging Growth 21.98% 22.90%

Emerging Growth (including 3% sales 18.32% 22.06%
charge)

Russell 2000(registered trademark) 10.30% 19.76%

Average Mid-Cap Fund 13.05% 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
Fidelity EmerginRussell 2000 Ind
12/28/90 9700.00 10000.00
12/31/90 9758.20 10118.31
01/31/91 11203.50 11033.34
02/28/91 11804.90 12263.72
03/31/91 12648.80 13126.95
04/30/91 12580.90 13093.92
05/31/91 13434.50 13718.05
06/30/91 12493.60 12918.61
07/31/91 13754.60 13371.94
08/31/91 14647.00 13866.90
09/30/91 14753.70 13975.48
10/31/91 14967.10 14345.11
11/30/91 14365.70 13681.63
12/31/91 16305.88 14777.18
01/31/92 16354.92 15974.53
02/29/92 16104.38 16440.53
03/31/92 15072.18 15884.04
04/30/92 14621.22 15327.56
05/31/92 14801.60 15531.38
06/30/92 14060.02 14796.86
07/31/92 14741.47 15311.50
08/31/92 14280.49 14879.43
09/30/92 14731.45 15222.82
10/31/92 15753.63 15706.69
11/30/92 16956.20 16908.56
12/31/92 17668.44 17497.62
01/31/93 18231.12 18089.85
02/28/93 17527.13 17672.04
03/31/93 18034.42 18245.49
04/30/93 17899.83 17744.65
05/31/93 19463.09 18529.84
06/30/93 19659.79 18645.43
07/31/93 19587.32 18902.86
08/31/93 20343.07 19719.50
09/30/93 20664.00 20275.98
10/31/93 21160.93 20797.86
11/30/93 20322.36 20113.33
12/31/93 21180.19 20801.02
01/31/94 21797.79 21453.20
02/28/94 21673.66 21375.61
03/31/94 20519.22 20247.03
04/30/94 20606.11 20367.37
05/31/94 19811.66 20138.67
06/30/94 18421.37 19454.83
07/31/94 19116.51 19774.47
08/31/94 20519.22 20876.35
09/30/94 20419.91 20806.45
10/31/94 21400.57 20724.34
11/30/94 20581.29 19887.35
12/31/94 21142.37 20421.66
01/31/95 20582.39 20164.00
02/28/95 21540.58 21002.81
03/31/95 22448.99 21346.62
04/30/95 23208.08 21839.57
05/31/95 24166.27 22174.34

$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, 1995, the value of your investment would have
grown to $24,166 - a 141.66% 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
$22,215 - a 122.15% 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 DONE OVER THE PAST SIX MONTHS?
A. Quite well. From December 1, 1994, through May 31, 1995, the fund
returned 17.42%. That beat the average mid-cap fund, which returned 11.09%
for the same period, according to Lipper Analytical Services. For the 12
months ended May 31, the fund returned 21.98% compared to 12.96% for the
Lipper average.
Q. WHAT MADE THE DIFFERENCE?
A. In the second half of 1994, growth stocks began outperforming cyclicals
- - stocks in sectors like autos and steel that tend to rise or fall with the
economy. Since then, the economy has slowed and interest rates have been
flat or falling - a perfect environment for growth stocks. My strategy was
to concentrate on those companies that I felt had the fastest earnings
growth opportunities for '95 and '96. This aggressive position, especially
in technology, paid off handsomely when growth stocks rebounded.
Q. IN FACT, OVER 60% OF THE FUND WAS IN TECHNOLOGY AT THE END OF MAY. WHY
SUCH A HIGH PROPORTION?
A. Because that's where I'm still finding what I believe are the best
growth opportunities. Stocks in the technology sector, which is composed of
several different industries, are benefiting from the shift away from a
consumer-driven economy toward an economy focused on capital investments
and productivity. Plus, unlike a retailer, which can only grow as fast as
it can build bricks and mortar, a technology stock can grow at any rate. As
a result, the fund aims to own companies that are growing sales well over
100% per year. Business has been booming across most segments - from PCs
and software to semiconductors and networking. Demand has been strong from
both consumers and corporations. Finally, despite the fastest sales and
earnings growth of any stocks in the market, I feel that many of these
companies still have attractive valuations - prices compared to other
measures like earnings. But remember, I still choose my investments on a
stock-by-stock basis. It just happens that many of the stocks I think are
attractive are in the technology sector.
Q. WHERE DID YOU FIND THE BEST OPPORTUNITIES?
A. Across the board. I added new technology names to the fund, but I also
made bigger investments in the companies I have the most confidence in. For
example, I significantly boosted the fund's stake in both Microsoft and
Micron Technology. Microsoft rose over 30% during the period, and I'm
optimistic that the August launch of Windows 95 will keep its momentum
going. Micron, one of the few manufacturers of memory chips called DRAMs
that go inside PCs and other electronic equipment, saw its stock price more
than double over the period as demand outstripped supply.
Q. WHICH OTHER TECHNOLOGY NAMES DROVE PERFORMANCE?
A. Seven of the fund's top 10 names were technology stocks that turned in
excellent results for the period. Among them was Intel, which makes
microprocessors like the Pentium chip that are the brains of PCs; its stock
price rose more than 75% between December and May. The fund's biggest
investment, Oracle, benefited as more companies moved away from mainframes
toward client-server arrangements - PCs linked through networks. Oracle is
the leading provider of software for client-server set-ups. Of course,
there were also some disappointments like Sybase, a competitor to Oracle,
whose stock price fell more than 50% in the last six months as it ran into
problems launching a new product.
Q. IT HASN'T BEEN A GREAT ENVIRONMENT FOR RETAILERS. YET YOU'VE HELD ON TO
ABOUT A 12% STAKE THERE. WHY?
A. Looking back, I wish I'd had a smaller investment since retail sales
were so slow. But many of the "hard good category killers," which I focused
on, continued to grow through the tough times. These are superstores in the
do-it-yourself market like Home Depot and Lowe's; office superstores like
Staples and Officemax; and pet superstores like Petsmart. By definition,
the superstores offer more products at better prices than specialty
retailers - which has helped them gain market share. Still, some had
disappointing short-term results. For example, the fund owned Home Depot
and Lowe's, which both lost business this spring as heavy rains swamped
California and the Southeast.
Q. WHY DID YOU CUT BACK IN THE HEALTH CARE SECTOR?
A. The fund's health care stake was 2.7% at the end of May, down from 8.9%
six months earlier. During the first half of 1994, uncertainty surrounding
President Clinton's plans for health care reform had hurt the sector. Then,
last fall, the stocks rallied as it became apparent that health care
legislation would not pass anytime soon. But after the Republicans took
charge in January, they cast another cloud over the sector as they promised
to re-examine programs like Medicare. So I decided to watch from the
sidelines.
Q. LOOKING AHEAD, ARE YOU WORRIED THAT A SLUMP IN TECHNOLOGY STOCKS THIS
SUMMER COULD HURT THE FUND'S PERFORMANCE?
A. Not really. Historically, technology stocks haven't done as well in the
summer months partly because European demand slows down as so many people
there go on vacation. Plus, there generally aren't many new product
launches in the summer; companies usually like to wait until fall so they
can benefit from year-end, holiday buying. But this year, since demand has
been so strong, we may not see a slowdown - or if we do, it may be much
less pronounced than it has been in the past and companies will just grow
through it. The long-term outlook for technology stocks seems to be so
favorable that I'd see a seasonal decline as a buying opportunity.
Q. DO YOU EXPECT A BUMPY RIDE OVER THE NEXT SIX MONTHS?
A. Possibly. I've taken an aggressive stance by heavily investing the fund
in what I see as the fastest growing companies, especially in the
technology sector. So shareholders should expect volatility, especially if
the technology sector or the market declines. If we do have a correction,
the fund will suffer more than other stock funds. But the fund is also in a
good position to benefit more than its peers from a long-term up market,
which I believe is the more likely direction.
FUND FACTS
GOAL: to increase the value
of the fund's shares by
investing mainly in the stocks
of companies that Fidelity
believes are in the
developing stage of their life
cycle and offer the potential
for accelerated growth
START DATE: December 28,
1990
SIZE: as of May 31, 1995,
more than $785 million
MANAGER: Lawrence
Greenberg, since October
1993; manager, Fidelity VIP:
Growth Portfolio, 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
TECHNOLOGY'S GROWTH:
"Historically, the market has
classified technology stocks
as cyclical. But there seems
to be a secular change going
on both in corporate America
and globally in terms of
technology investments. In
the past five years,
technology has gone from 3%
to 5% of the U.S. gross
domestic product. It's
growing much faster than the
overall economy because
that's where America is
getting the biggest bang for its
buck as far as productivity is
concerned. Consumers are
also being drawn in by
tremendous price
improvements in the industry.
For example, if you spent
$2,000 on a PC three years
ago, it had one-tenth the
speed that a $2,000
investment could buy you
today. The fact that you can
run many more applications
- - like multimedia and
CD-ROM- makes the
package that much more
attractive to the consumer. So
we may be entering a period
where technology is
becoming America's premier
growth industry."
(solid bullet) Since less than 8% of the
fund's investments was in
foreign holdings, the fund
didn't benefit directly from the
dollar's fall. However, as the
dollar weakened, it helped
U.S. technology stocks to
become even more
competitive globally. The
United States regained its No.
1 position in semiconductors,
while continuing to lead the
world in advanced software
and networking equipment.
INVESTMENT CHANGES

TOP TEN STOCKS AS OF MAY 31, 1995
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE STOCKS
6 MONTHS AGO

Oracle Systems Corp. 5.0 4.6

Intel Corp. 3.9 1.0

DSC Communications Corp. 3.4 3.9

Applied Materials, Inc. 2.9 1.2

AirTouch Communications, Inc. 2.8 2.2

Micron Technology, Inc. 2.8 0.9

Microsoft Corp. 2.7 0.7

Compaq Computer Corp. 2.7 2.2

Cisco Systems, Inc. 2.6 0.9

Vanguard Cellular Systems, Inc. 2.3 2.3
Class A

TOP FIVE MARKET SECTORS AS OF MAY 31, 1995
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE MARKET SECTORS
6 MONTHS AGO

Technology 62.1 49.5

Retail & Wholesale 11.6 13.8

Utilities 8.2 9.0

Media & Leisure 4.5 6.9

Services 3.2 1.5

ASSET ALLOCATION
AS OF MAY 31, 1995 AS OF NOVEMBER 30, 1994
Row: 1, Col: 1, Value: 2.9
Row: 1, Col: 2, Value: 32.0
Row: 1, Col: 3, Value: 32.0
Row: 1, Col: 4, Value: 33.1
Row: 1, Col: 1, Value: 2.7
Row: 1, Col: 2, Value: 32.0
Row: 1, Col: 3, Value: 32.0
Row: 1, Col: 4, Value: 33.3
Stocks 97.1%
Short-term
Investments 2.9%

Stocks 97.3%
Short-term
Investments 2.7%

INVESTMENTS MAY 31, 1995 (UNAUDITED)

Showing Percentage of Total Value of Investment in Securities

COMMON STOCKS - 96.8%
SHARES VALUE (NOTE 1)
AEROSPACE & DEFENSE - 0.2%
AEROSPACE & DEFENSE - 0.1%
Special Devices, Inc. (a) 49,200 $ 1,020,889
DEFENSE ELECTRONICS - 0.1%
Trimble Navigation Ltd. (a) 38,400 912,000
TOTAL AEROSPACE & DEFENSE 1,932,889
BASIC INDUSTRIES - 0.8%
CHEMICALS & PLASTICS - 0.5%
Airgas, Inc. (a) 158,300 4,115,800
METALS & MINING - 0.3%
IMCO Recycling, Inc. 110,000 1,993,750
TOTAL BASIC INDUSTRIES 6,109,550
CONSTRUCTION & REAL ESTATE - 0.9%
BUILDING MATERIALS - 0.1%
Thermo Power Corp. (a) 30,000 405,000
CONSTRUCTION - 0.4%
Oakwood Homes Corp. 111,800 2,808,975
ENGINEERING - 0.4%
Glenayre Technologies, Inc. (a) 45,050 2,849,413
TOTAL CONSTRUCTION & REAL ESTATE 6,063,388
DURABLES - 0.4%
AUTOS, TIRES, & ACCESSORIES - 0.1%
Autozone, Inc. (a) 23,700 551,025
TEXTILES & APPAREL - 0.3%
Tommy Hilfiger (a) 75,000 1,968,750
TOTAL DURABLES 2,519,775
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
ENERGY - 0.3%
INDEPENDENT POWER - 0.2%
Thermo Electron Corp. (a) 46,200 $ 1,663,200
OIL & GAS - 0.1%
Chesapeake Energy Corp. (a) 30,000 813,750
TOTAL ENERGY 2,476,950
FINANCE - 0.3%
INSURANCE - 0.2%
GMIS, Inc. (a) 77,100 1,503,450
SECURITIES INDUSTRY - 0.1%
Alliance Entertainment Corp. (a) 158,200 1,146,950
TOTAL FINANCE 2,650,400
HEALTH - 2.7%
DRUGS & PHARMACEUTICALS - 0.8%
Biogen, Inc. (a) 35,000 1,452,500
COR Therapeutics, Inc. (a) 29,200 452,600
Dura Pharmaceuticals, Inc. (a) 65,000 975,000
Elan Corp. PLC:
ADR (a) 50,000 1,743,750
therapeutic systems unit (a) 16,537 510,580
North American Biologicals, Inc. (a) 70,000 669,375
5,803,805
MEDICAL EQUIPMENT & SUPPLIES - 0.7%
Cardinal Health, Inc. 55,000 2,509,375
Thermo Cardiosystems, Inc. (a) 44,600 1,689,225
Thermedics, Inc. (a) 70,000 1,260,000
5,458,600
MEDICAL FACILITIES MANAGEMENT - 1.2%
American Medical Response (a) 50,000 1,243,750
HEALTHSOUTH Rehabilitation Corp. (a) 260,000 4,485,000
Health Management, Inc. (Del.) (a) 30,000 521,250
Lincare Holdings, Inc. (a) 80,000 2,120,000
Value Health, Inc. (a) 25,000 806,250
9,176,250
TOTAL HEALTH 20,438,655
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
INDUSTRIAL MACHINERY & EQUIPMENT - 1.8%
ELECTRICAL EQUIPMENT - 1.0%
Avid Technology, Inc. (a) 35,050 $ 1,288,088
Fusion Systems Corp. (a) 25,000 825,000
Oak Industries, Inc. (a) 30,000 832,500
Scientific-Atlanta, Inc. 145,000 2,700,625
Spectrain Corp. (a) 25,000 681,250
United Communication Industry PCL (For. Reg.) 70,200 1,063,809
7,391,272
INDUSTRIAL MACHINERY & EQUIPMENT - 0.7%
AGCO Corp. 103,900 3,935,213
Mattson Technology, Inc. (a) 35,000 1,303,750
5,238,963
POLLUTION CONTROL - 0.1%
TETRA Technologies, Inc. (a) 74,800 897,600
TOTAL INDUSTRIAL MACHINERY & EQUIPMENT 13,527,835
MEDIA & LEISURE - 4.5%
ENTERTAINMENT - 0.3%
Casino America, Inc. (a) 30,000 453,750
Cinergi Pictures Entertainment, Inc. 72,900 519,413
Players International, Inc. (a) 67,500 1,417,500
2,390,663
LEISURE DURABLES & TOYS - 0.4%
Cobra Golf, Inc. (a) 87,500 2,362,500
Ride Snowboard Co. 35,000 870,625
3,233,125
LODGING & GAMING - 0.7%
Hospitality Franchise Systems, Inc. 175,000 5,271,875
RESTAURANTS - 3.1%
Apple South, Inc. 175,000 3,040,625
Applebee's International, Inc. 125,000 3,156,250
Landry's Seafood Restaurants, Inc. (a) 65,000 2,486,250
Lone Star Steakhouse Saloon (a) 200,000 6,275,000
Outback Steakhouse, Inc. (a) 152,400 4,552,950
Papa John's International, Inc. (a) 52,200 1,781,325
Starbucks Corp. (a) 85,000 2,470,313
23,762,713
TOTAL MEDIA & LEISURE 34,658,376
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
RETAIL & WHOLESALE - 11.6%
APPAREL STORES - 1.0%
Baby Superstore, Inc. (a) 23,300 $ 873,750
Gymboree Corp. (a) 75,500 1,840,313
Just For Feet, Inc. (a) 154,800 4,992,300
7,706,363
APPLIANCE STORES - 0.4%
Cellstar Corp. (a) 175,000 3,434,375
DRUG STORES - 0.7%
General Nutrition Companies, Inc. (a) 185,000 5,365,000
GENERAL MERCHANDISE STORES - 1.1%
Dollar General Corp. 60,050 1,703,919
Michaels Stores, Inc. (a) 57,400 1,298,675
Wal-Mart Stores, Inc. 225,000 5,625,000
8,627,594
RETAIL & WHOLESALE, MISCELLANEOUS - 8.4%
Barnes & Noble, Inc. (a) 56,900 1,635,875
Bed Bath & Beyond, Inc. (a) 225,100 5,233,575
Borders Group, Inc. 10,000 146,250
Corporate Express (a) 56,100 1,619,888
Futures Shops Ltd. (a) 64,300 686,339
Home Depot, Inc. (The) 175,000 7,284,375
Lowe's Companies, Inc. 435,000 11,853,750
Officemax, Inc. (a) 200,000 4,950,000
Office Depot, Inc. (a) 120,075 2,881,800
Petco Animal Supplies, Inc. (a) 100,800 2,066,400
Petsmart, Inc. (a) 256,500 6,604,875
Sport Supply Group, Inc. 100,000 1,287,500
Staples, Inc. (a) 225,000 6,356,250
Sunglass Hut International, Inc. (a) 333,300 10,415,625
Viking Office Products, Inc. (a) 55,000 1,512,500
64,535,002
TOTAL RETAIL & WHOLESALE 89,668,334
SERVICES - 3.2%
LEASING & RENTAL - 2.1%
Danka Business Systems PLC sponsored ADR 83,800 2,063,575
Hollywood Entertainment Corp. (a) 200,000 7,150,000
Movie Gallery, Inc. (a)(c) 220,000 6,655,000
15,868,575
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
SERVICES - CONTINUED
SERVICES - 1.1%
Children's Discovery Centers of America, Inc. (a) 50,000 $ 856,250
Medaphis Corp. (a) 261,800 7,886,725
8,742,975
TOTAL SERVICES 24,611,550
TECHNOLOGY - 61.8%
COMMUNICATIONS EQUIPMENT - 14.4%
Apertus Technologies, Inc. (a) 60,000 600,000
Cabletron Systems, Inc. 30,000 1,605,000
Cisco Systems, Inc. (a) 455,000 19,906,250
DSC Communications Corp. (a) 700,000 25,900,000
Dialogic Corp. (a) 75,000 1,856,250
Ericsson (L.M.) Telephone Co. Class B ADR 75,000 5,507,813
General Instrument Corp. (a) 161,500 4,986,313
Global Village Communication (a) 140,000 1,925,000
Inter-Tel, Inc. (a) 250,000 3,406,250
InterVoice, Inc. (a) 100,000 1,575,000
Lo Jack Corp. (a) 75,000 684,375
Microtest, Inc. (a) 40,000 770,000
Newbridge Networks Corp. (a) 200,000 7,075,000
Nokia Corp. AB:
Series A 100,000 4,636,250
sponsored ADR 290,000 13,485,000
Tellabs, Inc. (a) 52,200 1,722,600
3Com Corp. (a) 210,000 13,440,000
U.S. Robotics Corp. (a) 20,000 1,670,000
110,751,101
COMPUTER SERVICES & SOFTWARE - 16.5%
Adobe Systems, Inc. 25,000 1,300,000
Alias Research, Inc. (a) 95,100 3,257,175
America Online, Inc. (a) 80,000 2,850,000
American Business Information, Inc. (a) 50,000 1,162,500
Ascend Communications, Inc. (a) 25,000 968,750
Broderbund Software, Inc. (a) 19,900 895,500
CUC International, Inc. (a) 150,000 5,512,500
Cambridge Technology Partners, Inc. (a) 35,000 1,128,750
Cerner Corp. (a) 11,500 655,500
CompUSA, Inc. (a) 111,500 2,926,875
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TECHNOLOGY - CONTINUED
COMPUTER SERVICES & SOFTWARE - CONTINUED
Computer Sciences Corp. 16,800 $ 890,400
Davidson & Associates, Inc. (a) 10,000 290,000
Hyperion Software, Inc. (a) 13,000 482,625
Informix Corp. (a) 165,000 6,971,250
Inso Corp. (a) 10,000 561,250
Integrated Silicon Systems, Inc. (a) 40,500 1,197,281
Intersolv, Inc. (a) 120,000 1,965,000
Mercury Interactive Group Corp. (a) 99,900 2,222,775
Microsoft Corp. (a) 245,000 20,748,438
Network Peripherals, Inc. (a) 80,000 1,760,000
Novell, Inc. (a) 240,200 4,638,863
Oracle Systems Corp. (a) 1,110,000 38,572,500
Parametric Technology Corp. (a) 109,000 4,632,500
Peoplesoft, Inc. (a) 150,000 7,425,000
Platinum Technology, Inc. (a) 50,000 825,000
SAP AG sponsored ADR (b) 15,000 581,250
Softkey International, Inc. (a) 60,300 1,575,338
Softdesk, Inc. (a) 50,000 1,037,500
State of The Art, Inc. (a) 200,000 2,075,000
Stratacom, Inc. (a) 193,000 7,382,250
Wonderware Corp. (a) 15,900 508,800
127,000,570
COMPUTERS & OFFICE EQUIPMENT - 11.4%
ADAPTEC, Inc. (a) 144,700 4,359,088
Apple Computer, Inc. 45,000 1,870,313
Bay Networks, Inc. (a) 285,000 10,402,500
Compaq Computer Corp. (a) 525,000 20,540,625
Comverse Technology, Inc. (a) 25,000 373,438
Dell Computer Corp. (a) 50,000 2,518,750
Fore Systems, Inc. (a) 20,000 525,000
Gateway 2000, Inc. (a) 75,000 1,317,188
General Motors Corp. Class E 129,800 5,516,500
International Business Machines Corp. 175,000 16,318,750
Micom Communication Corp. (a) 73,166 448,142
NexGen, Inc. 700 16,800
Radius, Inc. (a) 75,000 782,813
Read Rite Corp. (a) 80,083 1,806,873
Seagate Technology (a) 85,400 3,063,725
Silicon Graphics, Inc. (a) 355,900 13,835,613
Sun Microsystems, Inc. (a) 85,000 3,825,000
87,521,118
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TECHNOLOGY - CONTINUED
ELECTRONIC INSTRUMENTS - 3.5%
Applied Materials, Inc. (a) 292,700 $ 22,537,900
Electro Scientific Industries, Inc. (a) 50,000 1,218,750
Novellus System, Inc. (a) 55,000 3,410,000
27,166,650
ELECTRONICS - 16.0%
Advanced Micro Devices, Inc. 160,900 5,289,588
Alliance Semiconductor Corp. (a) 50,000 2,100,000
Altera Corp. (a) 146,000 5,684,875
Analog Devices, Inc. (a) 111,400 3,467,325
Atmel Corp. (a) 65,000 2,860,000
Cascade Communications Corp. (a) 16,200 1,032,750
Chips & Technologies, Inc. (a) 65,800 633,325
Cirrus Logic, Inc. (a) 30,000 1,477,500
Cypress Semiconductor Corp. (a) 108,000 3,496,500
Integrated Device Technology, Inc. (a) 26,000 1,131,000
Integrated Silicon Solution (a) 50,000 2,031,250
Intel Corp. 270,000 30,307,500
LSI Logic Corp. (a) 144,800 9,737,800
Linear Technology Corp. 85,000 5,206,250
MRV Communications, Inc. (a) 35,000 490,000
Maxim Integrated Products, Inc. (a) 40,000 1,835,000
Microchip Technology, Inc. (a) 110,000 3,272,500
Micron Technology, Inc. 485,000 21,643,125
Motorola, Inc. 80,000 4,790,000
SGS-Thomson Microelectronic NV (a) 93,300 3,288,825
S-3, Inc. (a) 35,000 949,375
Sanmina Corp. (a) 65,000 2,340,000
Tencor Instruments (a) 15,000 1,008,750
VLSI Technology, Inc. (a) 60,000 1,563,750
Wholesale Cellular USA, Inc. (a) 60,000 1,185,000
Xilinx, Inc. (a) 70,000 5,897,500
122,719,488
TOTAL TECHNOLOGY 475,158,927
TRANSPORTATION - 0.1%
RAILROADS - 0.1%
ABC Rail Products Corp. (a) 30,000 787,500
CSX Corp. 1,500 114,375
901,875
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
UTILITIES - 8.2%
CELLULAR - 7.7%
AirTouch Communications, Inc. (a) 800,000 $ 21,800,000
Arch Communications Group, Inc. (a) 60,000 1,252,500
BCE Mobile Communications, Inc. (a) 98,600 3,283,308
Cellular Communications, Inc. Series A (redeemable) (a) 53,600 2,485,700
Metrocall, Inc. (a) 60,000 1,027,500
Palmer Wireless, Inc. (a) 103,200 1,831,800
USA Mobile Communications (a) 35,040 565,020
United States Cellular Corp. (a) 100,000 2,875,000
Vanguard Cellular Systems, Inc. Class A (a) 719,700 17,362,763
Vodafone Group PLC sponsored ADR 200,000 6,725,000
59,208,591
TELEPHONE SERVICES - 0.5%
Incomnet, Inc. (a) 225,000 2,946,094
LCI International, Inc. (a) 45,000 1,192,500
4,138,594
TOTAL UTILITIES 63,347,185
TOTAL COMMON STOCKS
(Cost $577,690,526) 744,065,689
NONCONVERTIBLE PREFERRED STOCKS - 0.3%
TECHNOLOGY - 0.3%
COMPUTER SERVICES & SOFTWARE - 0.3%
SAP AG (Cost $1,560,923) 2,000 2,339,719
REPURCHASE AGREEMENTS - 2.9%
MATURITY
AMOUNT
Investments in repurchase agreements
(U.S. Treasury obligations) in a joint
trading account at 6.13% dated
5/31/95 due 6/1/95 $ 22,403,814 22,400,000
TOTAL INVESTMENT IN SECURITIES - 100%
(Cost $601,651,449) $ 768,805,408
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 $581,250 or 0.1% of net
assets.
(c) Affiliated company (see Note 6 of Notes to Financial Statements).
INCOME TAX INFORMATION
At May 31, 1995, the aggregate cost of investment securities for income tax
purposes was $602,398,340. Net unrealized appreciation aggregated
$166,407,068, of which $179,978,668 related to appreciated investment
securities and $13,571,600 related to depreciated investment securities.
At November 30, 1994, the fund had a capital loss carryforward of
approximately $4,511,000 which will expire on November 30, 2002.
The fund has elected to defer to its fiscal year ending November 30, 1995
$5,418,738 of losses recognized during the period December 1, 1993 to
November 30, 1994.
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
<S> <C> <C>
MAY 31, 1995 (UNAUDITED)

ASSETS

Investment in securities, at value (including repurchase $ 768,805,408
agreements of $22,400,000) (cost $601,651,449) -
See accompanying schedule

Cash 597

Receivable for investments sold 19,562,147

Receivable for fund shares sold 7,044,766

Dividends receivable 186,698

Other receivables 255,551

TOTAL ASSETS 795,855,167

LIABILITIES

Payable for investments purchased $ 8,506,919

Payable for fund shares redeemed 1,582,866

Accrued management fee 528,486

Other payables and accrued expenses 231,651

TOTAL LIABILITIES 10,849,922

NET ASSETS $ 785,005,245

Net Assets consist of:

Paid in capital $ 630,058,001

Accumulated net investment (loss) (2,173,080)

Accumulated undistributed net realized gain (loss) on (10,033,622)
investments and foreign currency transactions

Net unrealized appreciation (depreciation) on 167,153,946
investments and assets and liabilities in foreign
currencies

NET ASSETS, for 40,412,592 shares outstanding $ 785,005,245

NET ASSET VALUE and redemption price per share $19.42
($785,005,245 (divided by) 40,412,592 shares)

Maximum offering price per share (100/97.00 of $19.42) $20.02

</TABLE>

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS ENDED MAY 31, 1995 (UNAUDITED)

INVESTMENT INCOME $ 615,946
Dividends

Interest 859,500

TOTAL INCOME 1,475,446

EXPENSES

Management fee $ 2,248,339
Basic fee

Performance adjustment 262,668

Transfer agent 921,494
Fees

Redemption fees (7,168)

Accounting fees and expenses 176,889

Non-interested trustees' compensation 6,423

Custodian fees and expenses 28,804

Registration fees 34,536

Audit 13,323

Legal 2,804

Total expenses before reductions 3,688,112

Expense reductions (39,586) 3,648,526

NET INVESTMENT INCOME (LOSS) (2,173,080)

REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) on:

Investment securities 4,721,812

Foreign currency transactions 224 4,722,036

Change in net unrealized appreciation (depreciation) on

Investment securities 108,305,329

NET GAIN (LOSS) 113,027,365

NET INCREASE (DECREASE) IN NET ASSETS RESULTING $ 110,854,285
FROM OPERATIONS

</TABLE>

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS YEAR ENDED
ENDED MAY 31, NOVEMBER 30,
1995 1994
(UNAUDITED)

INCREASE (DECREASE) IN NET ASSETS

Operations $ (2,173,080) $ (2,513,996)
Net investment income (loss)

Net realized gain (loss) 4,722,036 (10,565,980)

Change in net unrealized appreciation (depreciation) 108,305,329 18,912,826

NET INCREASE (DECREASE) IN NET ASSETS RESULTING 110,854,285 5,832,850
FROM OPERATIONS

Distributions to shareholders from net realized gains (1,472,190) (108,388,063)

Share transactions 146,637,063 166,847,269
Net proceeds from sales of shares

Reinvestment of distributions 1,448,061 106,675,388

Cost of shares redeemed (83,684,572) (194,549,673)

Redemption fees 128,271 187,823

NET INCREASE (DECREASE) IN NET ASSETS RESULTING 64,528,823 79,160,807
FROM SHARE TRANSACTIONS

TOTAL INCREASE (DECREASE) IN NET ASSETS 173,910,918 (23,394,406)

NET ASSETS

Beginning of period 611,094,327 634,488,733

End of period (including undistributed net investment $ 785,005,245 $ 611,094,327
income (loss) of ($2,173,080) and $0, respectively)

OTHER INFORMATION
Shares

Sold 8,187,919 9,893,278

Issued in reinvestment of distributions 89,497 6,284,189

Redeemed (4,725,825) (11,642,893)

Net increase (decrease) 3,551,591 4,534,574

</TABLE>

FINANCIAL HIGHLIGHTS
SIX MONTHS YEARS ENDED NOVEMBER 30, DECEMBER 28,
ENDED 1990
MAY 31, 1995 (COMMENCEMENT
OF
OPERATIONS) TO
NOVEMBER 30,

(UNAUDITED) 1994 E 1993 1992 1991

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

Net asset value, beginning $ 16.58 $ 19.63 $ 16.92 $ 14.81 $ 10.00
of period

Income from Investment
Operations

Net investment income (.05) (.07) D (.03) .09 (.01)
(loss)

Net realized and 2.93 .34 3.29 2.50 4.80
unrealized gain (loss)

Total from investment 2.88 .27 3.26 2.59 4.79
operations

Less Distributions - - (.02) - -
From net investment
income

From net realized gain (.04) (3.33) (.54) (.50) -

Total distributions (.04) (3.33) (.56) (.50) -

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

Net asset value, end of $ 19.42 $ 16.58 $ 19.63 $ 16.92 $ 14.81
period

TOTAL RETURN B,C 17.42% 1.27% 19.85% 18.03% 48.10%

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of period $ 785,005 $ 611,094 $ 634,489 $ 614,672 $ 530,205
(000 omitted)

Ratio of expenses to 1.10% 1.02% 1.19% 1.09% 1.31% A
average net assets A

Ratio of expenses to 1.11% 1.04% 1.20% 1.09% 1.31% A
average net assets A
before expense
reductions

Ratio of net investment (.65)% (.41)% (.20) .56% (.10)%
income (loss) to average A % A
net assets

Portfolio turnover rate 97% 180% 332% 531% 326% A
A

</TABLE>

A ANNUALIZED
B TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS
LESS THAN ONE YEAR ARE NOT ANNUALIZED.
C THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN
REDUCED DURING THE PERIODS SHOWN.
D NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED BASED ON
AVERAGE SHARES OUTSTANDING DURING THE PERIOD.
E 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, NET INVESTMENT INCOME PER SHARE MAY REFLECT CERTAIN
RECLASSIFICATIONS RELATED TO BOOK TO TAX DIFFERENCES.
NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 1995 (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 (including restricted 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
of their purchase date 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 prevailing rates of exchange at period end. Purchases and
sales of securities, income receipts, and expense payments are translated
into U.S. dollars at the prevailing exchange rate on the respective dates
of the transactions.
Net realized gains and losses on foreign currency transactions represent
net gains and losses from sales and maturities of forward currency
contracts, disposition of foreign currencies, currency gains and losses
realized between the trade and settlement dates on securities transactions,
and the difference between the amount of net investment income accrued and
the U.S. dollar amount actually received. The effects of changes in foreign
currency exchange rates on investments in securities are included with the
net realized and unrealized gain or loss on investment securities.
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 substantially 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.
1. 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, which may result in distribution
reclassifications, are primarily due to differing treatments for futures
and options transactions, foreign currency transactions, partnerships,
non-taxable dividends, capital loss carryforwards, losses deferred due to
wash sales, and excise tax regulations.
Permanent book and tax basis differences relating to shareholder
distributions will result in reclassifications to paid in capital and may
affect the per-share allocation between net investment income and realized
and unrealized gain loss. Undistributed net investment income (loss) and
accumulated undistributed net realized gain (loss) on investments and
foreign currency transactions 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.
2. OPERATING POLICIES.
FORWARD FOREIGN CURRENCY
CONTRACTS. The fund may use foreign currency contracts to facilitate
transactions in foreign securities and to manage the fund's currency
exposure. Contracts to buy generally are used to acquire exposure to
foreign currencies, while contracts to sell are used to hedge the fund's
investments against currency fluctuations. Also, a contract to buy or sell
can offset a previous contract. Losses may arise from changes in the value
of the foreign currency or if the counterparties do not perform under the
contracts' terms.
The U.S. dollar value of forward foreign currency contracts is determined
using forward currency exchange rates supplied by a quotation service.
Purchases and sales of forward foreign currency contracts having the same
settlement date and broker are offset and any realized gain (loss) is
recognized on the date of offset; otherwise, gain (loss) is recognized on
settlement date.
JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the
Securities and Exchange Commission (the SEC), the fund, along with other
affiliated entities of Fidelity Management & Research Company (FMR), may
transfer
2. OPERATING POLICIES -
CONTINUED
JOINT TRADING ACCOUNT - CONTINUED
uninvested cash balances into one or more joint trading accounts. These
balances are invested in one or more repurchase agreements that mature in
60 days or less from the date of purchase, and are collateralized by U.S.
Treasury or Federal Agency obligations.
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. FMR, the fund's
investment adviser, is responsible for determining that the value of these
underlying securities remains at least equal to the resale price.
3. PURCHASES AND SALES
OF INVESTMENTS.
Purchases and sales of securities, other than short-term securities,
aggregated $374,427,832 and $309,414,877, 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 and is based on
the monthly average net assets of all the mutual funds advised by FMR. The
rates ranged from .2700% to .5200% for the period. In the event that these
rates were lower than the contractual rates in effect during the period,
FMR voluntarily implemented the above rates, as they resulted in the same
or a lower management fee. The annual individual fund fee rate is .35%. The
basic fee is subject to a performance adjustment (up to a maximum of
(plus/minus) .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 .75% of average
net assets.
SALES LOAD. For the period, Fidelity Distributors Corporation (FDC), an
affiliate of FMR and the general distributor of the fund, received sales
charges of $358,613 on sales of shares of the fund.
TRANSFER AGENT FEES. Fidelity Service Co. (FSC), an affiliate of FMR, is
the fund's transfer, dividend disbursing and shareholder servicing agent.
During the period December 1, 1994 to December 31, 1994, FSC received fees
based on the type, size, number of accounts and the number of transactions
made by shareholders. Effective January 1, 1995, the Board of Trustees
approved a revised transfer agent contract pursuant to which FSC receives
account fees and asset-based fees that vary according to account size and
type of account. FSC pays for typesetting, printing and mailing of all
shareholder reports, except proxy statements.
ACCOUNTING FEES. 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.
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED
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 $103,478 for the period.
5. 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
$39,586 under this arrangement.
6. 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
Movie Gallery, Inc. (a) $ 149,479 $ - $ - $ 6,655,000
(d) Non-income producing
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)(PHONE_GRAPHIC)(PHONE_GRAPHIC)(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)(PHONE_GRAPHIC)(PHONE_GRAPHIC)(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.
TO VISIT FIDELITY

For directions and hours,
please call 1-800-544-9797.
ARIZONA
7373 N. Scottsdale Road
Scottsdale, AZ
CALIFORNIA
851 East Hamilton Avenue
Campbell, CA
527 North Brand Boulevard
Glendale, CA
19100 Von Karman Avenue
Irvine, CA
10100 Santa Monica Blvd.
Los Angeles, CA
811 Wilshire Boulevard
Los Angeles, CA
251 University Avenue
Palo Alto, CA
1760 Challenge Way
Sacramento, CA
7676 Hazard Center Drive
San Diego, CA
455 Market Street
San Francisco, CA
1400 Civic Drive
Walnut Creek, CA
6300 Canoga Avenue
Woodland Hills, CA
COLORADO
1625 Broadway
Denver, CO
CONNECTICUT
185 Asylum Street
Hartford, CT
265 Church Street
New Haven, CT
300 Atlantic Street
Stamford, CT
DELAWARE
222 Delaware Avenue
Wilmington, DE
FLORIDA
4400 N. Federal Highway
Boca Raton, FL
90 Alhambra Plaza
Coral Gables, FL
4090 N. Ocean Boulevard
Ft. Lauderdale, FL
4001 Tamiami Trail, North
Naples, FL
1907 West State Road 434
Orlando, FL
2401 PGA Boulevard
Palm Beach Gardens, FL
8065 Beneva Road
Sarasota, FL
2000 66th Street, North
St. Petersburg, FL
GEORGIA
3525 Piedmont Road, N.E.
Atlanta, GA
1000 Abernathy Road
Atlanta, GA
HAWAII
700 Bishop Street
Honolulu, HI
ILLINOIS
215 East Erie Street
Chicago, IL
One North Franklin
Chicago, IL
540 Lake Cook Road
Deerfield, IL
1415 West 22nd Street
Oak Brook, IL
1700 East Golf Road
Schaumburg, IL
LOUISIANA
201 St. Charles Avenue
New Orleans, LA
MAINE
3 Canal Plaza
Portland, ME
MARYLAND
7401 Wisconsin Avenue
Bethesda, MD
1 West Pennsylvania Ave.
Towson, MD
MASSACHUSETTS
470 Boylston Street
Boston, MA
21 Congress Street
Boston, MA
25 State Street
Boston, MA
300 Granite Street
Braintree, MA
44 Mall Road
Burlington, MA
416 Belmont Street
Worcester, MA
MICHIGAN
280 North Woodward Ave.
Birmingham, MI
26955 Northwestern Hwy.
Southfield, MI
MINNESOTA
7600 France Avenue South
Edina, MN
MISSOURI
700 West 47th Street
Kansas City, MO
8885 Ladue Road
Ladue, MO
200 North Broadway
St. Louis, MO
NEW JERSEY
60B South Street
Morristown, NJ
501 Route 17, South
Paramus, NJ
505 Millburn Avenue
Short Hills, NJ
NEW YORK
1050 Franklin Avenue
Garden City, NY
999 Walt Whitman Road
Melville, L.I., NY
1271 Avenue of the
Americas
New York, NY
71 Broadway
New York, NY
350 Park Avenue
New York, NY
10 Bank Street
White Plains, NY
NORTH CAROLINA
4611 Sharon Road
Charlotte, NC
2200 West Main Street
Durham, NC
OHIO
600 Vine Street
Cincinnati, OH
28699 Chagrin Boulevard
Woodmere Village, OH
1903 East Ninth Street
Cleveland, OH
OREGON
121 S.W. Morrison Street
Portland, OR
PENNSYLVANIA
1735 Market Street
Philadelphia, PA
439 Fifth Avenue
Pittsburgh, PA
TENNESSEE
5100 Poplar Avenue
Memphis, TN
TEXAS
10000 Research Boulevard
Austin, TX
7001 Preston Road
Dallas, TX
1155 Dairy Ashford
Houston, TX
2701 Drexel Drive
Houston, TX
1010 Lamar Street
Houston, TX
400 East Las Colinas Blvd.
Irving, TX
14100 San Pedro
San Antonio, TX
UTAH
215 South State Street
Salt Lake City, UT
VERMONT
199 Main Street
Burlington, VT
VIRGINIA
8180 Greensboro Drive
McLean, VA
WASHINGTON
411 108th Avenue, N.E.
Bellevue, WA
1001 Fourth Avenue
Seattle, WA
WASHINGTON, DC
1775 K Street, N.W.
Washington, DC
WISCONSIN
222 East Wisconsin Avenue
Milwaukee, WI

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INVESTMENT ADVISER
Fidelity Management & Research
Company
Boston, MA
OFFICERS
Edward C. Johnson 3d, President
J. Gary Burkhead, Senior Vice President
William J. Hayes, Vice President
Lawrence Greenberg, Vice President
Arthur S. Loring, Secretary
Stephen P. Jonas, Treasurer
Robert H. Morrison, Manager,
Security Transactions
John H. Costello, Assistant Treasurer
Leonard M. Rush, Assistant Treasurer
BOARD OF TRUSTEES
J. Gary Burkhead
Ralph F. Cox*
Phyllis Burke Davis*
Richard J. Flynn*
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Gerald C. McDonough*
Thomas R. Williams*
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Fidelity Distributors Corporation
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Boston, MA
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Brown Brothers Harriman & Co.
Boston, MA
FIDELITY GROWTH FUNDS
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Growth Company Fund
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FIDELITY

(REGISTERED TRADEMARK)
GROWTH COMPANY
FUND
SEMIANNUAL REPORT
MAY 31, 1995
CONTENTS

PRESIDENT'S MESSAGE 3 Ned Johnson on investing
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 23 Statements of assets and liabilities,
operations, and changes in net
assets,
as well as financial highlights.

NOTES 27 Notes to the financial statements.

THIS REPORT AND THE FINANCIAL STATEMENTS CONTAINED HEREIN ARE SUBMITTED FOR
THE GENERAL
INFORMA-
TION 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. MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED BY,
ANY DEPOSITORY INSTITUTION. SHARES
ARE NOT INSURED BY THE FDIC, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY,
AND ARE
SUBJECT TO INVESTMENT RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
NEITHER THE FUND NOR
FIDELITY DISTRIBUTORS CORPORATION IS A BANK. FOR MORE INFORMATION ON ANY
FIDELITY FUND,
INCLUDING CHARGES AND EXPENSES, CALL 1-800-544-8888 FOR A FREE PROSPECTUS.
READ IT
CAREFULLY BEFORE YOU INVEST OR SEND MONEY.
PRESIDENT'S MESSAGE

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, 1995 PAST 6 PAST 1 PAST 5 PAST 10
MONTHS YEAR YEARS YEARS

Growth Company 15.86% 16.02% 96.86% 362.58%

Growth Company
(incl. 3% sales charge) 12.38% 12.54% 90.96% 348.70%

S&P 500(registered trademark) 19.23% 20.19% 71.79% 290.51%

Average Growth Fund 13.79% 13.42% 65.35% 235.80%

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, the value of your investment would be $1,050. You can compare
the fund's returns to the performance of the Standard & Poor's Composite
Index of 500 Stocks - a common proxy for the U.S. stock market. To measure
how the fund's performance stacked up against its peers, you can compare it
to the average growth fund, which reflects the performance of 569 growth
funds with similar objectives tracked by Lipper Analytical Services over
the past six months. 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, 1995 PAST 1 PAST 5 PAST 10
YEAR YEARS YEARS

Growth Company 16.02% 14.51% 16.55%

Growth Company (incl. 3% sales charge) 12.54% 13.81% 16.20%

S&P 500(registered trademark) 20.19% 11.43% 14.59%

Average Growth Fund 13.42% 10.29% 12.46%

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
Growth Company (02Standard & Poor's 5
05/31/85 9700.00 10000.00
06/30/85 9827.28 10157.00
07/31/85 10122.03 10141.76
08/31/85 10175.62 10055.56
09/30/85 9566.02 9740.82
10/31/85 9961.26 10190.85
11/30/85 10791.92 10889.94
12/31/85 11274.24 11417.01
01/31/86 11678.25 11480.95
02/28/86 12662.71 12339.72
03/31/86 13286.45 13028.28
04/30/86 13549.47 12881.06
05/31/86 14158.18 13566.33
06/30/86 14233.33 13795.60
07/31/86 13061.00 13024.43
08/31/86 13519.41 13990.84
09/30/86 12294.47 12833.80
10/31/86 13211.30 13574.31
11/30/86 13038.45 13904.16
12/31/86 12743.51 13549.61
01/31/87 14361.76 15374.74
02/28/87 15671.51 15982.04
03/31/87 15507.79 16443.92
04/30/87 14934.77 16297.57
05/31/87 14880.20 16439.36
06/30/87 15125.78 17269.55
07/31/87 15826.13 18145.11
08/31/87 16853.92 18821.93
09/30/87 16471.91 18409.73
10/31/87 12087.89 14444.27
11/30/87 10823.62 13254.06
12/31/87 12527.33 14262.70
01/31/88 12575.43 14863.16
02/29/88 13345.16 15555.78
03/31/88 13499.11 15075.11
04/30/88 13345.16 15242.44
05/31/88 13277.81 15375.05
06/30/88 14403.54 16080.76
07/31/88 14105.27 16019.66
08/31/88 13527.97 15474.99
09/30/88 14288.08 16134.22
10/31/88 14134.13 16582.76
11/30/88 13941.70 16345.62
12/31/88 14539.67 16631.67
01/31/89 15557.45 17849.11
02/28/89 15529.97 17404.67
03/31/89 16063.11 17810.19
04/30/89 17158.99 18734.54
05/31/89 18501.70 19493.29
06/30/89 17830.35 19382.18
07/31/89 19024.96 21132.39
08/31/89 19804.91 21546.59
09/30/89 20367.66 21458.25
10/31/89 20160.34 20960.41
11/30/89 20249.19 21388.01
12/31/89 20594.18 21901.32
01/31/90 19026.76 20431.74
02/28/90 19864.89 20695.31
03/31/90 20931.61 21243.74
04/30/90 20626.83 20712.64
05/31/90 22792.92 22732.13
06/30/90 23054.16 22577.55
07/31/90 22335.76 22505.30
08/31/90 20017.28 20470.82
09/30/90 18243.05 19473.89
10/31/90 18330.13 19390.15
11/30/90 20289.40 20642.76
12/31/90 21334.35 21218.69
01/31/91 23739.91 22143.82
02/28/91 25274.67 23727.11
03/31/91 26646.17 24301.30
04/30/91 26406.70 24359.63
05/31/91 27810.85 25411.96
06/30/91 25938.65 24248.10
07/31/91 27995.89 25378.06
08/31/91 29204.11 25979.52
09/30/91 29029.96 25545.66
10/31/91 28964.65 25887.97
11/30/91 27887.04 24844.69
12/31/91 31645.30 27686.92
01/31/92 32001.40 27171.94
02/29/92 32273.30 27525.18
03/31/92 30606.43 26988.43
04/30/92 30015.35 27781.89
05/31/92 29979.88 27918.03
06/30/92 28915.93 27502.05
07/31/92 29944.42 28626.88
08/31/92 29128.72 28040.03
09/30/92 29589.77 28370.90
10/31/92 31185.70 28470.20
11/30/92 33254.50 29441.03
12/31/92 34158.84 29803.16
01/31/93 34988.45 30053.51
02/28/93 34010.70 30462.23
03/31/93 35223.60 31104.99
04/30/93 34839.93 30352.25
05/31/93 36795.42 31165.69
06/30/93 36931.56 31256.07
07/31/93 36337.49 31131.04
08/31/93 37822.67 32310.91
09/30/93 38887.05 32062.11
10/31/93 39419.24 32725.80
11/30/93 38255.85 32414.91
12/31/93 39689.01 32807.13
01/31/94 40976.43 33922.57
02/28/94 40318.39 33003.27
03/31/94 38440.25 31564.32
04/30/94 38892.65 31968.35
05/31/94 38673.30 32492.63
06/30/94 36891.12 31696.56
07/31/94 37741.09 32736.21
08/31/94 39660.36 34078.39
09/30/94 38865.23 33243.47
10/31/94 40126.46 33991.45
11/30/94 38728.14 32753.48
12/31/94 38806.14 33239.21
01/31/95 38379.07 34101.11
02/28/95 39973.46 35430.03
03/31/95 41539.37 36475.57
04/30/95 43333.05 37549.77
05/31/95 44870.49 39050.64

$10,000 OVER 10 YEARS: Let's say you invested $10,000 in Fidelity Growth
Company Fund on May 31, 1985, and paid a 3% sales charge. As the chart
shows, by May 31, 1995, the value of your investment would have grown to
$44,870 - a 348.70% 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 $39,051 - a
290.51% 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 HAS THE FUND PERFORMED?
A. For the six months and year ended May 31, 1995, Growth Company returned
15.86% and 16.02%, respectively. That beats the average growth fund tracked
by Lipper Analytical Services, which had total returns of 13.79% and 13.42%
for the same time periods, respectively.
Q. WHAT SORT OF MARKET ENVIRONMENT DID YOU FIND YOURSELF INVESTING IN?
A. There's no question that the market backdrop has been very favorable for
growth stocks. The economy grew sharply during the past six months and many
companies have posted impressive sales and profits. In addition, the
weakened dollar has been a plus for some growth companies. With the dollar
down against the two biggest markets and currencies - the Japanese yen and
the German mark - a lot of strong growth companies have been able to
benefit since many growth stocks garner nearly 60% of their operating
profits from overseas.
Q. THE FUND HAS INCREASED ITS WEIGHTING IN TECHNOLOGY STOCKS FROM 32.6% TO
42% OF THE FUND. WHY?
A. I think that technology has the best unit growth of any industry in the
world. In the market sector of technology, which is actually composed of
several different industries, prices often fall every year and companies
have to work fast and furiously just to make up for the current year's
price cut. My investment philosophy hasn't changed and it's very visible in
the technology industry; it's all about unit growth and product cycle. If a
company has a good product, they tend to sell lots of units.
Q. WHICH TECHNOLOGY COMPANIES DO YOU LIKE BEST?
A. Intel, the largest holding in the fund, is a world-class manufacturer of
computer chips that I feel is selling at an attractive price. Intel's chips
are fast becoming the industry standard and I believe the company is strong
on product cycle. IBM is another company with attractive earnings growth,
and is 2.5% of the fund. The company has done a great job of cutting costs
and product demand is very good. As long as IBM can grow revenues and grow
earnings, 1995 and 1996 look pretty good.
Q. WHAT DO YOU MEAN BY PRODUCT CYCLE?
A. A company that's doing well in its product cycle is offering the right
products at the right time - products that customers want to buy.
Q. BESIDES INCREASING THE TECHNOLOGY WEIGHTING, WHAT OTHER CHANGES HAVE YOU
MADE TO THE FUND'S HOLDINGS?
A. I've cut the fund's retail and wholesale position in half. The retail
environment has been very sluggish despite the favorable interest rate
environment. Apparel, in particular has been suffering for some time with
more competition coming from discount stores. There has been a lot of
discounting and a lot of inventory on hand at the retail level. In
addition, retailers who have been expanding by 20% per year in recent years
have begun to cut their expansion plans to only about 5%-10% per year.
Therefore, I'm not too keen on retailing right now. I also cut the fund's
health care position by taking some profits in stocks that had rebounded
after concerns about increased regulation subsided.
Q. THERE AREN'T TOO MANY FOREIGN STOCKS IN THE FUND'S HOLDINGS. WHY?
A. While only about 3% of the fund's assets were invested in foreign stocks
on May 31, 1995, the fund is likely to own more over time. Most growth
market sectors - such as technology, finance and health care - have been
experiencing better growth rates inside the U.S. than outside during the
past six months. Although this won't always be the case, it's the reason
for the small foreign holding at the end of the period.
Q. WHY HAVE THE FUND'S SHORT-TERM INVESTMENTS INCREASED FROM 3.7% OF THE
FUND TO 14.3% OF THE FUND?
A. First of all, my target is to have short-term investments of about 5%-8%
of the fund. I also raised cash levels by selling a large amount of the
fund's retail and health care positions. Since the market's been up
recently, it helped attract additional cash to the fund. Though I've
deployed some of the increased cash, I plan to invest much of it in the
next couple of months when the market is traditionally weaker, and I can
get better prices.
Q. WHICH OF THE FUND'S INVESTMENTS HAVE BEEN DISAPPOINTING DURING THE PAST
SIX MONTHS?
A. Lowe's, the home building supply company, didn't perform as I'd hoped.
Despite lower interest rates, housing hasn't turned around like I expected
it to. In addition, bad weather during the past six months in many regions
of the country postponed a lot of building. For these reasons, Lowe's
growth results were disappointing. Another example was Motorola. The
company issued more stock in the fourth quarter of 1994, and since then its
stock prices has been disappointing. Though the stock price is up a bit,
the stock's performance was well below the 17% increase in the market.
However, I still think Motorola has a potential for strong product cycle
and attractive unit growth.
Q. WHAT'S YOUR OUTLOOK FOR THE NEXT SIX MONTHS?
A. If interest rates don't fluctuate too much in either direction,
companies with a strong product cycle should do well. The companies that
this fund owns tend to be leaders in their industries, producing what
consumers want, when they want it. I intend to stay focused on earnings. I
think valuations appear reasonable for 1995 and 1996 as long as the economy
moves along at a nice steady crawl.

FUND FACTS
GOAL: to increase the value
of the fund's shares over the
long term by investing in
stocks that Fidelity believes
have above average growth
potential
START DATE: January 17, 1983
SIZE: as of May 31, 1995,
more than $4.2 billion
MANAGER: Robert Stansky,
since 1987; manager, Fidelity
Advisor Equity Portfolio Growth,
since 1987; Fidelity Emerging
Growth Fund, 1990 - 1991;
Fidelity Select Defense &
Aerospace Portfolio, 1984 -
1985; joined Fidelity in 1983
(checkmark)
BOB STANSKY ON INTEREST RATES:
"As long as interest rates
don't move too much in one
direction or another, they
won't profoundly affect what
this fund owns. Relatively
small moves in rates are not
nearly as important as how a
company is doing in terms of
producing products in a timely
and cost-effective manner.
"For instance, it could be a
bad interest rate environment,
but if there's a company with a
strong product cycle, it
should do well. A lot of
technology and business
equipment companies sell
products with three-year life
spans. After the equipment is
fully depreciated, businesses
are willing to spend again for
what they need - as long as
rates are within reason."
INVESTMENT CHANGES

TOP TEN STOCKS AS OF MAY 31, 1995
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE STOCKS
6 MONTHS AGO

Intel Corp. 4.5 1.0

International Business Machines Corp. 2.5 1.4

Micron Technology, Inc. 1.9 1.1

Federal National Mortgage Association 1.9 1.1

Compaq Computer Corp. 1.8 1.9

Oracle Systems Corp. 1.8 1.7

Applied Materials, Inc. 1.7 1.3

Microsoft Corp. 1.6 0.9

Cisco Systems, Inc. 1.5 0.7

Philip Morris Companies, Inc. 1.5 1.6

TOP FIVE MARKET SECTORS AS OF MAY 31, 1995
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE MARKET
SECTORS
6 MONTHS AGO

Technology 42.0 32.6

Finance 7.4 8.3

Retail & Wholesale 6.6 13.4

Health 6.1 10.3

Durables 3.9 4.8

ASSET ALLOCATION
AS OF MAY 31, 1995 AS OF NOVEMBER 30, 1994
Row: 1, Col: 1, Value: 14.3
Row: 1, Col: 2, Value: 0.0
Row: 1, Col: 3, Value: 45.0
Row: 1, Col: 4, Value: 40.7
Row: 1, Col: 1, Value: 4.0
Row: 1, Col: 2, Value: 1.5
Row: 1, Col: 3, Value: 40.0
Row: 1, Col: 4, Value: 54.5
Stocks 85.7%
Bonds 0.0%
Short-term
Investments 14.3%
Stocks 96.2%
Bonds 0.1.%
Short-term
Investments 3.7%
INVESTMENTS MAY 31, 1995 (UNAUDITED)

Showing Percentage of Total Value of Investment in Securities

COMMON STOCKS - 85.3%
SHARES VALUE (NOTE 1)
AEROSPACE & DEFENSE - 0.1%
General Motors Corp. Class H 100,900 $ 4,112
BASIC INDUSTRIES - 3.4%
CHEMICALS & PLASTICS - 0.7%
Airgas, Inc. (a) 229,200 5,959
Dow Chemical Co. 36,500 2,678
du Pont (E.I.) de Nemours & Co. 214,100 14,532
Union Carbide Corp. 284,300 8,316
31,485
METALS & MINING - 0.9%
Aluminum Co. of America 790,800 36,772
PAPER & FOREST PRODUCTS - 1.8%
Asia Pacific Resources International Class A (a) 199,700 1,523
Boise Cascade Corp. 55,600 1,835
Champion International Corp. 577,800 26,795
Georgia-Pacific Corp. 401,700 31,232
International Paper Co. 63,900 5,024
James River Corp. of Virginia 40,500 1,094
Union Camp Corp. 148,800 7,719
75,222
TOTAL BASIC INDUSTRIES 143,479
CONGLOMERATES - 0.0%
Tyco International Ltd. 23,700 1,283
CONSTRUCTION & REAL ESTATE - 0.3%
BUILDING MATERIALS - 0.2%
Armstrong World Industries, Inc. 112,700 5,818
Cemex SA, Series B 325,700 1,048
6,866
CONSTRUCTION - 0.1%
Centex Corp. 166,400 4,784
TOTAL CONSTRUCTION & REAL ESTATE 11,650
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
DURABLES - 3.9%
AUTOS, TIRES, & ACCESSORIES - 2.8%
Autozone, Inc. (a) 499,800 $ 11,620
Chrysler Corp. 450,500 19,653
Dana Corp. 128,700 3,636
Ford Motor Co. 298,600 8,734
General Motors Corp. 1,238,000 59,424
Goodyear Tire & Rubber Co. 100,100 4,229
Magna International, Inc. Class A 98,600 3,760
Pep Boys-Manny, Moe & Jack 341,400 9,517
120,573
CONSUMER ELECTRONICS - 0.1%
Whirlpool Corp. 67,000 3,827
HOME FURNISHINGS - 0.0%
Bombay Company, Inc. (The) (a) 65,300 498
TEXTILES & APPAREL - 1.0%
Cygne Designs, Inc. (a) 225,100 1,266
NIKE, Inc. Class B 170,400 13,440
Nine West Group, Inc. (a) 154,300 5,381
Reebok International Ltd. 271,500 9,095
Tommy Hilfiger (a) 513,700 13,485
42,667
TOTAL DURABLES 167,565
ENERGY - 1.4%
ENERGY SERVICES - 0.5%
Schlumberger Ltd. 330,100 21,457
OIL & GAS - 0.9%
British Petroleum PLC ADR 200,209 17,093
Burlington Resources, Inc. 180,800 7,503
Petroleum Geo-Services AS ADR (a) 145,500 4,001
Unocal Corp. 266,463 7,894
36,491
TOTAL ENERGY 57,948
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
FINANCE - 7.4%
BANKS - 1.2%
Banc One Corp. 100,100 $ 3,478
Bank of Boston Corp. 384,108 14,020
Bank of New York Co., Inc. 392,100 15,978
Chemical Banking Corp. 159,600 7,362
NationsBank Corp. 153,390 8,686
49,524
CREDIT & OTHER FINANCE - 2.1%
American Express Co. 1,146,916 40,859
Beneficial Corp. 176,200 7,841
First USA, Inc. 370,700 17,516
Green Tree Acceptance, Inc. 247,200 10,784
Household International, Inc. 260,255 12,850
89,850
FEDERAL SPONSORED CREDIT - 2.9%
Federal Home Loan Mortgage Corporation 669,800 45,630
Federal National Mortgage Association 853,400 79,366
124,996
INSURANCE - 0.2%
Travelers, Inc. (The) 208,900 8,826
SECURITIES INDUSTRY - 1.0%
Merrill Lynch & Co., Inc. 638,300 30,000
Morgan Stanley Group, Inc. 70,200 5,344
Schwab (Charles) Corp. 227,850 7,975
43,319
TOTAL FINANCE 316,515
HEALTH - 5.9%
DRUGS & PHARMACEUTICALS - 3.4%
Allergan, Inc. (a) 150,900 4,018
ALZA Corp. Class A (a) 342,000 7,139
Amgen, Inc. (a) 151,900 11,013
Biogen, Inc. (a) 559,600 23,223
Bristol-Myers Squibb Co. 294,800 19,567
COR Therapeutics, Inc. (a) 130,400 2,021
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
HEALTH - CONTINUED
DRUGS & PHARMACEUTICALS - CONTINUED
Elan Corp PLC:
therapeutic systems unit (Common & 1 ADR warrant) (a) 7,256 $ 224
ADR (a) 559,550 19,514
Genetics Institute, Inc. (a) 31,100 1,143
Integrated Process Equipment Corp. 30,100 805
Molecular Biosystems, Inc. 1,207 8
Pfizer, Inc. 167,600 14,770
Rhone Poulenc Rorer, Inc. 153,900 6,348
Schering-Plough Corp. 373,500 29,413
Warner-Lambert Co. 68,000 5,636
144,842
MEDICAL EQUIPMENT & SUPPLIES - 1.8%
Baxter International, Inc. 195,000 6,801
Becton Dickinson & Co. 270,700 15,565
Boston Scientific Corp. (a) 214,500 6,167
Johnson & Johnson 561,000 37,166
Medisense, Inc. (a) 82,300 1,461
Medtronic, Inc. 44,400 3,341
St. Jude Medical, Inc. 114,400 5,177
75,678
MEDICAL FACILITIES MANAGEMENT - 0.7%
Columbia/HCA Healthcare Corp. 492,500 20,131
HEALTHSOUTH Rehabilitation Corp. (a) 380,100 6,557
Lincare Holdings, Inc. (a) 114,800 3,042
Living Centers of America, Inc. (a) 30,000 930
30,660
TOTAL HEALTH 251,180
INDUSTRIAL MACHINERY & EQUIPMENT - 3.4%
ELECTRICAL EQUIPMENT - 1.3%
General Electric Co. 767,200 44,498
Scientific-Atlanta, Inc. 283,200 5,275
Sensormatic Electronics Corp. 156,900 4,609
54,382
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
INDUSTRIAL MACHINERY & EQUIPMENT - CONTINUED
INDUSTRIAL MACHINERY & EQUIPMENT - 1.3%
Case Corp. 236,900 $ 6,130
Caterpillar, Inc. 235,800 14,207
Deere & Co. 394,500 34,124
54,461
POLLUTION CONTROL - 0.8%
Browning-Ferris Industries, Inc. 547,000 19,487
WMX Technologies, Inc. 548,300 14,941
34,428
TOTAL INDUSTRIAL MACHINERY & EQUIPMENT 143,271
MEDIA & LEISURE - 2.7%
BROADCASTING - 1.3%
British Sky Broadcasting Group ADR (a) 158,400 4,039
Capital Cities/ABC, Inc. 13,800 1,332
Clear Channel Communications, Inc. (a) 49,300 2,779
Comcast Corp. Class A (Special) 159,000 2,782
Emmis Broadcasting Corp. Class A (a) 71,300 1,515
Infinity Broadcasting Corp. (a) 152,592 4,292
Tele-Communications, Inc. Class A 320,000 6,760
Viacom, Inc.:
Class A (a) 190,304 8,968
Class B (non-vtg.) (a) 507,130 23,645
56,112
ENTERTAINMENT - 0.5%
Disney (Walt) Co. 342,100 19,029
Nelvana Ltd. (a) 31,900 338
19,367
LEISURE DURABLES & TOYS - 0.1%
Cobra Golf, Inc. (a) 140,100 3,783
Toy Biz, Inc. Class A (a) 5,150 93
3,876
LODGING & GAMING - 0.2%
La Quinta Motor Inns, Inc. 58,600 1,663
Mirage Resorts, Inc. (a) 258,500 7,723
9,386
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
MEDIA & LEISURE - CONTINUED
PUBLISHING - 0.0%
Dow Jones & Co., Inc. 39,300 $ 1,434
RESTAURANTS - 0.6%
Apple South, Inc. 95,100 1,652
Applebee's International, Inc. 111,800 2,823
Brinker International, Inc. (a) 50,100 845
Landry's Seafood Restaurants, Inc. (a) 11,600 444
Outback Steakhouse, Inc. (a) 274,900 8,213
Starbucks Corp. (a) 340,400 9,893
23,870
TOTAL MEDIA & LEISURE 114,045
NONDURABLES - 2.1%
BEVERAGES - 0.3%
PepsiCo, Inc. 216,900 10,628
FOODS - 0.2%
Nabisco Holdings Class A 181,000 4,729
RalCorp Holdings, Inc. (a) 115,500 2,541
Riviana Foods, Inc. 97,600 1,238
Tyson Foods, Inc. 34,200 765
9,273
HOUSEHOLD PRODUCTS - 0.1%
Tambrands, Inc. 75,800 3,250
TOBACCO - 1.5%
Philip Morris Companies, Inc. 873,400 63,649
RJR Nabisco Holdings Corp. 56,240 1,603
65,252
TOTAL NONDURABLES 88,403
RETAIL & WHOLESALE - 6.5%
APPAREL STORES - 0.6%
Just For Feet, Inc. (a) 98,500 3,177
Limited, Inc. (The) 677,600 15,077
TJX Companies, Inc. 384,714 5,146
Talbots, Inc. 86,300 2,740
26,140
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
RETAIL & WHOLESALE - CONTINUED
DRUG STORES - 0.1%
General Nutrition Companies, Inc. (a) 197,400 $ 5,725
GENERAL MERCHANDISE STORES - 1.3%
Dayton Hudson Corp. 170,400 12,077
Hornbach Baumarket AG (Bearer) 1,200 759
Price/Costco, Inc. (a) 664,800 9,390
Sears, Roebuck & Co. 91,200 5,141
Wal-Mart Stores, Inc. 1,119,300 27,983
55,350
RETAIL & WHOLESALE, MISCELLANEOUS - 4.5%
Barnes & Noble, Inc. (a) 154,100 4,430
Bed Bath & Beyond, Inc. (a) 332,900 7,740
Boise Cascade Office Products Corp. (a) 21,200 525
Circuit City Stores, Inc. 182,500 5,019
Corporate Express (a) 86,500 2,498
Home Depot, Inc. (The) 455,500 18,960
Lowe's Companies, Inc. 1,550,300 42,246
Micro Warehouse, Inc. (a) 410,800 15,918
Officemax, Inc. (a) 753,100 18,639
Office Depot, Inc. (a) 804,825 19,316
Petco Animal Supplies, Inc. (a) 90,600 1,857
Staples, Inc. (a) 1,194,500 33,745
Sunglass Hut International, Inc. (a) 254,600 7,956
U.S. Office Products Co. (a) 10,300 115
Viking Office Products, Inc. (a) 214,700 5,904
Waban, Inc. (a) 296,900 4,342
189,210
TOTAL RETAIL & WHOLESALE 276,425
SERVICES - 1.2%
LEASING & RENTAL - 0.3%
Danka Business Systems PLC sponsored ADR 210,800 5,191
Hollywood Entertainment Corp. (a) 195,050 6,973
12,164
PRINTING - 0.3%
Alco Standard Corp. 141,300 10,121
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
SERVICES - CONTINUED
SERVICES - 0.6%
First Financial Management Corp. 99,900 $ 7,093
Medaphis Corp. (a) 278,200 8,381
Netcom On-Line Communication Services, Inc. 106,300 2,471
Western Atlas, Inc. (a) 202,900 9,156
27,101
TOTAL SERVICES 49,386
TECHNOLOGY - 41.9%
COMMUNICATIONS EQUIPMENT - 6.6%
Cabletron Systems, Inc. (a) 544,950 29,155
Cisco Systems, Inc. (a) 1,462,800 63,998
DSC Communications Corp. (a) 1,495,500 55,334
Dialogic Corp. (a) 72,300 1,789
Ericsson (L.M.) Telephone Co. Class B ADR 199,800 14,673
General Instrument Corp. (a) 265,600 8,200
Inter-Tel, Inc. 45,000 613
Newbridge Networks Corp. (a) 604,200 21,374
Nokia Corp. AB sponsored ADR 839,400 39,032
Shiva Corp. (a) 13,900 539
Tellabs, Inc. (a) 103,800 3,425
3Com Corp. (a) 434,300 27,795
U.S. Robotics Corp. (a) 187,300 15,640
281,567
COMPUTER SERVICES & SOFTWARE - 9.3%
Adobe Systems, Inc. 474,300 24,664
Affiliated Computer Services Class A (a) 12,400 344
Alantec Corp. (a) 101,800 3,410
Alias Research, Inc. (a) 194,000 6,644
Ascend Communications, Inc. (a) 172,600 6,688
Broderbund Software, Inc. (a) 242,300 10,903
CUC International, Inc. (a) 621,100 22,825
Cadence Design Systems, Inc. (a) 689,700 20,519
Ceridian Corp. 182,900 5,899
Computer Associates International, Inc. 265,400 17,384
CompUSA, Inc. (a) 499,100 13,101
Computer Sciences Corp. 24,000 1,272
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TECHNOLOGY - CONTINUED
COMPUTER SERVICES & SOFTWARE - CONTINUED
Electronic Arts, Inc. (a) 319,400 $ 8,225
Equifax Inc. 102,700 3,222
Firefox Communications, Inc. (a) 2,500 57
Informix Corp. (a) 415,000 17,534
Integrated Silicon Systems, Inc. (a) 33,700 996
Marcam Corp. (a) 36,600 579
Maxis, Inc. 43,500 848
Mercury Interactive Group Corp. (a) 124,900 2,779
Microsoft Corp. (a) 787,600 66,700
Network Peripherals, Inc. 100,000 2,200
Novell, Inc. (a) 1,766,400 34,114
Oracle Systems Corp. (a) 2,180,000 75,755
Parametric Technology Corp. (a) 803,600 34,153
Paychex, Inc. 79,350 2,341
Peoplesoft, Inc. (a) 109,600 5,425
Platinum Technology, Inc. (a) 47,100 777
Remedy Corp. (a) 4,400 163
Softkey International, Inc. (a) 52,500 1,372
Spectrum Holobyte, Inc. (a) 97,000 1,358
Synopsys, Inc. (a) 80,000 4,340
Tivoli Systems, Inc. (a) 2,700 98
UUNET Technologies, Inc. 4,400 104
396,793
COMPUTERS & OFFICE EQUIPMENT - 11.3%
ADAPTEC, Inc. (a) 352,800 10,628
Apple Computer, Inc. 193,000 8,022
Bay Networks, Inc. (a) 901,000 32,887
Compaq Computer Corp. (a) 1,959,000 76,646
Dell Computer Corp. (a) 446,100 22,472
Digital Equipment Corp. (a) 275,900 12,312
EMC Corp. (a) 134,500 3,094
General Motors Corp. Class E 441,000 18,742
Hewlett-Packard Co. 697,100 46,096
International Business Machines Corp. 1,145,200 106,790
Komag, Inc. (a) 100,100 3,879
Microtouch Systems, Inc. (a) 71,600 1,808
Radius, Inc. (a) 30,500 318
Read Rite Corp. (a) 6,400 144
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TECHNOLOGY - CONTINUED
COMPUTERS & OFFICE EQUIPMENT - CONTINUED
Seagate Technology (a) 532,000 $ 19,085
Silicon Graphics, Inc. (a) 961,600 37,382
Stratus Computer, Inc. (a) 284,500 8,713
Sun Microsystems, Inc. (a) 717,300 32,278
TSL Holding, Inc. (a) 1,682 -
Tandem Computers, Inc. (a) 239,400 3,172
Tech Data Corp. (a) 142,000 1,455
Xerox Corp. 279,500 31,688
477,611
ELECTRONIC INSTRUMENTS - 1.9%
Applied Materials, Inc. (a) 942,300 72,557
Novellus System, Inc. (a) 146,600 9,089
81,646
ELECTRONICS - 12.8%
Alliance Semiconductor Corp. (a) 399,800 16,792
Altera Corp. (a) 579,800 22,576
Analog Devices, Inc. (a) 625,050 19,455
Atmel Corp. (a) 211,200 9,293
Cascade Communications Corp. (a) 78,700 5,017
Integrated Device Technology, Inc. (a) 116,100 5,050
Integrated Silicon Solution (a) 4,600 187
Intel Corp. 1,696,000 190,376
LSI Logic Corp. (a) 200,200 13,463
Linear Technology Corp. 441,300 27,030
Maxim Integrated Products, Inc. (a) 409,600 18,790
Microchip Technology, Inc. (a) 23,100 687
Micron Technology, Inc. 1,794,700 80,088
Motorola, Inc. 531,900 31,848
National Semiconductor Corp. (a) 426,300 10,658
SGS-Thomson Microelectronic NV (a) 80,600 2,841
S-3, Inc. (a) 295,400 8,013
Tencor Instruments (a) 285,800 19,220
Texas Instruments, Inc. 340,000 39,312
Xilinx, Inc. (a) 270,000 22,747
543,443
TOTAL TECHNOLOGY 1,781,060
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TRANSPORTATION - 1.7%
AIR TRANSPORTATION - 0.6%
AMR Corp. (a) 320,100 $ 21,847
Northwest Airlines Corp. Class A (a) 97,700 2,772
Southwest Airlines Co. 106,400 2,354
26,973
RAILROADS - 0.9%
CSX Corp. 421,200 32,117
Conrail, Inc. 82,800 4,471
36,588
SHIPPING - 0.0%
Transportacion Maritima Mexicana SA de CV sponsored ADR
Class A 170,300 894
TRUCKING & FREIGHT - 0.2%
Hunt (J.B.) Transport Services Inc. 99,500 1,741
Knights Transportation, Inc. 5,000 63
MS Carriers, Inc. (a) 30,600 619
PST Vans, Inc. (a) 24,700 312
Swift Transportation Co., Inc. (a) 200,600 3,335
Werner Enterprises, Inc. 61,700 1,188
7,258
TOTAL TRANSPORTATION 71,713
UTILITIES - 3.4%
CELLULAR - 0.7%
AirTouch Communications, Inc. (a) 905,465 24,674
Vanguard Cellular Systems, Inc. Class A (a) 269,200 6,494
31,168
TELEPHONE SERVICES - 2.7%
ALC Communications Corp. (a) 441,700 19,214
AT&T Corp. 102,100 5,182
Ameritech Corp. 508,000 22,542
BellSouth Corp. 384,400 23,592
LCI International, Inc. (a) 302,600 8,019
NYNEX Corp. 122,700 5,123
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
(000S)
UTILITIES - CONTINUED
TELEPHONE SERVICES - CONTINUED
SBC Communications, Inc. 521,000 $ 23,445
Telefonos de Mexico SA sponsored ADR representing
shares Ord. Class L 65,600 1,845
Telephone & Data Systems, Inc. 48,315 1,824
WorldCom, Inc. 199,000 5,174
115,960
TOTAL UTILITIES 147,128
TOTAL COMMON STOCKS
(Cost $2,975,144) 3,625,163
PREFERRED STOCKS - 0.4%
CONVERTIBLE PREFERRED STOCKS - 0.2%
HEALTH - 0.2%
MEDICAL EQUIPMENT & SUPPLIES - 0.2%
U.S. Surgical Corp. $2.20 (b) 290,700 7,086
NONCONVERTIBLE PREFERRED STOCKS - 0.2%
RETAIL & WHOLESALE - 0.1%
RETAIL & WHOLESALE, MISCELLANEOUS- 0.1%
Hornbach AG 3,700 4,472
TECHNOLOGY - 0.1%
COMPUTER SERVICES & SOFTWARE - 0.1%
SAP AG 3,900 4,562
TOTAL NONCONVERTIBLE PREFERRED STOCKS 9,034
TOTAL PREFERRED STOCKS
(Cost $11,317) 16,120
U.S. TREASURY OBLIGATIONS - 4.0%
PRINCIPAL VALUE (NOTE 1)
AMOUNT (000S) (000S)
U.S. Treasury Bill, yield at date of purchase
5.63%, 7/20/95 (Cost $168,690) 170,000 $ 168,713
REPURCHASE AGREEMENTS - 10.3%
MATURITY
AMOUNT
(000S)
Investments in repurchase agreements
(U.S. Treasury obligations) in a joint
trading account at 6.13% dated
5/31/95 due 6/1/95 $ 437,616 437,541
TOTAL INVESTMENT IN SECURITIES - 100%
(Cost $3,592,692) $ 4,247,537
LEGEND
(e) Non-income producing
(f) 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 $7,086,000 or .17% of net
assets.
INCOME TAX INFORMATION
At May 31, 1995, the aggregate cost of investment securities for income tax
purposes was $3,599,362,000. Net unrealized appreciation aggregated
$648,175,000, of which $723,637,000 related to appreciated investment
securities and $75,462,000 related to depreciated investment securities.
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
<S> <C> <C>
(EXCEPT PER-SHARE AMOUNT) MAY 31, 1995 (UNAUDITED)

ASSETS

Investment in securities, at value (including repurchase $ 4,247,537
agreements of $437,541) (cost $3,592,692) -
See accompanying schedule

Receivable for investments sold 84,470

Receivable for fund shares sold 39,661

Dividends receivable 3,545

Other receivables 454

TOTAL ASSETS 4,375,667

LIABILITIES

Payable for investments purchased $ 67,054

Payable for fund shares redeemed 24,332

Accrued management fee 2,531

Other payables and accrued expenses 1,172

TOTAL LIABILITIES 95,089

NET ASSETS $ 4,280,578

Net Assets consist of:

Paid in capital $ 3,683,838

Undistributed net investment income 1,688

Accumulated undistributed net realized gain (loss) on (59,793)
investments and foreign currency transactions

Net unrealized appreciation (depreciation) on 654,845
investments and assets and liabilities in foreign
currencies

NET ASSETS, for 135,811 shares outstanding $ 4,280,578

NET ASSET VALUE and redemption price per share $31.52
($4,280,578 (divided by) 135,811 shares)

</TABLE>

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS ENDED MAY 31, 1995 (UNAUDITED)

INVESTMENT INCOME $ 18,246
Dividends

Interest 9,560

TOTAL INCOME 27,806

EXPENSES

Management fee $ 10,549
Basic fee

Performance adjustment 501

Transfer agent fees 4,112

Accounting fees and expenses 379

Non-interested trustees' compensation 27

Custodian fees and expenses 80

Registration fees 351

Legal 12

Interest 3

Miscellaneous 10

Total expenses before reductions 16,024

Expense reductions (172) 15,852

NET INVESTMENT INCOME 11,954

REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) on:

Investment securities (including realized gain of $66 on 2,788
sales of investments in affiliated issuers)

Foreign currency transactions (2) 2,786

Change in net unrealized appreciation (depreciation) on 515,718
investment securities

NET GAIN (LOSS) 518,504

NET INCREASE (DECREASE) IN NET ASSETS RESULTING $ 530,458
FROM OPERATIONS

</TABLE>

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS YEAR ENDED
ENDED MAY 31, NOVEMBER 30,
1995 1994
(UNAUDITED)

INCREASE (DECREASE) IN NET ASSETS

Operations $ 11,954 $ 17,537
Net investment income

Net realized gain (loss) 2,786 55,430

Change in net unrealized appreciation (depreciation) 515,718 (47,724)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING 530,458 25,243
FROM OPERATIONS

Distributions to shareholders (23,316) (5,510)
From net investment income

From net realized gain (85,845) (236,445)

TOTAL DISTRIBUTIONS (109,161) (241,955)

Share transactions 1,447,698 1,618,220
Net proceeds from sales of shares

Reinvestment of distributions 107,914 238,806

Cost of shares redeemed (675,648) (1,084,391)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING 879,964 772,635
FROM SHARE TRANSACTIONS

TOTAL INCREASE (DECREASE) IN NET ASSETS 1,301,261 555,923

NET ASSETS

Beginning of period 2,979,317 2,423,394

End of period (including undistributed net investment $ 4,280,578 $ 2,979,317
income of $1,688 and $17,316, respectively)

OTHER INFORMATION
Shares

Sold 49,824 55,243

Issued in reinvestment of distributions 4,023 8,371

Redeemed (23,482) (36,571)

Net increase (decrease) 30,365 27,043

</TABLE>

FINANCIAL HIGHLIGHTS
SIX YEARS ENDED NOVEMBER 30,
MONTHS
ENDED
MAY 31,
1995

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
(UNAUDITED 1994 F 1993 1992 D 1991 1990
)

SELECTED PER-SHARE DATA

Net asset value, beginning $ 28.25 $ 30.91 $ 28.13 $ 25.62 $ 18.64 $ 20.51
of period

Income from Investment
Operations

Net investment income .07 .12 .07 .13 E .19 .29

Net realized and 4.23 .28 3.99 4.52 6.79 (.32)
unrealized gain (loss)

Total from investment 4.30 .40 4.06 4.65 6.98 (.03)
operations

Less Distributions (.22) (.07) (.07) (.10) - (.14)
From net investment
income

From net realized gain (.81) (2.99) (1.21) (2.04) - (1.70)

Total distributions (1.03) (3.06) (1.28) (2.14) - (1.84)

Net asset value, end $ 31.52 $ 28.25 $ 30.91 $ 28.13 $ 25.62 $ 18.64
of period

TOTAL RETURNB,C 15.86% 1.23 15.04 19.25 37.45 .20
% % % % %

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of period $ 4,281 $ 2,979 $ 2,423 $ 1,752 $ 1,133 $ 535
(in millions)

Ratio of expenses to .94% 1.05 1.07 1.09 1.07 1.14
average net assets A % % % % %

Ratio of expenses to .95% 1.06 1.08 1.09 1.07 1.14
average net assets A % % % % %
before expense
reductions

Ratio of net investment .71% .64 .43 .52 .75 1.51
income to average A % % % % %
net assets

Portfolio turnover rate 119% 135 159 250 174 189
A % % % % %

</TABLE>

A ANNUALIZED
B THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN
REDUCED DURING THE PERIODS SHOWN.
C TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF
LESS THAN ONE YEAR ARE NOT ANNUALIZED.
D AS OF DECEMBER 1, 1991, THE FUND DISCONTINUED THE USE OF EQUALIZATION
ACCOUNTING.
E NET INVESTMENT INCOME PER SHARE HAS BEEN CALCULATED BASED ON AVERAGE
SHARES OUTSTANDING DURING THE PERIOD.
F 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, NET INVESTMENT INCOME PER SHARE MAY REFLECT CERTAIN
RECLASSIFICATIONS RELATED TO BOOK TO TAX DIFFERENCES.
NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 1995 (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 of their purchase date 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 prevailing rates
of exchange at period end. Purchases and sales of securities, income
receipts, and expense payments are translated into U.S. dollars at the
prevailing exchange rate on the respective dates of the transactions.
Net realized gains and losses on foreign currency transactions represent
net gains and losses from sales and maturities of forward currency
contracts, disposition of foreign currencies, currency gains and losses
realized between the trade and settlement dates on securities transactions,
and the difference between the amount of net investment income accrued and
the U.S. dollar amount actually received. The effects of changes in foreign
currency exchange rates on investments in securities are included with the
net realized and unrealized gain or loss on investment securities.
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 substantially 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.
1. SIGNIFICANT ACCOUNTING
POLICIES - CONTINUED
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 tax regulations which may differ from generally accepted accounting
principles. These differences, which may result in distribution
reclassifications, are primarily due to differing treatments for litigation
proceeds, foreign currency transactions, non-taxable dividends 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 and may
affect the per-share allocation between net investment income and realized
and unrealized gain (loss). Undistributed net investment income (loss) and
accumulated undistributed net realized gain (loss) on investments and
foreign currency transactions 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.
2. OPERATING POLICIES.
FORWARD FOREIGN CURRENCY
CONTRACTS. The fund may use foreign currency contracts to facilitate
transactions in foreign securities and to manage the fund's currency
exposure. Contracts to buy generally are used to acquire exposure to
foreign currencies, while contracts to sell are used to hedge the fund's
investments against currency fluctuations. Also, a contract to buy or sell
can offset a previous contract. Losses may arise from changes in the value
of the foreign currency or if the counterparties do not perform under the
contracts' terms.
The U.S. dollar value of forward foreign currency contracts is determined
using forward currency exchange rates supplied by a quotation service.
Purchases and sales of forward foreign currency contracts having the same
settlement date and broker are offset and any realized gain (loss) is
recognized on the date of offset; otherwise, gain (loss) is recognized on
settlement date.
2. OPERATING POLICIES -
CONTINUED
JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the
Securities and Exchange Commission, the fund, along with other affiliated
entities of Fidelity Management & Research Company (FMR), may transfer
uninvested cash balances into one or more joint trading accounts. These
balances are invested in one or more repurchase agreements that mature in
60 days or less from the date of purchase, and are collateralized by U.S.
Treasury or Federal Agency obligations.
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. FMR, the fund's
investment adviser, is responsible for determining that the value of these
underlying securities remains at least equal to the resale price.
3. PURCHASES AND SALES
OF INVESTMENTS.
Purchases and sales of securities, other than short-term securities,
aggregated $2,105,095,000 and $1,833,768,000, 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 and is based on
the monthly average net assets of all the mutual funds advised by FMR. The
rates ranged from .2700% to .5200% for the period. In the event that these
rates were lower than the contractual rates in effect during the period,
FMR voluntarily implemented the above rates, as they resulted in the same
or a lower management fee. The annual individual fund fee rate is .30%. The
basic fee is subject to a performance adjustment (up to a maximum of
(plus/minus) .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 .65% of average
net assets after the performance adjustment.
SALES LOAD. For the period, Fidelity Distributors Corporation (FDC), an
affiliate of FMR and the general distributor of the fund, received sales
charges of $68,000 on sales of shares of the fund.
Effective January 1, 1995 FDC voluntarily waived the sales charge (3% of
the offering price) on the sales of shares through December 31, 1996.
TRANSFER AGENT FEES. Fidelity Service Co. (FSC), an affiliate of FMR, is
the fund's transfer, dividend disbursing and shareholder servicing agent.
During the period December 1, 1994 to December 31, 1994, FSC received fees
based on the type, size, number of accounts and the number of transactions
made by shareholders.
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES -
CONTINUED
TRANSFER AGENT FEES - CONTINUED
Effective January 1, 1995, the Board of Trustees approved a revised
transfer agent contract pursuant to which FSC receives account fees and
asset-based fees that vary according to account size and type of account.
FSC pays for typesetting, printing and mailing of all shareholder reports,
except proxy statements.
ACCOUNTING FEES. 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 $953,000 for the period.
5. 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
$5,105,000. The weighted average interest rate was 6.4375%.
6. 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
$172,000 under this arrangement.
7. 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
AMOUNTS IN THOUSANDS PURCHASE SALES DIVIDEND MARKET
AFFILIATE COST COST INCOME VALUE
Nokia Corp. AB sponsored ADR $ - $ 1,483 $ - $ -

TO CALL FIDELITY

INVESTMENT ADVISER
Fidelity Management & Research
Company
Boston, MA
OFFICERS
Edward C. Johnson 3d, President
J. Gary Burkhead, Senior Vice President
William J. Hayes, Vice President
Robert E. Stansky, Vice President
Arthur S. Loring, Secretary
Stephen P. Jonas, Treasurer
Robert H. Morrison, Manager,
Security Transactions
John H. Costello, Assistant Treasurer
Leonard M. Rush, Assistant Treasurer
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*
Marvin L. Mann*
Gerald C. McDonough*
Thomas R. Williams*
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Co.
Boston, MA
* INDEPENDENT TRUSTEES
AUTOMATED LINES FOR QUICKEST SERVICE
CUSTODIAN
Brown Brothers Harriman & Co.
Boston, MA
FIDELITY'S GROWTH FUNDS
Blue Chip Growth Fund
Capital Appreciation Fund
Contrafund
Disciplined Equity Fund
Dividend Growth Fund
Emerging Growth Fund
Export 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)
(registered trademark)

FIDELITY

(registered trademark)
NEW MILLENNIUM(trademark)
FUND
SEMIANNUAL REPORT
MAY 31, 1995
CONTENTS

PRESIDENT'S MESSAGE 3 Ned Johnson on investing
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.

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. MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED BY, ANY
DEPOSITORY INSTITUTION. SHARES ARE NOT INSURED BY THE FDIC, THE FEDERAL
RESERVE BOARD
OR ANY OTHER AGENCY, AND ARE SUBJECT TO INVESTMENT RISK, INCLUDING THE
POSSIBLE LOSS OF
PRINCIPAL. NEITHER THE FUND NOR FIDELITY DISTRIBUTORS CORPORATION IS A
BANK. FOR MORE
INFORMATION ON ANY FIDELITY FUND, INCLUDING CHARGES AND EXPENSES, CALL
1-800-544-8888
FOR A FREE PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY.
PRESIDENT'S MESSAGE

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 securities that have grown in value).
CUMULATIVE TOTAL RETURNS
PERIODS ENDED MAY 31, 1995 PAST 6 PAST 1 LIFE OF
MONTHS YEAR FUND

New Millennium 14.34% 21.24% 44.16%

New Millennium (incl. 3% sales charge) 10.91% 17.60% 39.83%

S&P 500(registered trademark) 19.23% 20.19% 29.86%

Average Capital Appreciation Fund 11.96% 11.92% 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
began on December 28, 1992. For example, if you invested $1,000 in a fund
that had a 5% return over the past year, the value of your investment would
be $1,050. You can compare the fund's returns to the performance of the
Standard & Poor's Composite Index of 500 Stocks - a common proxy for the
U.S. stock market. To measure how the fund's performance stacked up against
its peers, you can compare it to the average capital appreciation fund,
which reflects the performance of 157 capital appreciation funds with
similar objectives tracked by Lipper Analytical Services over the past six
months. 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, 1995 PAST 1 LIFE OF
YEAR FUND

New Millennium 21.24% 16.28%

New Millennium (incl. 3% sales charge) 17.60% 14.83%

S&P 500(registered trademark) 20.19% 11.37%

Average Capital Appreciation Fund 11.92% 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
Fidelity New MilStandard & Poor's
12/28/92 9700.00 10000.00
12/31/92 9777.60 9910.45
01/31/93 10291.70 9993.70
02/28/93 10029.80 10129.62
03/31/93 10437.20 10343.35
04/30/93 10340.20 10093.04
05/31/93 10951.30 10363.53
06/30/93 11038.60 10393.59
07/31/93 11242.30 10352.01
08/31/93 11620.60 10744.36
09/30/93 11892.20 10661.62
10/31/93 12105.60 10882.32
11/30/93 11610.90 10778.94
12/31/93 12189.94 10909.36
01/31/94 12418.52 11280.28
02/28/94 12448.35 10974.59
03/31/94 11682.76 10496.09
04/30/94 11613.16 10630.44
05/31/94 11533.62 10804.78
06/30/94 11285.05 10540.07
07/31/94 11523.67 10885.78
08/31/94 12160.01 11332.10
09/30/94 12368.81 11054.46
10/31/94 12756.58 11303.19
11/30/94 12229.61 10891.52
12/31/94 12290.89 11053.05
01/31/95 12026.25 11339.65
02/28/95 12546.03 11781.56
03/31/95 13014.85 12129.23
04/30/95 13830.19 12486.44
05/31/95 13993.25 12985.52

$10,000 OVER LIFE OF FUND: Let's say you invested $10,000 in Fidelity New
Millennium Fund on December 28, 1992, and paid a 3% sales charge. As the
chart shows, by May 31, 1995, the value of your investment would have grown
to $13,983 - a 39.83% 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 $12,986 - a
29.86% 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 Neal Miller, Portfolio Manager of Fidelity New Millennium
Fund
Q. HOW HAS THE FUND PERFORMED, NEAL?
A. For the six months and one year ended May 31, 1995, New Millennium
returned 14.34% and 21.24%, respectively. That beat the average capital
appreciation fund, which returned 11.96% and 11.92% for the same time
periods, respectively, according to Lipper Analytical Services.
Q. HOW WOULD YOU DESCRIBE THE INVESTING ENVIRONMENT DURING THE PAST SIX
MONTHS?
A. In a word, tumultuous. Over the past six months, there have been as many
different market opportunities as there have been weeks. For much of the
six-month period the major concern for equities pricing was whether we were
headed for a recession or not. Toward the end of the period, we saw a
reversal of long-term interest rates. Rates seemingly fell as swiftly and
surprisingly as they rose during 1994. Though the fund has performed well,
it's been a tough investing environment since the market hasn't
consistently rewarded stocks with strong earnings growth. Instead, the
largest stocks have been the best performers, and this fund isn't heavily
weighted in large-cap stocks.
Q. THE FUND'S TECHNOLOGY HOLDINGS HAVE GROWN FROM 29.9% SIX MONTHS AGO TO
46.7% AS OF MAY 31, 1995. WHY DO YOU LIKE THE TECHNOLOGY SECTOR SO MUCH?
A. There are two general areas of the technology sector - which is made up
of several different industries - in which the fund is heavily invested.
One has to do with the fact that client-server computer networks - and not
the legacy mainframe systems - is where the future is. Computer networks
are coming of age and need to operate more efficiently. The fund has a
significant representation of companies that can work with on-site
databases to provide people with the kind of equipment and information they
need at their fingertips. Some of the fund's holdings, such as software
manufacturer Novell, are examples. The fund has its biggest technology
exposure to companies that are involved in the Internet. This is based upon
the belief that the Internet will take hold and become something like a new
"utility" for businesses, individuals and community organizations.
Q. WHAT DO YOU MEAN BY THE INTERNET AS A NEW "UTILITY"?
A. I mean that its usefulness is beginning to be appreciated by businesses
and individuals, and it may reach a point where it will be as much a
necessity to modern, everyday life as the telephone. For example, it's a
fantastic tool for small-to-medium sized businesses to save time and money.
Since communications are instant, and go over local telephone lines, it's
possible for a small business in the U.S. to save money by making a "local"
call to Japan. Individuals also are finding useful applications in the
Internet. Many financial companies have their own Home Page on the World
Wide Web, which allows cyberspace visitors to pull up graphed cumulative
returns of the stocks they hold or are interested in. Other places on the
Web offer everything from sports results and statistics to on-line
entertainment. Also, many people are banding together in affinity groups
based on their interests. In the future, we'll probably see transactions
being made over the Internet which will contribute a great deal to its
status as a new utility. Though the fund's exposure to Internet
technologies is large, I think it's something that will be with us into the
new millennium.
Q. WHICH OF THE FUND'S HOLDINGS ARE A PLAY ON THE INTERNET?
A. I've taken the Internet strategy many steps further since the fund's
last report. U.S. Robotics, the fund's largest holding, dominates the data
access aspect of the Internet, aiding computers by converting a digital
signal allowing them to communicate over analog lines. Their product line
has begun to be transformed and there's been an upgrade in their product
mix. That is, they are selling more of their most expensive machines and
fewer of their lower-priced ones. Another holding, Adobe, through its
Acrobat product, enables the replication of printed material over the
Internet, and is another significant new holding that is Internet-related.
Finally, Bolt Beranek & Newman was one of the early Internet pioneers
selling services and voice recognition products.
Q. THE FUND'S HOLDING IN ENERGY STOCKS HAS NEARLY DOUBLED FROM 5.9% TO 11%
OF THE FUND. WHAT'S THE STORY THERE?
A. There's been a fundamental change in the energy exploration field:
profit rates are better. When there are technological advances in energy
exploration, they often result in decreasing costs for exploration. The
cost of finding oil drops more quickly than the selling price, making the
incentives to explore much greater. The fund is invested in companies such
as Schlumberger and Smith International, which have begun to offer new
drilling technologies. In addition, there's a high demand for equipment
since countries such as China and Vietnam have opened up for exploration.
Q. ALL OF THE STOCKS IN THE FUND'S TOP 10 HOLDINGS HAVE CHANGED. DID YOU
HAVE SOME DISAPPOINTMENTS OVER THE PAST SIX MONTHS?
A. There are several reasons for the turnover. Some were disappointing
investments, while I've taken profits on others. Herman Miller, an office
systems designer and manufacturer, which was the fund's largest holding six
months ago, is now gone from the fund's top 10 investments. Recently, its
new products have been well received but not as profitable as originally
projected. I decided to reduce the fund's exposure because I thought the
stock should have been performing better. Acuson also was disappointing.
The company developed new ultrasound imaging equipment which enabled
doctors to send digital images at long distances, thus enabling them to
share resources. I thought the new product would help the company get out
of the slump it was in. Though there was great interest expressed in the
new technology, backed by a rich marketing backdrop, unfortunately, it
didn't translate into orders. On the plus side, I sold off much of the
fund's holdings in Bowater - a paper company - and the entire La Quinta
Motor Inns holding because each reached or exceeded the expectations I'd
set for them.
Q. WHAT'S YOUR OUTLOOK FOR THE NEXT SIX MONTHS?
A. Though its been a challenging environment for more than a year, I'm
optimistic about stocks going forward. I think that valuations are low in
historic terms and that the market will once again favor stock selection.
Though anything can happen in the market, I think the prospects look good.
FUND FACTS
GOAL: capital appreciation by
investing mainly in equity
securities of companies that
are likely to benefit from
social and economic trends.
START DATE: December 28, 1992
SIZE: as of May 31, 1995,
more than $308 million
MANAGER: Neal Miller, since
1992; Fidelity Aggressive
Equity, since 1988; Fidelity
Special Equity Discipline,
1988 - 1990; joined Fidelity in
1988
(checkmark)
NEAL MILLER ON THE EFFECT OF A
PRESIDENTIAL ELECTION ON THE
STOCK MARKET:
"An election year in which an
incumbent president is
running for re-election is
usually good for the market.
Because there's always
some slack within the
Federal government,
economic stimulus can, and
often is, exerted by the
empowered party to win favor
from voters.
"For the 1996 election,
whether it's a "soft landing"
- - such as the absence of a
recession or a rising interest
rate environment -
President Clinton will likely do
his best to create a favorable
environment in which to seek
re-election.
"Separately the
price-to-earnings ratios of the
overall market are currently
only about 12 times 1996
earnings, which is historically
low, and valuations are low.
In addition, long-term interest
rates are very low. I'll be
looking for a strong market
over the next several months
due to these conditions."
(solid bullet) The fund's holdings in
technology and energy were
increased during the period
while exposure to media and
leisure and health was
decreased.
INVESTMENT CHANGES

TOP TEN STOCKS AS OF MAY 31, 1995
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE STOCKS
6 MONTHS AGO

U.S. Robotics Corp. 3.7 0.0

Intel Corp. 3.2 0.0

International Business Machines 3.0 1.2
Corp.

Micron Technology, Inc. 2.9 0.0

Novell, Inc. 2.6 1.0

Cisco Systems, Inc. 2.3 0.0

Schlumberger Ltd. 2.2 1.3

Stratacom, Inc. 2.1 1.3

SAP AG 2.1 0.3

Adobe Systems, Inc. 2.0 1.1

TOP FIVE MARKET SECTORS AS OF MAY 31, 1995
% OF FUND'S % OF FUND'S
INVESTMENTS INVESTMENTS
IN THESE MARKET SECTORS
6 MONTHS AGO

Technology 46.7 29.9

Energy 11.0 5.9

Media & Leisure 5.5 11.0

Health 4.5 12.5

Industrial Machinery & Equipment 4.3 4.0

ASSET ALLOCATION
AS OF MAY 31, 1995 * AS OF NOVEMBER 30, 1994 **
Row: 1, Col: 1, Value: 0.0
Row: 1, Col: 2, Value: 4.1
Row: 1, Col: 3, Value: 45.9
Row: 1, Col: 4, Value: 50.0
Row: 1, Col: 1, Value: 6.3
Row: 1, Col: 2, Value: 0.0
Row: 1, Col: 3, Value: 43.7
Row: 1, Col: 4, Value: 50.0
Stocks 95.9%
Short-term
Investments 4.1%
FOREIGN
INVESTMENTS 6.3%
Stocks 93.7%
Short-term
Investments 6.3%
FOREIGN
INVESTMENTS 5.8%
*
**
INVESTMENTS MAY 31, 1995 (UNAUDITED)

Showing Percentage of Total Value of Investments

COMMON STOCKS - 93.9%
SHARES VALUE (NOTE 1)
AEROSPACE & DEFENSE - 0.6%
AEROSPACE & DEFENSE - 0.4%
Precision Castparts Corp. 46,900 $ 1,348,375
DEFENSE ELECTRONICS - 0.2%
Alpha Industries, Inc. 37,500 510,938
TOTAL AEROSPACE & DEFENSE 1,859,313
BASIC INDUSTRIES - 3.7%
CHEMICALS & PLASTICS - 1.0%
Avery Dennison Corp. 33,100 1,365,375
Grace (W.R.) & Co. 22,000 1,413,500
NL Industries, Inc. 3,800 59,375
Schulman (A.), Inc. 5,100 153,000
2,991,250
METALS & MINING - 0.8%
Brush Wellman, Inc. 39,200 852,600
Castle A.M. & Co. 80,200 1,213,025
Still Watermining Co. 14,000 314,125
Uranium Resources, Inc. 17,700 64,163
2,443,913
PACKAGING & CONTAINERS - 0.3%
Shorewood Packaging Corp. (a) 63,800 1,004,850
PAPER & FOREST PRODUCTS - 1.6%
Abitibi Price, Inc. 68,000 1,104,259
Bowater, Inc. 97,900 3,842,575
4,946,834
TOTAL BASIC INDUSTRIES 11,386,847
CONGLOMERATES - 0.6%
ITT Corp. 16,100 1,801,188
CONSTRUCTION & REAL ESTATE - 1.8%
CONSTRUCTION - 1.5%
Butler Manufacturing Co. (Del 80,500 3,260,250
NCI Building Systems, Inc. (a) 77,000 1,260,875
4,521,125
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
CONSTRUCTION & REAL ESTATE - CONTINUED
ENGINEERING - 0.3%
EG & G, Inc. 45,200 $ 819,250
REAL ESTATE - 0.0%
Grubb & Ellis Co. com par $0.01 12,900 30,638
TOTAL CONSTRUCTION & REAL ESTATE 5,371,013
DURABLES - 1.0%
AUTOS, TIRES, & ACCESSORIES - 0.1%
Lund International Holdings, Inc. (a) 2,700 56,700
NACCO Industries, Inc. Class A 4,300 258,000
314,700
CONSUMER ELECTRONICS - 0.3%
Sony Corp. ADR 18,300 896,700
HOME FURNISHINGS - 0.4%
Bombay Company, Inc. (The) 91,700 699,213
Miller (Herman), Inc. 21,400 462,775
1,161,988
TEXTILES & APPAREL - 0.2%
Quiksilver (a) 19,600 442,225
Tultex Corp. 9,100 50,050
492,275
TOTAL DURABLES 2,865,663
ENERGY - 11.0%
ENERGY SERVICES - 10.4%
Arethusa Offshore Ltd. 33,500 536,000
BJ Services Co. (a) 57,800 1,473,900
Baker Hughes, Inc. 116,500 2,621,250
Daniel Industries, Inc. 24,600 378,225
Global Marine, Inc. 44,600 239,725
Halliburton Co. 90,000 3,510,000
Hornbeck Offshore Services, Inc. 2,300 35,650
Input/Output, Inc. 10,700 363,800
Lufkin Industries, Inc. 3,300 63,525
McDermott International, Inc. 32,000 840,000
Nabors Industries, Inc. (a) 178,700 1,541,288
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
ENERGY - CONTINUED
ENERGY SERVICES - CONTINUED
Offshore Logistics, Inc. (a) 142,200 $ 2,044,125
Reading & Bates Corp. 182,600 1,597,750
Schlumberger Ltd. 106,200 6,903,000
Smith International, Inc. (a) 243,600 4,354,350
Varco International, Inc. 93,700 843,300
Weatherford International, Inc. (a) 405,500 4,561,875
31,907,763
OIL & GAS - 0.6%
Camco International, Inc. 79,900 1,767,788
Santa Fe Energy Resources, Inc. 15,100 147,225
1,915,013
TOTAL ENERGY 33,822,776
FINANCE - 3.3%
BANKS - 1.5%
Bank of Boston Corp. 34,800 1,270,200
BayBanks, Inc. 36,400 2,639,000
Irwin Financial Corp. 2,200 72,600
Silicon Valley Bancshares 37,100 630,700
4,612,500
CREDIT & OTHER FINANCE - 0.2%
Credit Acceptance Corp. (a) 30,100 617,050
FEDERAL SPONSORED CREDIT - 0.6%
Student Loan Marketing Association 38,500 1,828,750
INSURANCE - 1.0%
American Travellers Corp. (a) 144,700 2,604,600
Berkley (W.R.) Corp. 14,900 547,575
3,152,175
TOTAL FINANCE 10,210,475
HEALTH - 4.5%
DRUGS & PHARMACEUTICALS - 1.0%
Collagen Corp. 114,300 1,971,675
Hauser Chemical Research, Inc. (a) 214,000 1,096,750
3,068,425
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
HEALTH - CONTINUED
MEDICAL EQUIPMENT & SUPPLIES - 2.6%
Acuson Corp. (a) 77,200 $ 849,200
Advanced Technology Laboratories, Inc. (a) 107,800 1,738,275
Becton Dickinson & Co. 17,300 994,750
Boston Scientific Corp. (a) 57,400 1,650,250
Coherent, Inc. 37,500 918,750
Foxmeyer Health Corp. 27,400 496,625
Hillenbrand Industries, Inc. 37,800 1,096,200
Owens and Minor, Inc. 11,800 153,400
Physician Sales & Service, Inc. 4,300 153,725
Vallen Corp. 2,000 33,000
8,084,175
MEDICAL FACILITIES MANAGEMENT - 0.9%
Community Psychiatric Centers 148,900 1,842,638
Coram Healthcare Corp. 6,500 117,000
Surgical Care Affiliates, Inc. 45,300 928,650
2,888,288
TOTAL HEALTH 14,040,888
INDUSTRIAL MACHINERY & EQUIPMENT - 4.3%
ELECTRICAL EQUIPMENT - 1.7%
C-COR Electronics, Inc. 135,100 3,411,275
LSI Lighting Systems, Inc. 16,100 269,675
Philips Electronics NV 5,400 216,675
TSX Corp. (a) 71,800 1,400,100
5,297,725
INDUSTRIAL MACHINERY & EQUIPMENT - 2.6%
Brenco, Inc. 148,700 1,895,925
Cascade Corp. 165,000 2,784,375
Duriron Co., Inc. 34,600 726,600
Harnischfeger Industries, Inc. 13,600 472,600
McDermott (J. Ray) SA 44,200 1,160,250
Twin Disc, Inc. 38,400 902,400
7,942,150
TOTAL INDUSTRIAL MACHINERY & EQUIPMENT 13,239,875
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
MEDIA & LEISURE - 5.5%
BROADCASTING - 1.5%
ACS Enterprises, Inc. 7,500 $ 129,375
CAI Wireless Systems, Inc. 5,600 57,400
CBS, Inc. 37,100 2,485,700
Capital Cities/ABC, Inc. 20,400 1,968,600
Heartland Wireless Communications, Inc. 6,500 149,500
4,790,575
ENTERTAINMENT - 0.2%
Casino America, Inc. 32,300 488,538
LEISURE DURABLES & TOYS - 0.8%
ARCTCO, Inc. 18,750 258,984
Rawlings Sporting Goods, Inc. (a) 20,100 201,000
Toy Biz, Inc. Class A 4,300 77,938
West Marine, Inc. (a) 79,100 1,937,950
2,475,872
LODGING & GAMING - 0.9%
International Speedway Corp. 1,950 282,750
Mirage Resorts, Inc. (a) 46,900 1,401,138
Speedway Motorsports 50,500 1,041,563
2,725,451
PUBLISHING - 1.0%
American City Business Journals Inc. 17,760 328,560
CCH, Inc. Class A 26,900 437,125
Mecklermedia Corp. 36,300 971,025
Nelson Thomas, Inc. 46,125 830,250
Wiley (John) & Sons, Inc. Class A 9,000 513,000
3,079,960
RESTAURANTS - 1.1%
Cooker Restaurant Corp. 24,500 211,313
Cracker Barrel Old Country Store, Inc. 79,300 1,932,938
McDonald's Corp. 16,400 621,150
Quality Dining, Inc. (a) 45,600 561,450
Uno Restaurant Corp. 3,300 36,300
3,363,151
TOTAL MEDIA & LEISURE 16,923,547
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
NONDURABLES - 4.1%
AGRICULTURE - 0.3%
Delta & Pine Land Co. 39,700 $ 997,463
BEVERAGES - 1.2%
Emvasa del Valle de Enah Ord. (a) 128,200 114,002
Seagram Co. Ltd. 46,000 1,376,492
Zaklady Piwowarskie W Zywcu 28,000 2,156,150
3,646,644
FOODS - 2.1%
Chiquita Brands International, Inc. 36,600 484,950
Kellogg Co. 22,800 1,530,450
RalCorp Holdings, Inc. 2,200 48,398
Ralston Purina Co. 36,600 1,839,150
Riviana Foods, Inc. 16,300 206,806
Sylvan Foods Holdings, Inc. (a) 50,400 548,100
Wedel SA 28,000 1,748,877
6,406,731
HOUSEHOLD PRODUCTS - 0.1%
American Safety Razor Co. (a) 16,200 190,350
TOBACCO - 0.4%
Dimon, Inc. 60,150 1,037,588
Sampoerna Hanjaya Mandala (For. Reg.) 51,000 365,349
1,402,937
TOTAL NONDURABLES 12,644,125
PRECIOUS METALS - 0.4%
Barrick Gold Corp. 47,400 1,193,519
RETAIL & WHOLESALE - 2.0%
APPAREL STORES - 0.2%
American Eagle Outfitters, Inc. 23,300 378,625
Today's Man, Inc. 17,400 216,413
595,038
DRUG STORES - 0.3%
Arbor Drugs, Inc. 28,950 484,913
Eckerd Corp. 15,500 501,813
986,726
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
RETAIL & WHOLESALE - CONTINUED
GENERAL MERCHANDISE STORES - 0.1%
Ezcorp, Inc. Class A (non-vtg 37,300 $ 242,450
GROCERY STORES - 1.1%
Food Lion, Inc. Class A 233,400 1,517,100
Richfood Holdings, Inc. Class A 16,200 352,350
Whole Foods Market, Inc. (a) 95,900 1,378,563
3,248,013
RETAIL & WHOLESALE, MISCELLANEOUS - 0.3%
Petsmart, Inc. 17,250 444,188
Pier 1 Imports, Inc. 33,225 265,800
Tiffany & Co., Inc. 9,600 309,600
1,019,588
TOTAL RETAIL & WHOLESALE 6,091,815
SERVICES - 4.0%
ADVERTISING - 0.2%
ADVO-Systems, Inc. 33,000 701,250
EDUCATIONAL SERVICES - 1.1%
Apollo Group, Inc. Class A 121,133 3,391,724
LEASING & RENTAL - 0.1%
Hollywood Entertainment Corp. (a) 11,900 425,425
PRINTING - 0.2%
Graphic Industries, Inc. 76,300 748,694
SERVICES - 2.4%
ABR Information Services, Inc. 6,900 182,850
Accustaff, Inc. 5,500 112,063
Block (H & R), Inc. 66,100 2,387,863
Gartner Group, Inc. Class A 14,900 711,475
Regis Corp. (a) 48,100 841,750
Seattle FilmWorks, Inc. 31,200 483,600
Veterinary Centers of America, Inc. 71,100 782,100
Western Atlas, Inc. (a) 33,300 1,502,663
Youth Services International, Inc. 29,500 317,125
7,321,489
TOTAL SERVICES 12,588,582
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TECHNOLOGY - 44.7%
COMMUNICATIONS EQUIPMENT - 9.7%
ADC Telecommunications, Inc. 66,100 $ 2,049,100
Andrew Corp. (a) 38,600 1,881,750
Bolt Beranek & Newman, Inc. (a) 344,000 5,762,000
Cisco Systems, Inc. 161,800 7,078,750
Microdyne Corp. 3,200 59,600
Nokia Corp. AB sponsored ADR 5,400 251,100
Symmetricom, Inc. 72,200 1,317,650
U.S. Robotics Corp. 135,800 11,339,300
29,739,250
COMPUTER SERVICES & SOFTWARE - 16.2%
Adobe Systems, Inc. 118,500 6,162,000
Affiliated Computer Services Class A 9,200 255,300
America Online, Inc. (a) 43,100 1,535,438
Ascend Communications, Inc. 2,200 85,250
Aspen Technology, Inc. 54,700 1,121,350
BancTec, Inc. (a) 127,400 1,958,775
Brandon Systems Corp. 35,700 798,788
Broderbund Software, Inc. 4,500 202,500
CACI International, Inc. Class A (a) 123,900 1,269,975
Cadence Design Systems, Inc. 14,500 431,375
Cambridge Technology Partners Mass., Inc. 24,200 780,450
CompUSA, Inc. 26,600 698,250
Edmark Corp. 10,200 346,800
Epic Design Technology 58,400 1,591,400
Henry (Jack) & Associates, Inc. 147,033 1,654,121
Informix Corp. 76,100 3,215,225
Inso Corp. 1,100 61,738
Integrated Silicon Systems, Inc. (a) 23,400 691,763
Mapinfo Corp. 1,600 56,400
Microsoft Corp. (a) 66,600 5,640,188
Netmanage, Inc. 6,400 89,600
Network Peripherals, Inc. (a) 12,900 283,800
Novell, Inc. (a) 407,600 7,871,775
Parametric Technology Corp. (a) 25,000 1,062,500
Peoplesoft, Inc. (a) 17,900 886,050
Performance Systems International, Inc. 31,700 439,838
Platinum Technology, Inc. (a) 38,100 628,650
Santa Cruz Operation, Inc. 127,000 1,174,750
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TECHNOLOGY - CONTINUED
COMPUTER SERVICES & SOFTWARE - CONTINUED
Security Dynamics Technologies, Inc. 5,400 $ 216,000
Softdesk, Inc. (a) 43,600 904,700
Spectrum Holobyte, Inc. (a) 58,200 814,800
Stratacom, Inc. (a) 167,400 6,403,050
UUNET Technologies, Inc. 100 2,375
Wonderware Corp. (a) 17,700 566,400
49,901,374
COMPUTERS & OFFICE EQUIPMENT - 9.6%
Apple Computer, Inc. 10,800 448,875
Bay Networks, Inc. 60,700 2,215,550
Cross (A.T.) Co. 86,200 1,357,650
Diebold, Inc. 42,350 1,762,819
Digital Equipment Corp. (a) 59,100 2,637,338
Filenet Corp. 39,200 1,239,700
Gateway 2000, Inc. (a) 23,700 416,231
Hunt Manufacturing Co. 26,900 396,775
International Business Machines Corp. 100,000 9,325,000
Key Tronic Corp. 29,800 413,475
Microtouch Systems, Inc. 11,900 300,475
Plannar Systems, Inc. 88,300 1,655,625
Silicon Graphics, Inc. (a) 69,200 2,690,150
Sun Microsystems, Inc. (a) 56,500 2,542,500
Tandem Computers, Inc. 60,000 795,000
Xerox Corp. 11,900 1,349,163
29,546,326
ELECTRONIC INSTRUMENTS - 0.6%
Credence Systems Corp. (a) 30,400 1,052,600
Fluke (John) Mfg. Co., Inc. 9,900 414,563
Measurex Corp. 3,700 97,125
II-VI, Inc. 13,000 237,250
Varian Associates, Inc. 3,500 183,313
1,984,851
ELECTRONICS - 8.6%
Alliance Semiconductor Corp. 26,000 1,092,000
Altera Corp. (a) 14,000 545,125
Cascade Communications Corp. (a) 21,200 1,351,500
Data I/O Corp. 51,700 413,600
Intel Corp. 87,800 9,855,550
COMMON STOCKS - CONTINUED
SHARES VALUE (NOTE 1)
TECHNOLOGY - CONTINUED
ELECTRONICS - CONTINUED
Kent Electronics Corp. (a) 35,500 $ 1,091,625
Micron Technology, Inc. 202,800 9,049,950
SGS-Thomson Microelectronic NV 48,900 1,723,725
Supertex, Inc. 97,400 742,675
Vishay Intertechnology, Inc. 10,600 700,925
26,566,675
TOTAL TECHNOLOGY 137,738,476
TRANSPORTATION - 1.6%
AIR TRANSPORTATION - 0.5%
Continental Airlines, Inc. 13,400 224,450
Southwest Airlines Co. 31,500 696,938
ValuJet Airlines 16,200 486,000
1,407,388
TRUCKING & FREIGHT - 1.1%
Expeditors International of Washington, Inc. 105,000 2,336,250
Harper Group 9,200 166,750
Swift Transportation Co., Inc. 55,000 914,375
3,417,375
TOTAL TRANSPORTATION 4,824,763
UTILITIES - 0.8%
CELLULAR - 0.1%
Vodafone Group PLC sponsored ADR 6,500 218,544
GAS - 0.0%
Tejas Gas Corp. (Del.) 2,800 149,450
TELEPHONE SERVICES - 0.7%
LCI International, Inc. 28,000 742,000
WorldCom, Inc. 56,700 1,474,200
2,216,200
TOTAL UTILITIES 2,584,194
TOTAL COMMON STOCKS
(Cost $247,761,257) 289,187,059
NONCONVERTIBLE PREFERRED STOCKS - 2.0%
SHARES VALUE (NOTE 1)
TECHNOLOGY - 2.0%
COMPUTER SERVICES & SOFTWARE - 2.0%
SAP AG (Cost $3,030,209) 5,400 $ 6,317,240
REPURCHASE AGREEMENTS - 4.1%
MATURITY
AMOUNT
Investments in repurchase agreements
(U.S. Treasury obligations) in a joint
trading account at 6.13% dated
5/31/95 due 6/1/95 $ 12,625,149 12,623,000
TOTAL INVESTMENT IN SECURITIES - 100%
(Cost $263,414,466) $ 308,127,299
FORWARD FOREIGN CURRENCY CONTRACTS
SETTLEMENT UNREALIZED
DATE(S) VALUE GAIN/(LOSS)
CONTRACTS TO SELL
2,475,400 DEM 7/10/95 $ 1,752,864 $ 53,998
(Receivable amount $1,806,862)
THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN
SECURITIES - 0.6%
CURRENCY ABBREVIATIONS
DEM - German deutsche mark
LEGEND
1. Non-income producing
INCOME TAX INFORMATION
At May 31, 1995, the aggregate cost of investment securities for income tax
purposes was $263,579,065. Net unrealized appreciation aggregated
$44,548,234, of which $53,370,411 related to appreciated investment
securities and $8,822,177 related to depreciated investment securities.
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
<S> <C> <C>
MAY 31, 1995 (UNAUDITED)

ASSETS

Investment in securities, at value (including repurchase $ 308,127,299
agreements of $12,623,000) (cost $263,414,466) -
See accompanying schedule

Cash 637

Receivable for investments sold 8,749,051

Unrealized appreciation on foreign currency contracts 53,998

Receivable for fund shares sold 1,719,543

Dividends receivable 253,134

Other receivables 26,563

TOTAL ASSETS 318,930,225

LIABILITIES

Payable for investments purchased $ 8,914,256

Payable for fund shares redeemed 1,046,111

Accrued management fee 215,330

Other payables and accrued expenses 180,094

TOTAL LIABILITIES 10,355,791

NET ASSETS $ 308,574,434

Net Assets consist of:

Paid in capital $ 248,022,547

Accumulated net investment (loss) (379,338)

Accumulated undistributed net realized gain (loss) on 16,164,542
investments and foreign currency transactions

Net unrealized appreciation (depreciation) on 44,766,683
investments and assets and liabilities in foreign
currencies

NET ASSETS, for 22,488,043 shares outstanding $ 308,574,434

NET ASSET VALUE and redemption price per share $13.72
($308,574,434 (divided by) 22,488,043 shares)

Maximum offering price per share (100/97.00 of $13.72) $14.14

</TABLE>

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS ENDED MAY 31, 1995 (UNAUDITED)

INVESTMENT INCOME $ 1,029,405
Dividends

Interest 451,836

TOTAL INCOME 1,481,241

EXPENSES

Management fee $ 992,301
Basic fee

Performance adjustment 258,581

Transfer agent fees 497,161

Accounting fees and expenses 89,662

Non-interested trustees' compensation 1,324

Custodian fees and expenses 26,424

Registration fees 21,662

Interest 1,148

Total expenses before reductions 1,888,263

Expense reductions (27,684) 1,860,579

NET INVESTMENT INCOME (LOSS) (379,338)

REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss) on:

Investment securities 16,792,416

Foreign currency transactions (204,974) 16,587,442

Change in net unrealized appreciation (depreciation) on:

Investment securities 22,047,864

Assets and liabilities in foreign currencies 55,506 22,103,370

NET GAIN (LOSS) 38,690,812

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM $ 38,311,474
OPERATIONS

</TABLE>

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
<S> <C> <C>
SIX MONTHS YEAR ENDED
ENDED MAY 31, NOVEMBER 30,
1995 1994
(UNAUDITED)

INCREASE (DECREASE) IN NET ASSETS

Operations $ (379,338) $ (159,100)
Net investment income (loss)

Net realized gain (loss) 16,587,442 9,904,460

Change in net unrealized appreciation (depreciation) 22,103,370 3,044,922

NET INCREASE (DECREASE) IN NET ASSETS RESULTING 38,311,474 12,790,282
FROM OPERATIONS

Distributions to shareholders from net realized gains (7,211,261) (6,389,367)

Share transactions 139,137,097 280,505,790
Net proceeds from sales of shares

Reinvestment of distributions 7,121,036 6,209,934

Cost of shares redeemed (180,986,486) (235,022,986)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING (34,728,353) 51,692,738
FROM SHARE TRANSACTIONS

TOTAL INCREASE (DECREASE) IN NET ASSETS (3,628,140) 58,093,653

NET ASSETS

Beginning of period 312,202,574 254,108,921

End of period (including accumulated net investment $ 308,574,434 $ 312,202,574
loss of $379,338 and $0, respectively)

OTHER INFORMATION
Shares

Sold 10,939,459 22,923,675

Issued in reinvestment of distributions 612,518 516,510

Redeemed (14,444,197) (19,291,537)

Net increase (decrease) (2,892,220) 4,148,648

</TABLE>

FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
<S> <C> <C> <C>
SIX MONTHS YEAR ENDED DECEMBER 28, 1992
ENDED NOVEMBER 30, (COMMENCEMENT OF
MAY 31, 1995 OPERATIONS) TO
NOVEMBER 30,

(UNAUDITED) 1994 F 1993

SELECTED PER-SHARE DATA

Net asset value, beginning of period $ 12.30 $ 11.97 $ 10.00

Income from Investment Operations

Net investment income (.02) (.01) E (.01)

Net realized and unrealized gain (loss) 1.73 .64 1.98

Total from investment operations 1.71 .63 1.97

Less Distributions (.29) (.30) -
From net realized gain

Net asset value, end of period $ 13.72 $ 12.30 $ 11.97

TOTAL RETURN B, C 14.34% 5.33% 19.70%

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of period (000 omitted) $ 308,574 $ 312,203 $ 254,109

Ratio of expenses to average net 1.27% 1.29% 1.32% A
assets D A

Ratio of expenses to average net assets 1.29% 1.32% 1.34% A
before expense reductions A

Ratio of net investment income to (.26)% (.05)% (.10)%
average net assets A A

Portfolio turnover rate 169% 199% 204% A
A

</TABLE>

A ANNUALIZED
B THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN
REDUCED DURING THE PERIODS SHOWN.
C TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF
LESS THAN ONE YEAR ARE NOT ANNUALIZED.
D SEE NOTE 6 OF NOTES TO FINANCIAL STATEMENTS.
E NET INVESTMENT INCOME PER SHARE HAS BEEN CALCULATED BASED ON AVERAGE
SHARES OUTSTANDING DURING THE PERIOD.
F 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, NET INVESTMENT INCOME PER SHARE MAY REFLECT
CERTAIN RECLASSIFICATIONS RELATED TO BOOK TO TAX DIFFERENCES.
NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 1995 (Unaudited)

1. SIGNIFICANT ACCOUNTING
POLICIES.
Fidelity New Millennium 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 of their purchase date 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 prevailing rates of exchange at period end. Purchases and
sales of securities, income receipts, and expense payments are translated
into U.S. dollars at the prevailing exchange rate on the respective dates
of the transactions.
Net realized gains and losses on foreign currency transactions represent
net gains and losses from sales and maturities of forward currency
contracts, disposition of foreign currencies, currency gains and losses
realized between the trade and settlement dates on securities transactions,
and the difference between the amount of net investment income accrued and
the U.S. dollar amount actually received. The effects of changes in foreign
currency exchange rates on investments in securities are included with the
net realized and unrealized gain or loss on investment securities.
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 substantially 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.
1. SIGNIFICANT ACCOUNTING
POLICIES - CONTINUED
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 tax regulations which may differ from generally accepted accounting
principles. These differences, which may result in distribution
reclassifications, are primarily due to differing treatments for foreign
currency transactions, passive foreign investment companies (PFIC),
partnerships 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 and may
affect the per-share allocation between net investment income and realized
and unrealized gain (loss). Undistributed net investment income (loss) and
accumulated undistributed net realized gain (loss) on investments 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.
2. OPERATING POLICIES.
FORWARD FOREIGN CURRENCY
CONTRACTS. The fund may use foreign currency contracts to facilitate
transactions in foreign securities and to manage the fund's currency
exposure. Contracts to buy generally are used to acquire exposure to
foreign currencies, while contracts to sell are used to hedge the fund's
investments against currency fluctuations. Also, a contract to buy or sell
can offset a previous contract. These contracts involve market risk in
excess of the unrealized gain or loss reflected in the fund's Statement of
Assets and Liabilities. The U.S. dollar value of the currencies the fund
has committed to buy or sell is shown in the schedule of investments under
the caption "Forward foreign Currency Contracts." This amount represents
the aggregate exposure to each currency the fund has acquired or hedged
through currency contracts at period end. Losses may arise from changes in
the value of the foreign currency or if the counterparties do not perform
under the contracts' terms.
The U.S. dollar value of forward foreign currency contracts is determined
using forward currency exchange rates supplied by a quotation service.
Purchases
2. OPERATING POLICIES -
CONTINUED
FORWARD FOREIGN CURRENCY
CONTRACTS - CONTINUED
and sales of forward foreign currency contracts having the same settlement
date and broker are offset and any realized gain (loss) is recognized on
the date of offset; otherwise, gain (loss) is recognized on settlement
date. Contracts that have been offset with different counterparties are
reflected as both a contract to buy and a contract to sell in the schedule
of investments under the caption "Forward Foreign Currency Contracts."
JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the
Securities and Exchange Commission (the SEC), the fund, along with other
affiliated entities of Fidelity Management & Research Company (FMR), may
transfer uninvested cash balances into one or more joint trading accounts.
These balances are invested in one or more repurchase agreements that
mature in 60 days or less from the date of purchase, and are collateralized
by U.S. Treasury or Federal Agency obligations.
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. FMR, the fund's
investment adviser, is responsible for determining that the value of these
underlying securities remains at least equal to the resale price.
3. PURCHASES AND SALES
OF INVESTMENTS.
Purchases and sales of securities, other than short-term securities,
aggregated $237,266,309 and $273,664,371, 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 and is based on
the monthly average net assets of all the mutual funds advised by FMR. The
rates ranged from .2700% to .5200% for the period. In the event that these
rates were lower than the contractual rates in effect during the period,
FMR voluntarily implemented the above rates, as they resulted in the same
or a lower management fee. The annual individual fund fee rate is .35%. The
basic fee is subject to a performance adjustment (up to a maximum of
(plus/minus) .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 .85% of average
net assets after the performance adjustment.
SALES LOAD. For the period, Fidelity Distributors Corporation (FDC), an
affiliate of FMR and the general distributor of the fund, received sales
charges of $205,328 on sales of shares of the fund.
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES -
CONTINUED
TRANSFER AGENT FEES. Fidelity Service Co. (FSC), an affiliate of FMR, is
the fund's transfer, dividend disbursing and shareholder servicing agent.
During the period December 1, 1994 to December 31, 1994, FSC received fees
based on the type, size, number of accounts and the number of transactions
made by shareholders. Effective January 1, 1995, the Board of Trustees
approved a revised transfer agent contract pursuant to which FSC receives
account fees and asset-based fees that vary according to account size and
type of account. FSC pays for typesetting, printing and mailing of all
shareholder reports, except proxy statements.
ACCOUNTING FEES. 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 $42,586 for the period.
5. 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 $6,298,000. The weighted average
interest rate was 6.5625%.
6. 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
$27,684 under this arrangement.
TO CALL FIDELITY

INVESTMENT ADVISER
Fidelity Management & Research
Company
Boston, MA
OFFICERS
Edward C. Johnson 3d, President
J. Gary Burkhead, Senior Vice President
William J. Hayes, Vice President
Neal Miller, Vice President
Arthur S. Loring, Secretary
Stephen P. Jonas, Treasurer
Robert H. Morrison, Manager,
Security Transactions
John H. Costello, Assistant Treasurer
Leonard M. Rush, Assistant Treasurer
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*
Marvin L. Mann*
Gerald C. McDonough*
Thomas R. Williams*
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Co.
Boston, MA
CUSTODIAN
Chase Manhattan Bank, N.A.
New York, NY
FIDELITY'S GROWTH FUNDS
Blue Chip Growth Fund
Capital Appreciation Fund
Contrafund
Disciplined Equity Fund
Dividend Growth Fund
Emerging Growth Fund
Export 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 Stock 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)
(registered trademark)
* INDEPENDENT TRUSTEES
AUTOMATED LINES FOR QUICKEST SERVICE