Fidelity Aggressive Growth

A special meeting of the funds shareholders was held on January 13, 1999. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect as Trustees the following twelve nominees.

# of

% of

Votes Cast

Votes Cast

Ralph F. Cox

Affirmative

6,724,088,439.90

93.797

Withheld

444,634,588.31

6.203

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

Phyllis Burke Davis

Affirmative

6,721,351,878.03

93.759

Withheld

447,371,150.18

6.241

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

Robert M. Gates

Affirmative

6,720,948,137.62

93.754

Withheld

447,774,890.59

6.246

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

# of

% of

Votes Cast

Votes Cast

Edward C. Johnson 3d

Affirmative

6,722,591,433.36

93.777

Withheld

446,131,594.85

6.223

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

E. Bradley Jones

Affirmative

6,712,908,507.76

93.641

Withheld

155,814,520.45

6.359

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

Donald J. Kirk

Affirmative

6,725,717,309.70

93.82

Withheld

443,005,718.51

6.18

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

# of

% of

Votes Cast

Votes Cast

Peter S. Lynch

Affirmative

6,725,505,075.80

93.817

Withheld

443,217,952.41

6.183

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

William O. McCoy

Affirmative

6,726,580,201.40

93.832

Withheld

442,142,826.81

6.168

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

Gerald C. McDonough

Affirmative

6,716,677,393.94

93.694

Withheld

452,045,634.27

6.306

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

# of

% of

Votes Cast

Votes Cast

Marvin L. Mann

Affirmative

6,726,004,407.95

93.824

Withheld

442,718,620.26

6.176

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

Robert C. Pozen

Affirmative

6,725,528,051.25

93.817

Withheld

443,194,976.96

6.183

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

Thomas R. Williams

Affirmative

6,719,510,724.55

93.734

Withheld

449,212,303.66

6.266

Abstain

14,482.44

0

TOTAL

7,168,737,510.65

100

PROPOSAL 2

To ratify the selection of PricewaterhouseCoopers LLP as independent accountants of the fund.

# of

% of

Votes Cast

Votes Cast

Affirmative

1,098,986,736.76

91.881

Against

16,132,783.30

1.348

Abstain

80,983,095.57

6.771

TOTAL

1,196,102,615.63

100

PROPOSAL 3

To authorize the Trustees to adopt an amended and restated Declaration of Trust.

# of

% of

Votes Cast

Votes Cast

Affirmative

6,096,875,296.08

85.266

Against

326,513,059.73

4.567

Abstain

727,015,100.07

10.167

TOTAL

7,150,403,455.88

100

Not Voting

18,334,054.77

PROPOSAL 4

To approve an amended management contract, including a change in performance adjustment benchmark, for Fidelity Aggressive Growth Fund (formerly Fidelity Emerging Growth Fund).

# of

% of

Votes Cast

Votes Cast

Affirmative

1,030,596,053.36

86.163

Against

58,941,269.59

4.928

Abstain

106,565,292.68

8.909

TOTAL

1,196,102,615.63

100

PROPOSAL 5

To approve a Distribution and Service Plan pursuant to Rule 12b1 for Fidelity Aggressive Growth Fund (formerly Fidelity Emerging Growth Fund).

# of

% of

Votes Cast

Votes Cast

Affirmative

1,011,623,165.89

84.577

Against

71,531,940.22

5.98

Abstain

112,947,509.52

9.443

TOTAL

1,196,102,615.63

100

PROPOSAL 6

To amend Fidelity Aggressive Growth Funds (formerly Fidelity Emerging Growth Fund) fundamental investment limitation concerning diversification to exclude securities of other investment companies from the limitation.

# of

% of

Votes Cast

Votes Cast

Affirmative

1,001,643,473.73

83.742

Against

72,884,849.56

6.094

Abstain

121,574,292.34

10.164

TOTAL

1,196,102,615.63

100