FIDELITY MT VERNON STREET TRUST, N-30D, 2000-07-17

FIDELITY MT VERNON STREET TRUST
N-30D, 2000-07-17

Previous: NATIONAL BANCORP OF ALASKA INC, 15-12G, 2000-07-17

Next: NOBLE ROMANS INC, 10-Q, 2000-07-17

FIDELITY(REGISTERED TRADEMARK)
AGGRESSIVE GROWTH
FUND

SEMIANNUAL REPORT
MAY 31, 2000

(2_FIDELITY_LOGOS)(registered trademark)

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 17 Statements of assets and
liabilities, operations, and
changes in net assets, as
well as financial highlights.

NOTES 21 Footnotes to the financial
statements.

Standard & Poor's, S&P and S&P 500 are registered service marks of The
McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity
Distributors Corporation.

Third party marks appearing herein are the property of their
respective owners.

All other marks appearing herein are registered or unregistered
trademarks or service marks of FMR Corp. or an affiliated company.

This report is printed on recycled paper using soy-based inks.

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,
FEDERAL RESERVE BOARD OR ANY OTHER AGENCY, AND ARE SUBJECT TO
INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT
INVESTED.
NEITHER THE FUND NOR FIDELITY DISTRIBUTORS CORPORATION IS A BANK.
FOR MORE INFORMATION ON ANY FIDELITY FUND, INCLUDING CHARGES AND
EXPENSES, CALL 1-800-544-6666 FOR A
FREE PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY.

PRESIDENT'S MESSAGE

(photo_of_Edward_C_Johnson_3d)

DEAR SHAREHOLDER:

The technology sell-off that began in mid-March continued to hamper
equity markets, driving the tech-heavy NASDAQ index down more than 16%
year to date through the end of May. Broader equity indexes, including
the S&P 500(registered trademark), also were down, but not as much as
more concentrated performance measures. In bond markets, Treasuries
got a boost late in the period as economic reports showed the first
signs of a slowing economy.

While it's impossible to predict the future direction of the markets
with any degree of certainty, there are certain basic principles that
can help investors plan for their future needs.

First, investors are encouraged to take a long-term view of their
portfolios. If you can afford to leave your money invested through the
inevitable up and down cycles of the financial markets, you will
greatly reduce your vulnerability to any single decline. We know from
experience, for example, that stock prices have gone up over longer
periods of time, have significantly outperformed other types of
investments and have stayed ahead of inflation.

Second, you can further manage your investing risk through
diversification. A stock mutual fund, for instance, is already
diversified, because it invests in many different companies. You can
increase your diversification further by investing in a number of
different stock funds, or in such other investment categories 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, it's important to
remember that an investment in a money market fund is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other
government agency. Although money market funds seek to preserve the
value of your investment at $1.00 per share, it is possible to lose
money by investing in these types of funds.

Finally, no matter what your time horizon or portfolio diversity, it
makes good sense to follow a regular investment plan, investing a
certain amount of money in a fund at the same time each month or
quarter and periodically reviewing your overall portfolio. By doing
so, you won't get caught up in the excitement of a rapidly rising
market, nor will you buy all your shares at market highs. While this
strategy - known as dollar cost averaging - won't assure a profit or
protect you from a loss in a declining market, it should help you
lower the average cost of your purchases. Of course, you should
consider your financial ability to continue your purchases through
periods of low price levels before undertaking such a strategy.

If you have questions, please call us at 1-800-544-6666, or visit our
web site at www.fidelity.com. We are available 24 hours a day, seven
days a week to provide you 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 change in value, the average
annual percentage change or the growth of a hypothetical $10,000
investment. Total return reflects the change in the value of an
investment, assuming reinvestment of the fund's dividend income and
capital gains (the profits earned upon the sale of securities that
have grown in value).

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
CUMULATIVE TOTAL RETURNS

PERIODS ENDED MAY 31, 2000 PAST 6 MONTHS PAST 1 YEAR PAST 5 YEARS LIFE OF FUND

FIDELITY AGGRESSIVE GROWTH 2.53% 43.10% 312.61% 927.96%

Russell Midcap Growth 18.95% 43.72% 204.57% 506.36%**

Mid-Cap Funds Average 14.74% 33.79% 164.73% n/a

</TABLE>

CUMULATIVE TOTAL RETURNS show the fund's performance in percentage
terms over a set period - in this case, six months, one year, five
years or since the fund started on December 28, 1990. For example, if
you had 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 Russell Midcap Growth
Index - a market capitalization-weighted index of U.S. domiciled
medium-capitalization growth-oriented stocks of U.S. corporations. To
measure how the fund's performance stacked up against its peers, you
can compare it to the mid-cap funds average, which reflects the
performance of mutual funds with similar objectives tracked by Lipper
Inc. The past six months average represents a peer group of 473 mutual
funds. These benchmarks include reinvested dividends and capital
gains, if any, and exclude the effect of sales charges. Lipper has
created new comparison categories that group funds according to
portfolio characteristics and capitalization, as well as by
capitalization only. These averages are listed on page 5 of this
report.*

AVERAGE ANNUAL TOTAL RETURNS

PERIODS ENDED MAY 31, 2000 PAST 1 YEAR PAST 5 YEARS LIFE OF FUND

FIDELITY AGGRESSIVE GROWTH 43.10% 32.77% 28.03%

Russell Midcap Growth 43.72% 24.95% 21.09%**

Mid-Cap Funds Average 33.79% 20.68% n/a

AVERAGE ANNUAL TOTAL RETURNS take the fund's cumulative return and
show you what would have happened if the fund had performed at a
constant rate each year. (Note: Lipper calculates average annual total
returns by annualizing each fund's total return, then taking an
arithmetic average. This may produce a different figure than that
obtained by averaging the cumulative total returns and annualizing the
result.)

** FROM DECEMBER 31, 1990

$10,000 OVER LIFE OF FUND
Aggressive Growth Russell Midcap Growth
324 RS012
1990/12/31 10000.00 10000.00
1991/01/31 11481.11 10749.93
1991/02/28 12097.42 11696.15
1991/03/28 12962.23 12307.38
1991/04/30 12892.64 12198.06
1991/05/31 13767.40 12814.58
1991/06/28 12803.18 12116.37
1991/07/31 14095.43 12727.59
1991/08/30 15009.94 13125.48
1991/09/30 15119.28 13110.20
1991/10/31 15337.97 13404.64
1991/11/29 14721.67 12962.09
1991/12/31 16709.92 14702.91
1992/01/31 16760.18 14833.38
1992/02/28 16503.44 14865.71
1992/03/31 15445.65 14255.07
1992/04/30 14983.52 13982.37
1992/05/29 15168.37 14009.40
1992/06/30 14408.41 13592.71
1992/07/31 15106.75 14198.65
1992/08/31 14634.35 14012.93
1992/09/30 15096.48 14319.72
1992/10/30 16144.00 14751.10
1992/11/30 17376.36 15683.22
1992/12/31 18106.25 15983.54
1993/01/29 18682.87 16172.20
1993/02/26 17961.44 15674.40
1993/03/31 18481.29 16128.12
1993/04/30 18343.37 15465.77
1993/05/28 19945.37 16195.71
1993/06/30 20146.94 16129.30
1993/07/30 20072.68 16078.17
1993/08/31 20847.15 17013.22
1993/09/30 21176.04 17216.57
1993/10/29 21685.28 17493.98
1993/11/30 20825.94 17087.28
1993/12/31 21705.02 17772.55
1994/01/31 22337.92 18229.80
1994/02/28 22210.71 18073.46
1994/03/31 21027.67 17221.28
1994/04/29 21116.71 17179.55
1994/05/31 20302.58 17204.82
1994/06/30 18877.83 16464.30
1994/07/29 19590.21 16920.36
1994/08/31 21027.67 17930.06
1994/09/30 20925.90 17633.85
1994/10/31 21930.85 17938.88
1994/11/30 21091.27 17147.81
1994/12/30 21666.26 17388.19
1995/01/31 21092.41 17597.41
1995/02/28 22074.34 18533.65
1995/03/31 23005.26 19268.29
1995/04/28 23783.15 19430.50
1995/05/31 24765.09 19908.90
1995/06/30 27506.84 20815.16
1995/07/31 30745.94 22125.18
1995/08/31 31179.52 22367.32
1995/09/29 31906.41 22865.12
1995/10/31 31523.84 22287.39
1995/11/30 31128.51 23283.57
1995/12/29 29453.73 23296.50
1996/01/31 29857.03 23707.90
1996/02/29 31648.72 24604.76
1996/03/29 31648.72 24798.12
1996/04/30 33667.71 25996.47
1996/05/31 34978.05 26527.18
1996/06/28 33640.97 25725.54
1996/07/31 30338.38 23728.47
1996/08/30 31621.98 25010.87
1996/09/30 34322.88 26599.47
1996/10/31 33440.41 26287.98
1996/11/29 35258.84 27836.61
1996/12/31 34107.09 27367.62
1997/01/31 36476.58 28578.31
1997/02/28 34608.07 27949.21
1997/03/31 32373.98 26369.87
1997/04/30 33105.13 27015.73
1997/05/30 36192.24 29436.66
1997/06/30 37221.27 30251.30
1997/07/31 41025.99 33146.83
1997/08/29 40538.56 32823.19
1997/09/30 43056.98 34484.48
1997/10/31 39820.94 32757.87
1997/11/28 40186.52 33102.23
1997/12/31 40740.26 33536.80
1998/01/30 40483.71 32932.97
1998/02/27 44356.52 36029.32
1998/03/31 46886.75 37539.50
1998/04/30 47644.10 38049.28
1998/05/29 45854.00 36484.15
1998/06/30 50535.79 37516.46
1998/07/31 50983.32 35909.37
1998/08/31 41120.57 29055.85
1998/09/30 46301.53 31253.77
1998/10/30 47850.65 33554.87
1998/11/30 51396.41 35818.30
1998/12/31 58372.63 39527.78
1999/01/29 64719.13 40712.88
1999/02/26 61168.50 38721.84
1999/03/31 69772.67 40878.31
1999/04/30 74638.34 42740.96
1999/05/28 71407.08 42191.11
1999/06/30 78226.54 45136.67
1999/07/30 77324.80 43699.49
1999/08/31 81927.46 43245.31
1999/09/30 79898.53 42877.14
1999/10/29 89085.08 46192.38
1999/11/30 99661.82 50976.05
1999/12/31 118510.32 59802.77
2000/01/31 118099.00 59790.68
2000/02/29 139069.47 72360.40
2000/03/31 135604.96 72434.78
2000/04/28 114879.04 65403.42
2000/05/31 102182.64 60635.91

$10,000 OVER LIFE OF FUND: Let's say hypothetically that $10,000 was
invested in Fidelity Aggressive Growth Fund on December 31, 1990,
shortly after the fund started. As the chart shows, by May 31, 2000,
the value of the investment would have grown to $102,183 - a 921.83%
increase on the initial investment. For comparison, look at how the
Russell Midcap Growth Index did over the same period. With dividends
and capital gains, if any, reinvested, the same $10,000 would have
grown to $60,636 - a 506.36% increase.

(checkmark)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
long-term growth and
short-term volatility. 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.

* THE LIPPER MULTI-CAP GROWTH FUNDS AVERAGE REFLECTS THE PERFORMANCE
(EXCLUDING SALES CHARGES) OF MUTUAL FUNDS WITH SIMILAR PORTFOLIO
CHARACTERISTICS AND CAPITALIZATION. AS OF MAY 31, 2000, THE SIX MONTH,
ONE YEAR AND FIVE YEAR CUMULATIVE TOTAL RETURNS AND ONE YEAR AND FIVE
YEAR AVERAGE ANNUAL TOTAL RETURNS FOR THE MULTI-CAP GROWTH FUNDS
AVERAGE ARE 13.01%, 40.45%, 214.24%, AND 40.45%, 25.26%, RESPECTIVELY.

FUND TALK: THE MANAGER'S OVERVIEW

MARKET RECAP

U.S. equity investors faced a steadily
declining market during the latter
part of the six-month period that
ended May 31, 2000, after
experiencing continued growth the
prior three months. Two chief
catalysts - a tightening of monetary
policy by the Federal Reserve Board
and the bursting of a speculative
bubble in technology stocks -
sparked a sustained pullback among
the major U.S. equity indexes that
began in March. The tech-heavy
NASDAQ Composite Index reached
a high of 5048 on March 10 before
quickly retreating below the 4000
level. The NASDAQ dropped to
3401 on the final day of the period,
gaining a modest 2.05% return for
the six-month period. The Standard
& Poor's 500SM Index - an index
of 500 widely held stocks - fared
slightly better in returning 2.90%.
Another index of well-established
stocks - the blue chips' Dow Jones
Industrial Average - surged higher
during the NASDAQ's sharp
plummet in April, but the brief rally
wasn't enough to significantly offset
earlier losses, and the Dow returned
-2.55% for the period. The Russell
2000(Registered trademark) Index - a barometer of
small-cap stocks - outperformed the
major indexes of larger companies
with a 5.50% return. As the period
drew to a close, weaker trading
volume suggested investors were
mixed about the direction of U.S.
stocks, and whether the three
interest-rate hikes levied by the
Fed during the period had begun
to cool off the overheated economy.

(photograph of Bob Bertelson)

NOTE TO SHAREHOLDERS:
Bob Bertelson became Portfolio Manager of Fidelity Aggressive Growth
Fund on February 14, 2000.

Q. HOW DID THE FUND PERFORM, BOB?

A. For the six months that ended May 31, 2000, the fund returned
2.53%, trailing the Russell Midcap Growth Index, which returned
18.95%. The mid-cap funds average tracked by Lipper Inc. returned
14.74% during the same period. For the 12 months that ended May 31,
2000, the fund returned 43.10%, while the Russell index and Lipper
average turned in returns of 43.72% and 33.79%, respectively.

Q. WHY DID THE FUND LAG BOTH ITS BENCHMARK AND ITS PEER GROUP DURING
THE SIX-MONTH PERIOD?

A. The fund's overweighting in technology hurt us on both fronts. With
interest rates moving steadily higher in the spring, investors,
concerned about high valuation levels, dumped high-growth tech stocks
for more stability found elsewhere in the market. Unfortunately, the
fund felt the brunt of the selling, as the more expensive, rapidly
growing companies we owned tended to go down much further than the
comparably slower-growing companies that make up both the Russell
index and Lipper average. Having exposure early in the period to
financial stocks, such as Citigroup and American International Group,
and pharmaceutical companies, such as Bristol-Myers Squibb and Eli
Lilly, also hurt.

Q. WHAT CHANGES HAVE YOU MADE SINCE TAKING OVER THE FUND IN FEBRUARY?

A. Not much has changed in the sense that we continue to pursue
companies with the fastest revenue and earnings growth. Once again, we
found what we were looking for in the swift-moving spaces of
technology, biotechnology and telecommunications. I raised the fund's
stakes considerably in these sectors, while significantly reducing the
fund's weighting in finance, an area that simply couldn't meet our
growth demands. Similarly, in health care, I shifted the fund's focus
away from large drug companies to faster-growing, seasoned biotech
names. During the tech sell-off, I increased the underlying
revenue/earnings growth rate of the portfolio, concentrating more
assets in those names emerging as market leaders.

Q. WHAT AREAS OF TECHNOLOGY DID YOU FIND PARTICULARLY APPEALING?

A. We intensified our focus on the top firms in the rapidly growing
wireless telecommunications market - namely Vodafone AirTouch, Nextel
and VoiceStream Wireless - firms poised to take market share away from
incumbent wire-line providers. The wireless industry continued to grow
at a steep rate globally and, with higher transmission speeds on the
horizon, I felt that functionality and the way people relate to
wireless devices could only expand. I added significantly to our
position in Nokia - the fund's top holding at the close of the period
- based on strong subscriber growth worldwide and the company's
dominance in the handset market. Finally, on the infrastructure side,
I added the top guns in optical networking, Ciena and JDS Uniphase,
gaining exposure to the multi-year changeover of the world's copper
lines to high-capacity fiber optics.

Q. WHAT STOCKS HELPED? WHICH HURT?

A. Exodus, a leading provider of Web-hosting services, was the fund's
top relative contributor despite correcting sharply in the spring.
Brocade soared on the back of its leadership position in fibre-channel
switching, a technology that links devices used to store vast amounts
of digital data. Scientific-Atlanta surged on strong demand for its
set-top boxes, or interactive television devices. On the downside,
Microsoft was a disappointment as the psychological weight of the
company's antitrust problems was compounded by a deceleration in
earnings and sales growth. The fund no longer held Microsoft at the
close of the period. Motorola slipped on weaker-than-expected earnings
related to falling margins in its wireless handset business.
Interactive programming guide company Gemstar was punished during the
tech correction - unfairly, I thought.

Q. WHAT'S YOUR OUTLOOK?

A. Going forward, a lot depends on whether the Federal Reserve Board
is successful in achieving a soft landing and a deceleration of the
U.S. economy, or whether it has to be more aggressive and raise
interest rates further. If the economy moderates and inflation remains
subdued, growth companies we own should continue to prosper,
supporting robust sales and earnings growth rates. However, as always,
given the uncertainty that Fed policy introduces into the investment
backdrop, stocks are likely to remain volatile. We'll continue to
focus on the companies that are gaining market share and are playing
in large and rapidly growing markets, and we'll use periods of
volatility to increase the fund's positions in stocks we feel could
emerge as the long-term winners.

THE VIEWS EXPRESSED IN THIS REPORT REFLECT THOSE OF THE PORTFOLIO
MANAGER ONLY THROUGH THE END OF THE PERIOD OF THE REPORT AS STATED ON
THE COVER AND DO NOT NECESSARILY REPRESENT THE VIEWS OF FIDELITY OR
ANY OTHER PERSON IN THE FIDELITY ORGANIZATION. ANY SUCH VIEWS ARE
SUBJECT TO CHANGE AT ANY TIME BASED UPON MARKET OR OTHER CONDITIONS
AND FIDELITY DISCLAIMS ANY RESPONSIBILITY TO UPDATE SUCH VIEWS. THESE
VIEWS MAY NOT BE RELIED ON AS INVESTMENT ADVICE AND, BECAUSE
INVESTMENT DECISIONS FOR A FIDELITY FUND ARE BASED ON NUMEROUS
FACTORS, MAY NOT BE RELIED ON AS AN INDICATION OF TRADING INTENT ON
BEHALF OF ANY FIDELITY FUND.

(checkmark)FUND FACTS

GOAL: seeks capital
appreciation

FUND NUMBER: 324

TRADING SYMBOL: FDEGX

START DATE: December 28,
1990

SIZE: as of May 31, 2000,
more than $17.7 billion

MANAGER: Bob Bertelson, since
February 2000; manager,
Fidelity OTC Portfolio, 1997-
2000; Fidelity Convertible
Securities Fund, 1996-1997;
several Fidelity Select
Portfolios, 1992-1996;
joined Fidelity in 1991

BOB BERTELSON ON
CONSTRUCTING A FUND PORTFOLIO:

"I look around the world, and by
virtue of the research I do, I begin
to get a sense for themes that are
emerging in the growth universe.
Once I've distilled a set of themes, I
begin to drill down - with the help
of the Fidelity research staff - to
identify a group of companies that
appears likely to emerge as winners
in their respective spaces. In doing
that work, we rely on our
interactions with companies as
well as the customers and
suppliers that do business with
these firms. We also consult
analysts from Wall Street firms
and beyond, hoping to uncover the
names that we feel have the
strongest upside potential. Finally, I
attempt to control
company-specific risks by limiting
our exposure to any given name.

"Because of our focus on the most
rapidly growing segments of the
economy, the fund's sector
diversification typically will be less
than with many other funds. And
since we're often investing in the
most rapidly growing companies
within a sector, the stocks we own
may be more volatile than for that
industry overall, possibly resulting
in much higher volatility than the
average growth fund. So, in any
short period of time, the fund could
decline substantially, often even
more than the market itself.
However, over the long term, our
hope is to generate superior
returns, fueled by the dramatic
underlying growth of the companies
in which we invest."

INVESTMENT CHANGES

<TABLE>
<CAPTION>
<S> <C> <C>
TOP TEN STOCKS BY ISSUER AS
OF MAY 31, 2000

% OF FUND'S NET ASSETS % OF FUND'S NET ASSETS 6
MONTHS AGO

Nokia AB 3.5 0.6

Motorola, Inc. 3.1 2.1

Ciena Corp. 2.9 0.0

Cisco Systems, Inc. 2.7 2.1

Texas Instruments, Inc. 2.6 0.2

Scientific-Atlanta, Inc. 2.2 1.1

Vodafone AirTouch PLC 2.1 2.6

Brocade Communications 2.0 5.7
Systems, Inc.

VoiceStream Wireless Corp. 2.0 1.3

Corning, Inc. 2.0 0.6

25.1 16.3

TOP FIVE MARKET SECTORS AS OF
MAY 31, 2000

% OF FUND'S NET ASSETS % OF FUND'S NET ASSETS 6
MONTHS AGO

Technology 61.0 45.1

Utilities 10.0 14.9

Health 9.1 12.7

Energy 5.6 0.2

Media & Leisure 5.3 6.3

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
ASSET ALLOCATION (% OF FUND'S
NET ASSETS)

AS OF MAY 31, 2000 * AS OF NOVEMBER 30, 1999 **

Stocks 96.8% Stocks 98.0%

Short-Term Investments and Convertible Securities 0.3%
Net Other Assets 3.2%

Short-Term Investments and
Net Other Assets 1.7%

* FOREIGN INVESTMENTS 14.2% ** FOREIGN INVESTMENTS 6.9%

Row: 1, Col: 1, Value: 96.8 Row: 1, Col: 1, Value: 98.0
Row: 1, Col: 2, Value: 0.0 Row: 1, Col: 2, Value: 0.0
Row: 1, Col: 3, Value: 0.0 Row: 1, Col: 3, Value: 0.0
Row: 1, Col: 4, Value: 0.0 Row: 1, Col: 4, Value: 0.3
Row: 1, Col: 5, Value: 0.0 Row: 1, Col: 5, Value: 0.0
Row: 1, Col: 6, Value: 0.0 Row: 1, Col: 6, Value: 0.0
Row: 1, Col: 7, Value: 0.0 Row: 1, Col: 7, Value: 0.0
Row: 1, Col: 8, Value: 3.2 Row: 1, Col: 8, Value: 1.7

</TABLE>

INVESTMENTS MAY 31, 2000 (UNAUDITED)

Showing Percentage of Net Assets

<TABLE>
<CAPTION>
<S> <C> <C> <C>
COMMON STOCKS - 96.8%

SHARES VALUE (NOTE 1) (000S)

DURABLES - 1.6%

CONSUMER ELECTRONICS - 1.6%

Gemstar International Group 6,672,800 $ 283,177
Ltd. (a)

ENERGY - 5.6%

ENERGY SERVICES - 4.7%

BJ Services Co. (a) 3,660,000 262,148

Halliburton Co. 4,000,000 204,000

Noble Drilling Corp. (a) 1,800,000 78,075

Schlumberger Ltd. (NY Shares) 2,030,000 149,332

Smith International, Inc. (a) 1,200,000 94,875

Weatherford International, 1,082,800 46,628
Inc.

835,058

OIL & GAS - 0.9%

Amerada Hess Corp. 797,830 52,956

Cooper Cameron Corp. (a) 1,042,900 72,742

Vastar Resources, Inc. 381,990 31,108

156,806

TOTAL ENERGY 991,864

HEALTH - 9.1%

DRUGS & PHARMACEUTICALS - 8.2%

Abgenix, Inc. (a) 300,000 23,700

Alkermes, Inc. (a) 400,000 14,650

Amgen, Inc. (a) 4,460,400 283,793

Celgene Corp. (a) 600,000 22,050

Cephalon, Inc. (a)(c) 1,898,600 98,253

Elan Corp. PLC sponsored ADR 400,000 15,925
(a)

Forest Laboratories, Inc. (a) 300,000 26,550

Genentech, Inc. 2,800,000 300,650

Human Genome Sciences, Inc. 400,000 35,100
(a)

Immunex Corp. (a) 3,898,700 100,879

Medarex, Inc. (a) 775,200 35,272

Medimmune, Inc. (a) 1,977,376 307,235

Millennium Pharmaceuticals, 600,000 50,175
Inc. (a)

Protein Design Labs, Inc. (a) 245,000 26,123

Sepracor, Inc. (a) 1,269,600 121,406

1,461,761

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

HEALTH - CONTINUED

MEDICAL EQUIPMENT & SUPPLIES
- 0.9%

Medtronic, Inc. 3,132,346 $ 161,707

TOTAL HEALTH 1,623,468

INDUSTRIAL MACHINERY &
EQUIPMENT - 3.3%

ELECTRICAL EQUIPMENT - 3.3%

ANTEC Corp. (a)(c) 2,050,000 103,013

Powerwave Technologies, Inc. 1,719,000 93,148
(a)

Scientific-Atlanta, Inc. 6,850,000 386,169

582,330

MEDIA & LEISURE - 5.3%

BROADCASTING - 5.3%

AT&T Corp. - Liberty Media 1,400,000 62,038
Group Class A (a)

EchoStar Communications Corp. 4,710,000 188,106
Class A (a)

Grupo Televisa SA de CV 900,000 50,119
sponsored GDR (a)

Infinity Broadcasting Corp. 1,560,750 49,359
Class A (a)

Netro Corp. 1,000,000 29,875

TV Guide, Inc. Class A (a) 500,000 12,867

United Pan-Europe 4,206,750 109,491
Communications NV Class A (a)

UnitedGlobalCom, Inc. Class A 6,002,100 288,101
(a)(c)

Univision Communications, 1,228,600 126,546
Inc. Class A (a)

Westwood One, Inc. (a) 820,000 27,214

943,716

RETAIL & WHOLESALE - 0.7%

GENERAL MERCHANDISE STORES -
0.5%

Kohls Corp. (a) 1,548,300 80,125

RETAIL & WHOLESALE,
MISCELLANEOUS - 0.2%

Drugstore.com, Inc. 110,000 660

Home Depot, Inc. 850,000 41,491

42,151

TOTAL RETAIL & WHOLESALE 122,276

TECHNOLOGY - 61.0%

COMMUNICATIONS EQUIPMENT -
17.4%

Advanced Fibre 2,350,000 108,100
Communications, Inc. (a)

Aspect Communications Corp. 2,472,800 99,221
(a)

Chromatis Networks, Inc. (e) 93,014 1,635

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

COMMUNICATIONS EQUIPMENT -
CONTINUED

Ciena Corp. (a) 4,290,000 $ 513,459

Cisco Systems, Inc. (a) 8,493,120 483,577

Comverse Technology, Inc. (a) 2,190,900 200,193

Corning, Inc. 1,789,200 346,098

Ditech Communications Corp. 615,000 50,430

KPNQwest NV 698,000 24,256

Lucent Technologies, Inc. 2,700,000 154,913

Metricom, Inc. (a) 1,194,000 26,567

Nokia AB sponsored ADR 12,100,000 629,191

Nortel Networks Corp. 4,100,000 218,493

Oni Systems Corp. 9,600 240

Telefonaktiebolaget LM 10,400,000 213,200
Ericsson sponsored ADR

UTStarcom, Inc. 500,000 19,125

3,088,698

COMPUTER SERVICES & SOFTWARE
- 17.7%

Active Software, Inc. 67,500 2,422

Aether Systems, Inc. 677,100 93,059

Affymetrix, Inc. (a) 390,100 46,324

Ariba, Inc. 800,000 41,700

Art Technology Group, Inc. (c) 4,900,400 287,592

Aspect Development, Inc. (a) 2,848,560 166,641

Autonomy Corp. PLC ADR (a) 39,900 4,249

Axent Technolgies, Inc. (a)(c) 2,012,300 37,290

BEA Systems, Inc. (a) 9,266,400 334,749

BMC Software, Inc. (a) 4,069,100 179,040

Broadbase Software, Inc. 1,772,800 37,229

BroadVision, Inc. (a) 2,462,100 88,174

Clarent Corp. 479,000 20,298

Computer Associates 1,500,000 77,250
International, Inc.

Covad Communications Group, 4,140,350 97,816
Inc. (a)

Critical Path, Inc. (a) 883,100 28,094

E.piphany, Inc. 515,000 40,234

El Sitio, Inc. 1,200,000 7,200

Electronics for Imaging, Inc. 2,476,800 91,177
(a)

Exodus Communications, Inc. 4,370,200 308,372
(a)

Foundry Networks, Inc. 763,750 48,164

Inktomi Corp. (a) 200,000 22,325

Intershop Communication AG (a) 100,000 40,677

Keynote Systems, Inc. 524,500 18,259

Legato Systems, Inc. (a)(c) 4,996,200 54,334

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

COMPUTER SERVICES & SOFTWARE
- CONTINUED

Mercator Software, Inc. (a)(c) 2,562,500 $ 76,234

Mercury Interactive Corp. (a) 500,000 42,375

Netegrity, Inc. (a) 849,400 45,655

NetIQ Corp. (c) 1,966,367 66,611

Network Solutions, Inc. Class 400,000 59,125
A (a)

New Era of Networks, Inc. 2,435,295 52,054
(a)(c)

OnDisplay, Inc. 506,500 23,299

OpenTV Corp. (c) 1,021,500 46,223

Peregrine Systems, Inc. (a) 5,225,700 108,433

Proxicom, Inc. 575,000 26,378

Puma Technology, Inc. (a) 387,800 8,532

Puma Technology, Inc. (d) 400,000 8,975

Quest Software, Inc. 877,200 35,088

Razorfish, Inc. Class A 1,170,900 18,295

Redback Networks, Inc. 367,000 30,782

Siebel Systems, Inc. (a) 200,000 23,400

Spyglass, Inc. (a)(c) 1,235,000 38,285

TIBCO Software, Inc. 500,000 27,813

Titan Corp. (a) 300,000 10,763

VeriSign, Inc. (a) 200,000 27,075

Vignette Corp. (a) 3,769,800 103,905

Vitria Technology, Inc. 1,800,000 63,000

WatchGuard Technologies, Inc. 500,000 13,813

webMethods, Inc. 291,700 24,393

3,153,175

COMPUTERS & OFFICE EQUIPMENT
- 6.5%

Adaptec, Inc. (a) 3,057,600 60,197

Alteon Websystems, Inc. 258,300 13,125

Brocade Communications 3,010,400 355,039
Systems, Inc.

Compaq Computer Corp. 1,500,000 39,375

Dell Computer Corp. (a) 5,087,100 219,381

EMC Corp. (a) 1,300,000 151,206

Finisar Corp. 2,481,100 55,360

Juniper Networks, Inc. 246,500 43,184

Lexmark International Group, 1,300,000 90,675
Inc. Class A (a)

MRV Communications, Inc. (a) 1,774,600 47,249

SanDisk Corp. (a) 1,500,000 87,188

1,161,979

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

ELECTRONICS - 19.4%

Advanced Micro Devices, Inc. 4,000,000 $ 325,750
(a)

Altera Corp. (a) 600,000 51,525

Analog Devices, Inc. (a) 3,000,000 231,000

Applied Micro Circuits Corp. 500,000 49,625
(a)

Atmel Corp. (a) 2,801,100 106,967

Bookham Technology PLC 800,000 38,950
sponsored ADR

Chartered Semiconductor 2,334,000 187,304
Manufacturing Ltd. ADR

Conexant Systems, Inc. (a) 1,695,000 63,774

E Tek Dynamics, Inc. (a) 611,200 112,346

Epcos AG sponsored ADR (a) 850,300 103,843

Flextronics International 2,499,500 136,067
Ltd. (a)

Harmonic, Inc. (a) 395,000 17,652

Infineon Technologies AG (a) 1,400,000 90,210

JDS Uniphase Corp. (a) 800,000 70,400

LSI Logic Corp. (a) 4,450,000 234,459

Metalink Ltd. 360,000 9,000

Micron Technology, Inc. (a) 2,857,700 199,860

Motorola, Inc. 5,804,999 544,219

Sanmina Corp. (a) 1,500,000 95,438

SDL, Inc. (a) 1,100,000 249,219

Texas Instruments, Inc. 6,467,900 467,306

Xilinx, Inc. (a) 851,100 64,790

3,449,704

TOTAL TECHNOLOGY 10,853,556

TRANSPORTATION - 0.2%

AIR TRANSPORTATION - 0.2%

Southwest Airlines Co. 2,000,000 38,375

UTILITIES - 10.0%

CELLULAR - 7.9%

AT&T Corp. - Wireless Group 3,000,000 85,688

China Telecom (Hong Kong) 405,700 59,638
Ltd. sponsored ADR (a)

Nextel Communications, Inc. 3,052,800 282,766
Class A (a)

NTT DoCoMo, Inc. 2,000 51,587

Sprint Corp. - PCS Group 3,712,000 206,016
Series 1 (a)

Vodafone AirTouch PLC 81,243,626 372,197

VoiceStream Wireless Corp. (a) 3,056,725 349,995

1,407,887

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

UTILITIES - CONTINUED

TELEPHONE SERVICES - 2.1%

Allegiance Telecom, Inc. (a) 1,695,245 $ 89,636

Crayfish Co. Ltd. sponsored 700,000 7,000
ADR

McLeodUSA, Inc. Class A (a) 5,963,100 119,262

Metromedia Fiber Network, 2,600,600 80,456
Inc. Class A (a)

Qwest Communications 1,000,000 42,313
International, Inc. (a)

TeraBeam Networks (e) 16,600 249

Time Warner Telecom, Inc. 621,300 34,793
Class A

373,709

TOTAL UTILITIES 1,781,596

TOTAL COMMON STOCKS 17,220,358
(Cost $17,978,624)

CASH EQUIVALENTS - 4.6%

Central Cash Collateral Fund, 349,384,200 349,384
6.54% (b)

Taxable Central Cash Fund, 479,100,806 479,101
6.37% (b)

MATURITY AMOUNT (000S)

Investments in repurchase $ 6,300 6,299
agreements (U.S. Treasury
Obligations), in a joint
trading account at 6%, dated
5/31/00 due 6/1/00

TOTAL CASH EQUIVALENTS 834,784
(Cost $834,784)

TOTAL INVESTMENT PORTFOLIO - 18,055,142
101.4%
(Cost $18,813,408)

NET OTHER ASSETS - (1.4)% (257,827)

NET ASSETS - 100% $ 17,797,315

</TABLE>

LEGEND

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at
period end.

(d) 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 $8,975,000 or 0.1% of net assets.

(e) Restricted securities - Investment in securities not registered
under the Securities Act of 1933.

Additional information on each holding is as follows:

SECURITY ACQUISITION DATE ACQUISITION COST (000S)

Chromatis Networks, Inc. 5/19/00 $ 1,635

TeraBeam Networks 4/7/00 $ 249

Distribution of investments by country of issue, as a percentage of
total net assets, is as follows:

United States of America 85.8%

Finland 3.5

United Kingdom 2.3

Singapore 1.9

Germany 1.3

Canada 1.2

Sweden 1.2

Others (individually less 2.8
than 1%)

100.0%

INCOME TAX INFORMATION

At May 31, 2000, the aggregate cost of investment securities for
income tax purposes was $18,921,220,000. Net unrealized depreciation
aggregated $866,078,000, of which $2,657,468,000 related to
appreciated investment securities and $3,523,546,000 related to
depreciated investment securities.

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES
AMOUNTS IN THOUSANDS (EXCEPT
PER-SHARE AMOUNT)
MAY 31, 2000 (UNAUDITED)

ASSETS

Investment in securities, at $ 18,055,142
value (including repurchase
agreements of $6,299) (cost
$18,813,408) - See
accompanying schedule

Cash 1

Receivable for investments 224,854
sold

Receivable for fund shares 30,498
sold

Dividends receivable 819

Interest receivable 2,512

Redemption fees receivable 51

Other receivables 699

TOTAL ASSETS 18,314,576

LIABILITIES

Payable for investments $ 129,612
purchased

Payable for fund shares 22,565
redeemed

Accrued management fee 10,517

Other payables and accrued 5,183
expenses

Collateral on securities 349,384
loaned, at value

TOTAL LIABILITIES 517,261

NET ASSETS $ 17,797,315

Net Assets consist of:

Paid in capital $ 15,922,473

Accumulated net investment (48,374)
loss

Accumulated undistributed net 2,681,482
realized gain (loss) on
investments and foreign
currency transactions

Net unrealized appreciation (758,266)
(depreciation) on
investments and assets and
liabilities in foreign
currencies

NET ASSETS, for 354,963 $ 17,797,315
shares outstanding

NET ASSET VALUE, offering $50.14
price and redemption price
per share ($17,797,315
(divided by) 354,963 shares)

STATEMENT OF OPERATIONS
AMOUNTS IN THOUSANDS SIX
MONTHS ENDED MAY 31, 2000
(UNAUDITED)

INVESTMENT INCOME $ 15,675
Dividends

Interest 15,340

Security lending 2,738

TOTAL INCOME 33,753

EXPENSES

Management fee Basic fee $ 57,756

Performance adjustment 4,754

Transfer agent fees 17,112

Accounting and security 644
lending fees

Non-interested trustees' 45
compensation

Custodian fees and expenses 324

Registration fees 4,041

Audit 45

Legal 54

Miscellaneous 3

Total expenses before 84,778
reductions

Expense reductions (2,651) 82,127

NET INVESTMENT INCOME (LOSS) (48,374)

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

Investment securities 2,696,956
(including realized gain of
$949,136 on sales of
investments in affiliated
issuers)

Foreign currency transactions (291) 2,696,665

Change in net unrealized (3,707,162)
appreciation (depreciation)
on investment securities

NET GAIN (LOSS) (1,010,497)

NET INCREASE (DECREASE) IN $ (1,058,871)
NET ASSETS RESULTING FROM
OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
STATEMENT OF CHANGES IN NET ASSETS

AMOUNTS IN THOUSANDS SIX MONTHS ENDED MAY 31, 2000 YEAR ENDED NOVEMBER 30, 1999
(UNAUDITED)

INCREASE (DECREASE) IN NET
ASSETS

Operations Net investment $ (48,374) $ (32,592)
income (loss)

Net realized gain (loss) 2,696,665 1,271,740

Change in net unrealized (3,707,162) 2,431,219
appreciation (depreciation)

NET INCREASE (DECREASE) IN (1,058,871) 3,670,367
NET ASSETS RESULTING FROM
OPERATIONS

Distributions to shareholders (1,111,568) (235,997)
from net realized gains

Share transactions Net 10,785,196 6,661,315
proceeds from sales of shares

Reinvestment of distributions 1,091,550 230,927

Cost of shares redeemed (3,501,848) (1,258,379)

NET INCREASE (DECREASE) IN 8,374,898 5,633,863
NET ASSETS RESULTING FROM
SHARE TRANSACTIONS

Redemption fees 10,263 3,265

TOTAL INCREASE (DECREASE) 6,214,722 9,071,498
IN NET ASSETS

NET ASSETS

Beginning of period 11,582,593 2,511,095

End of period (including $ 17,797,315 $ 11,582,593
accumulated net investment
loss of $48,374 and $0,
respectively)

OTHER INFORMATION
Shares

Sold 176,518 157,336

Issued in reinvestment of 19,727 7,624
distributions

Redeemed (59,622) (30,724)

Net increase (decrease) 136,623 134,236

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
FINANCIAL HIGHLIGHTS

SIX MONTHS ENDED MAY 31, 2000 YEARS ENDED NOVEMBER 30,

(UNAUDITED) 1999 1998 1997 1996 1995

SELECTED PER-SHARE DATA

Net asset value, beginning $ 53.05 $ 29.86 $ 29.68 $ 26.37 $ 24.41 $ 16.58
of period

Income from Investment
Operations

Net investment income (loss) (.15) (.23) (.18) (.17) (.07) (.14)
D

Net realized and unrealized 1.82 F 26.12 6.44 3.79 3.10 7.99
gain (loss)

Total from investment 1.67 25.89 6.26 3.62 3.03 7.85
operations

Less Distributions

From net realized gain (4.61) (2.72) (6.08) (.32) (1.08) (.04)

Redemption fees added to paid .03 .02 - .01 .01 .02
in capital

Net asset value, end of $ 50.14 $ 53.05 $ 29.86 $ 29.68 $ 26.37 $ 24.41
period

TOTAL RETURN B, C 2.53% 93.91% 27.89% 13.98% 13.27% 47.59%

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of period (in $ 17,797 $ 11,583 $ 2,511 $ 1,978 $ 1,939 $ 1,332
millions)

Ratio of expenses to average .92% A .99% 1.08% 1.09% 1.10% 1.10%
net assets

Ratio of expenses to average .90% A, E .97% E 1.05% E 1.05% E 1.09% E 1.09% E
net assets after expense
reductions

Ratio of net investment (.53)% A (.58)% (.67)% (.60)% (.31)% (.66)%
income (loss) to average
net assets

Portfolio turnover rate 221% A 186% 199% 212% 105% 102%

</TABLE>

A ANNUALIZED
B THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT
BEEN REDUCED DURING THE PERIODS SHOWN.
C TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
D NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED BASED ON
AVERAGE SHARES OUTSTANDING DURING THE PERIOD.
E FMR OR THE FUND HAS ENTERED INTO VARYING ARRANGEMENTS WITH THIRD
PARTIES WHO EITHER PAID OR REDUCED A PORTION OF THE FUND'S EXPENSES.
F THE AMOUNT SHOWN FOR A SHARE OUTSTANDING DOES NOT CORRESPOND WITH
THE AGGREGATE NET LOSS ON INVESTMENTS FOR THE PERIOD DUE TO THE TIMING
OF SALES AND REPURCHASES OF FUND SHARES IN RELATION TO FLUCTUATING
MARKET VALUES OF THE INVESTMENTS OF THE FUND.

NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 2000 (Unaudited)

1. SIGNIFICANT ACCOUNTING POLICIES.

Fidelity Aggressive 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, as an open-end management
investment company organized as a Massachusetts business trust. The
financial statements have been prepared in conformity with generally
accepted accounting principles which require management to make
certain estimates and assumptions at the date of the financial
statements. 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. Foreign securities are valued based
on quotations from the principal market in which such securities are
normally traded. If trading or events occurring in other markets after
the close of the principal market in which foreign securities are
traded, and before the close of the business of the fund, are expected
to materially affect the value of those securities, then they are
valued at their fair value taking this trading or these events into
account. Fair value is determined in good faith under consistently
applied procedures under the general supervision of the Board of
Trustees. 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. Short-term
securities with remaining maturities of sixty days or less for which
quotations are not readily available 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 foreign
currency contracts, disposition of foreign currencies, the difference
between the amount of net investment income accrued and the U.S.
dollar amount actually received, and gains and losses between trade
and settlement date on purchases and sales of securities. 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.

1. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

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. Non-cash dividends included in
dividend income, if any, are recorded at the fair market value of the
securities received. 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
among the funds in the trust.

DEFERRED TRUSTEE COMPENSATION. Under a Deferred Compensation Plan (the
Plan) non-interested Trustees must defer receipt of a portion of, and
may elect to defer receipt of an additional portion of, their annual
compensation. Deferred amounts are treated as though equivalent dollar
amounts had been invested in shares of the fund or are invested in a
cross-section of other Fidelity funds. Deferred amounts remain in the
fund until distributed in accordance with the Plan.

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, net
operating losses 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.
Accumulated net investment loss and accumulated undistributed net
realized gain (loss) on investments and foreign currency transactions
may include temporary book and tax basis differences that will reverse
in a subsequent period. Any taxable income or gain remaining at fiscal
year end is distributed in the following year.

SHORT-TERM TRADING (REDEMPTION) FEES. Shares held in the fund less
than 90 days are subject to a short-term trading fee equal to .75% of
the proceeds of the redeemed shares. Effective March 20, 2000, the
short-term trading fee increased from .75% to 1.50%. The fee, which is
retained by the fund, 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.

FOREIGN CURRENCY CONTRACTS. The fund generally uses foreign currency
contracts to facilitate transactions in foreign-denominated
securities. 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 foreign currency contracts is
determined using contractual currency exchange rates established at
the time of each trade.

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 for U.S. Treasury or Federal Agency obligations.

REPURCHASE AGREEMENTS. The underlying U.S. Treasury, Federal Agency,
or other obligations found to be satisfactory by FMR are transferred
to an account of the fund, or to the Joint Trading Account, at a bank
custodian. The securities are marked-to-market daily and maintained at
a value at least equal to the principal amount of the repurchase
agreement (including accrued interest). FMR, the fund's investment
adviser, is responsible for determining that the value of the
underlying securities remains in accordance with the market value
requirements stated above.

CENTRAL CASH FUNDS. Pursuant to an Exemptive Order issued by the SEC,
the fund may invest in the Taxable Central Cash Fund and the Central
Cash Collateral Fund (the Cash Funds) managed by Fidelity Investments
Money Management, Inc., an affiliate of FMR. The Cash Funds are
open-end money market funds available only to investment companies and
other accounts managed by FMR and its affiliates. The Cash Funds seek
preservation of capital, liquidity, and current income. Income
distributions from the Cash Funds are declared daily and paid monthly
from net interest income. Income distributions earned by the fund are
recorded as either interest income or security lending income in the
accompanying financial statements.

RESTRICTED SECURITIES. The fund is permitted to invest in securities
that are subject to legal or contractual restrictions on resale. These
securities generally may be resold in transactions exempt from
registration or to the public if the securities are registered.
Disposal of these securities may involve time-consuming negotiations
and expense, and prompt sale at an acceptable price may be difficult.
At the end of the period, restricted securities (excluding 144A
issues) amounted to $1,884,000 or .01% of net assets.

3. PURCHASES AND SALES OF INVESTMENTS.

Purchases and sales of securities, other than short-term securities,
aggregated $26,233,137,000 and $19,388,063,000, 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 .2167% to
.5200% for the period. The annual individual fund fee rate is .35%. 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 basic fee
is subject to a performance adjustment (up to a maximum of
(plus/minus).20% of the fund's average net assets over the performance
period) 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 .68% of average
net assets after the performance adjustment.

TRANSFER AGENT FEES. Fidelity Service Company, Inc. (FSC), an
affiliate of FMR, is the fund's transfer, dividend disbursing and
shareholder servicing agent. 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. For the period, the transfer agent fees were
equivalent to an annualized rate of .19% of average net assets.

ACCOUNTING AND SECURITY LENDING FEES. FSC maintains the fund's
accounting records and administers the security lending program. The
security lending fee is based on the number and duration of lending
transactions. The accounting 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 $616,000 for the
period.

5. SECURITY LENDING.

The fund lends portfolio securities from time to time in order to earn
additional income. The fund receives collateral in the form of U.S.
Treasury obligations, letters of credit, and/or cash against the
loaned securities, and maintains collateral in an amount not less than
100% of the market value of the loaned securities during the period of
the loan. The market value of the loaned securities is determined at
the close of business of the fund and any additional required
collateral is delivered to the fund on the next business day. If the
borrower defaults on its obligation to return the securities loaned
because of insolvency or other reasons, the fund could experience
delays and costs in recovering the securities loaned or in gaining
access to the collateral. At period end, the value of the securities
loaned amounted to $339,616,000. The fund received cash collateral of
$349,384,000 which was invested in cash equivalents.

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 $2,257,000 under this arrangement.

In addition, through arrangements with the fund's custodian and
transfer agent, credits realized as a result of uninvested cash
balances were used to reduce a portion of the fund's expenses. During
the period, the fund's custodian and transfer agent fees were reduced
by $5,000 and $389,000, respectively, under these arrangements.

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 during the period
with companies which are or were affiliates are as follows:

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
SUMMARY OF TRANSACTIONS WITH
AFFILIATED COMPANIES

AMOUNTS IN THOUSANDS AFFILIATE PURCHASE COST SALES COST DIVIDEND INCOME VALUE

ANTEC Corp. $ - $ - $ - $ 103,013

Art Technology Group, Inc. 79,650 - - 287,592

Axent Technologies, Inc. - - - 37,290

Brocade Communications 5,939 221,374 - -
Systems, Inc.

Cephalon, Inc. 10,223 - - 98,253

Digex, Inc. Class A - 3,333 - -

Exodus Communications, Inc. - 93,486 - -

F5 Networks, Inc. - 44,124 - -

Legato Systems, Inc. 7,903 50,077 - 54,334

Mercator Software, Inc. 79,972 - - 76,234

NetIQ Corp. 7,110 - - 66,611

New Era of Networks, Inc. 17,388 - - 52,054

OpenTV Corp. 23,312 - - 46,223

Spyglass, Inc. 11,068 - - 38,285

UnitedGlobalCom, Inc. Class A 76,340 - - 288,101

TOTALS $ 318,905 $ 412,394 $ - $ 1,147,990

</TABLE>

MANAGING YOUR INVESTMENTS

Fidelity offers several ways to conveniently manage your personal
investments via your telephone or PC. You can access your account
information, conduct trades and research your investments 24 hours a
day.

BY PHONE

Fidelity Automated Service Telephone provides a single toll-free
number to access account balances, positions, quotes and trading. It's
easy to navigate the service, and on your first call, the system will
help you create a personal identification number (PIN) for security.

(PHONE_GRAPHIC)FIDELITY AUTOMATED
SERVICE TELEPHONE (FAST(registered trademark))

1-800-544-5555

PRESS

1 For mutual fund and brokerage trading.

2 For quotes.*

3 For account balances and holdings.

4 To review orders and mutual
fund activity.

5 To change your PIN.

*0 To speak to a Fidelity representative.

BY PC

Fidelity's web site on the Internet provides a wide range of
information, including daily financial news, fund performance,
interactive planning tools and news about Fidelity products and
services.

(COMPUTER_GRAPHIC)FIDELITY'S WEB SITE
WWW.FIDELITY.COM

If you are not currently on the Internet, call EarthLink Sprint at
1-800-288-2967, and be sure to ask for registration number SMD004 to
receive a special Fidelity package that includes 30 days of free
Internet access. EarthLink is North America's #1 independent Internet
access provider.

(COMPUTER_GRAPHIC)
FIDELITY ON-LINE XPRESS+(registered trademark)

Fidelity On-line Xpress+ software for Windows combines comprehensive
portfolio management capabilities, securities trading and access to
research and analysis tools . . . all on your desktop. Call Fidelity
at 1-800-544-0240 or visit our web site for more information on how to
manage your investments via your PC.

* 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 WRITE FIDELITY

If more than one address is listed, please locate the address that is
closest to you. We'll give your correspondence immediate attention and
send you written confirmation upon completion of your request.

(LETTER_GRAPHIC)MAKING CHANGES
TO YOUR ACCOUNT
(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(LETTER_GRAPHIC)FOR NON-RETIREMENT
ACCOUNTS

BUYING SHARES

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

OVERNIGHT EXPRESS
Fidelity Investments
2300 Litton Lane - KH1A
Hebron, KY 41048

SELLING SHARES

Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602

OVERNIGHT EXPRESS
Fidelity Investments
Attn: Redemptions - CP6I
400 East Las Colinas Blvd.
Irving, TX 75039-5587

GENERAL CORRESPONDENCE

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(LETTER_GRAPHIC)FOR RETIREMENT
ACCOUNTS

BUYING SHARES

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

SELLING SHARES

Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602

OVERNIGHT EXPRESS
Fidelity Investments
Attn: Redemptions - CP6R
400 East Las Colinas Blvd.
Irving, TX 75039-5587

GENERAL CORRESPONDENCE

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

TO VISIT FIDELITY

For directions and hours,
please call 1-800-544-9797.

ARIZONA

7373 N. Scottsdale Road
Scottsdale, AZ

CALIFORNIA

815 East Birch Street
Brea, CA

851 East Hamilton Avenue
Campbell, CA

527 North Brand Boulevard
Glendale, CA

19200 Von Karman Avenue
Irvine, CA

10100 Santa Monica Blvd.
Los Angeles, CA

251 University Avenue
Palo Alto, CA

1760 Challenge Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

8 Montgomery Street
San Francisco, CA

950 Northgate Drive
San Rafael, CA

1400 Civic Drive
Walnut Creek, CA

6300 Canoga Avenue
Woodland Hills, CA

COLORADO

1625 Broadway
Denver, CO

CONNECTICUT

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, 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

1907 West State Road 434
Longwood, FL

8880 Tamiami Trail, North
Naples, FL

2401 PGA Boulevard
Palm Beach Gardens, FL

8065 Beneva Road
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

GEORGIA

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

ILLINOIS

One North Franklin Street
Chicago, IL

1415 West 22nd Street
Oak Brook, IL

1700 East Golf Road
Schaumburg, IL

3232 Lake Avenue
Wilmette, IL

INDIANA

4729 East 82nd Street
Indianapolis, IN

MAINE

Three Canal Plaza
Portland, ME

MARYLAND

7401 Wisconsin Avenue
Bethesda, MD

One W. Pennsylvania Ave.
Towson, MD

MASSACHUSETTS

801 Boylston Street
Boston, MA

155 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 Old N. Woodward Ave.
Birmingham, MI

29155 Northwestern Hwy.
Southfield, MI

MINNESOTA

7600 France Avenue South
Edina, MN

MISSOURI

700 West 47th Street
Kansas City, MO

8885 Ladue Road
Ladue, MO

NEW JERSEY

150 Essex Street
Millburn, NJ

56 South Street
Morristown, NJ

501 Route 17, South
Paramus, NJ

NEW YORK

1055 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

NORTH CAROLINA

4611 Sharon Road
Charlotte, NC

OHIO

600 Vine Street
Cincinnati, OH

28699 Chagrin Boulevard
Woodmere Village, OH

OREGON

16850 SW 72nd Avenue
Tigard, OR

PENNSYLVANIA

1735 Market Street
Philadelphia, PA

439 Fifth Avenue
Pittsburgh, PA

RHODE ISLAND

47 Providence Place
Providence, RI

TENNESSEE

6150 Poplar Avenue
Memphis, TN

TEXAS

10000 Research Boulevard
Austin, TX

4017 Northwest Parkway
Dallas, TX

1155 Dairy Ashford Street
Houston, TX

2701 Drexel Drive
Houston, TX

400 East Las Colinas Blvd.
Irving, TX

14100 San Pedro
San Antonio, TX

19740 IH 45 North
Spring, TX

UTAH

215 South State Street
Salt Lake City, UT

VIRGINIA

1861 International Drive
McLean, VA

WASHINGTON

411 108th Avenue, N.E.
Bellevue, WA

511 Pine Street
Seattle, WA

WASHINGTON, DC

1900 K Street, N.W.
Washington, DC

WISCONSIN

595 North Barker Road
Brookfield, WI

INVESTMENT ADVISER
Fidelity Management & Research Company
Boston, MA

INVESTMENT SUB-ADVISERS
Fidelity Management & Research
(U.K.) Inc.
Fidelity Management & Research
(Far East) Inc.
Fidelity Investment Japan Ltd.

OFFICERS
Edward C. Johnson 3d, President
Robert C. Pozen, Senior Vice President
Abigail P. Johnson, Vice President
Robert Bertelson, Vice President
Eric D. Roiter, Secretary
Robert A. Dwight, Treasurer
Maria F. Dwyer, Deputy Treasurer
John H. Costello, Assistant Treasurer

BOARD OF TRUSTEES
Ralph F. Cox *
Phyllis Burke Davis *
Robert M. Gates *
Edward C. Johnson 3d
Donald J. Kirk *
Ned C. Lautenbach *
Peter S. Lynch
Marvin L. Mann *
William O. McCoy *
Gerald C. McDonough *
Robert C. Pozen
Thomas R. Williams *

ADVISORY BOARD
J. Michael Cook

GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA

TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Company, Inc.
Boston, MA

* INDEPENDENT TRUSTEES

FEG-SANN-0700 106083
1.704532.102

CUSTODIAN
Brown Brothers Harriman & Co.
Boston, MA

FIDELITY'S GROWTH FUNDS
Aggressive Growth Fund
Blue Chip Growth Fund
Capital Appreciation Fund
Contrafund (registered trademark)
Contrafund(registered trademark) II
Disciplined Equity Fund
Dividend Growth Fund
Export and Multinational Fund
Fidelity Fifty (registered trademark)
Growth Company Fund
Large Cap Stock Fund
Low-Priced Stock Fund
Magellan(registered trademark) Fund
Mid-Cap Stock Fund
New Millennium Fund(registered trademark)
OTC Portfolio
Retirement Growth Fund
Small Cap Selector
Small Cap Stock Fund
Stock Selector
Tax Managed Stock Fund
TechnoQuant (registered trademark) Growth Fund
Trend Fund
Value Fund

THE FIDELITY TELEPHONE CONNECTION
MUTUAL FUND 24-HOUR SERVICE
Exchanges/Redemptions and
Account Assistance 1-800-544-6666
Product Information 1-800-544-6666
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)
Fidelity Automated Service
Telephone (FAST(registered trademark)) 1-800-544-5555
AUTOMATED LINE FOR QUICKEST SERVICE

(2_FIDELITY_LOGOS)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

FIDELITY(REGISTERED TRADEMARK)
GROWTH COMPANY
FUND

SEMIANNUAL REPORT
MAY 31, 2000

(2_FIDELITY_LOGOS)(registered trademark)

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.

Standard & Poor's, S&P and S&P 500 are registered service marks of The
McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity
Distributors Corporation.

Other third party marks appearing herein are the property of their
respective owners.

All other marks appearing herein are registered or unregistered
trademarks or service marks of FMR Corp. or an affiliated company.

This report is printed on recycled paper using soy-based inks.

PRESIDENT'S MESSAGE

(photo_of_Edward_C_Johnson_3d)

DEAR SHAREHOLDER:

While it's impossible to predict the future direction of the markets
with any degree of certainty, there are certain basic principles that
can help investors plan for their future needs.

Best regards,
Edward C. Johnson 3d

PERFORMANCE: THE BOTTOM LINE

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
CUMULATIVE TOTAL RETURNS

PERIODS ENDED MAY 31, 2000 PAST 6 MONTHS PAST 1 YEAR PAST 5 YEARS PAST 10 YEARS

FIDELITY GROWTH COMPANY 19.16% 61.17% 274.78% 637.80%

Russell 3000(registered 6.89% 24.62% 224.30% 455.28%
trademark) Growth

Growth Funds Average 7.32% 20.08% 172.00% 349.50%

</TABLE>

CUMULATIVE TOTAL RETURNS show the fund's performance in percentage
terms over a set period - in this case, six months, one year, five
years or 10 years. For example, if you had 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 Russell 3000 Growth Index - a market capitalization-weighted
index of growth-oriented stocks of U.S. domiciled corporations. To
measure how the fund's performance stacked up against its peers, you
can compare it to the growth funds average, which reflects the
performance of mutual funds with similar objectives tracked by Lipper
Inc. The past six months average represents a peer group of 1,387
mutual funds. These benchmarks include reinvested dividends and
capital gains, if any, and exclude the effect of sales charges. Lipper
has created new comparison categories that group funds according to
portfolio characteristics and capitalization, as well as by
capitalization only. These averages are listed on page 5 of this
report.*

AVERAGE ANNUAL TOTAL RETURNS

PERIODS ENDED MAY 31, 2000 PAST 1 YEAR PAST 5 YEARS PAST 10 YEARS

FIDELITY GROWTH COMPANY 61.17% 30.24% 22.12%

Russell 3000 Growth 24.62% 26.53% 18.70%

Growth Funds Average 20.08% 21.60% 15.77%

$10,000 OVER 10 YEARS
Growth Company Russell 3000 Growth
00025 RS007
1990/05/31 10000.00 10000.00
1990/06/30 10114.61 10104.62
1990/07/31 9799.43 9991.10
1990/08/31 8782.23 9005.86
1990/09/30 8003.82 8500.74
1990/10/31 8042.02 8508.27
1990/11/30 8901.62 9091.64
1990/12/31 9360.08 9418.68
1991/01/31 10415.47 9921.24
1991/02/28 11088.83 10727.54
1991/03/31 11690.54 11168.45
1991/04/30 11585.48 11111.61
1991/05/31 12201.53 11609.36
1991/06/30 11380.13 11045.00
1991/07/31 12282.71 11632.48
1991/08/31 12812.80 12027.50
1991/09/30 12736.39 11839.83
1991/10/31 12707.74 12042.40
1991/11/30 12234.96 11716.55
1991/12/31 13883.82 13342.01
1992/01/31 14040.06 13095.61
1992/02/29 14159.35 13123.01
1992/03/31 13428.04 12739.97
1992/04/30 13168.71 12781.58
1992/05/31 13153.15 12868.57
1992/06/30 12686.36 12516.69
1992/07/31 13137.59 13066.85
1992/08/31 12779.72 12885.35
1992/09/30 12982.00 13047.84
1992/10/31 13682.18 13264.96
1992/11/30 14589.83 13884.28
1992/12/31 14986.60 14038.73
1993/01/31 15350.57 13900.72
1993/02/28 14921.61 13643.20
1993/03/31 15453.74 13912.02
1993/04/30 15285.41 13363.41
1993/05/31 16143.35 13854.66
1993/06/30 16203.08 13739.08
1993/07/31 15942.44 13524.54
1993/08/31 16594.04 14086.68
1993/09/30 17061.02 14029.66
1993/10/31 17294.51 14421.25
1993/11/30 16784.09 14282.56
1993/12/31 17412.86 14557.21
1994/01/31 17977.70 14898.12
1994/02/28 17689.00 14645.22
1994/03/31 16864.99 13919.90
1994/04/30 17063.47 13982.06
1994/05/31 16967.24 14146.26
1994/06/30 16185.34 13712.20
1994/07/31 16558.25 14154.31
1994/08/31 17400.29 14967.47
1994/09/30 17051.45 14789.22
1994/10/31 17604.79 15119.00
1994/11/30 16991.30 14622.96
1994/12/31 17025.52 14877.92
1995/01/31 16838.15 15132.87
1995/02/28 17537.66 15773.43
1995/03/31 18224.68 16234.89
1995/04/30 19011.62 16579.06
1995/05/31 19686.15 17122.70
1995/06/30 21147.62 17833.12
1995/07/31 22721.51 18639.77
1995/08/31 23002.57 18682.07
1995/09/30 23652.11 19492.83
1995/10/31 23520.95 19405.50
1995/11/30 23995.62 20169.86
1995/12/31 23769.84 20318.48
1996/01/31 24345.42 20912.47
1996/02/29 24912.06 21350.64
1996/03/31 25103.13 21417.07
1996/04/30 25880.60 22090.17
1996/05/31 26592.19 22900.41
1996/06/30 26229.81 22767.37
1996/07/31 24622.15 21283.69
1996/08/31 25201.96 21933.50
1996/09/30 26921.62 23482.76
1996/10/31 27040.22 23508.10
1996/11/30 28687.41 25165.23
1996/12/31 27764.69 24764.73
1997/01/31 29393.52 26392.76
1997/02/28 28781.73 26081.64
1997/03/31 27008.22 24632.02
1997/04/30 28018.71 26100.02
1997/05/31 30108.43 28148.94
1997/06/30 31249.52 29260.51
1997/07/31 33930.41 31744.24
1997/08/31 32665.58 30147.51
1997/09/30 34239.74 31725.59
1997/10/31 32266.88 30475.70
1997/11/30 32885.55 31561.60
1997/12/31 33014.48 31882.20
1998/01/31 33275.96 32702.48
1998/02/28 36062.43 35201.51
1998/03/31 37240.14 36611.58
1998/04/30 37055.40 37091.73
1998/05/31 35592.89 35886.32
1998/06/30 37825.14 37919.97
1998/07/31 37848.23 37410.41
1998/08/31 31451.67 31548.12
1998/09/30 34669.20 34030.30
1998/10/31 36516.58 36690.05
1998/11/30 38656.46 39484.99
1998/12/31 42004.31 43046.14
1999/01/31 44674.21 45529.86
1999/02/28 43022.07 43296.54
1999/03/31 45786.71 45524.73
1999/04/30 46309.75 45856.63
1999/05/31 45778.41 44557.17
1999/06/30 50161.97 47619.45
1999/07/31 50751.43 46108.20
1999/08/31 53175.68 46681.56
1999/09/30 52162.81 45827.88
1999/10/31 55450.48 49128.87
1999/11/30 61917.91 51948.39
1999/12/31 75387.66 57606.83
2000/01/31 78257.58 55060.78
2000/02/29 99362.07 58500.59
2000/03/31 89547.08 61809.09
2000/04/30 80184.39 58629.57
2000/05/31 73779.77 55528.30
IMATRL PRASUN SHR__CHT 20000531 20000619 120414 R00000000000123

$10,000 OVER 10 YEARS: Let's say hypothetically that $10,000 was
invested in Fidelity Growth Company Fund on May 31, 1990. As the chart
shows, by May 31, 2000, the value of the investment would have grown
to $73,780 - a 637.80% increase on the initial investment. For
comparison, look at how the Russell 3000 Growth Index did over the
same period. With dividends and capital gains, if any, reinvested, the
same $10,000 would have grown to $55,528 - a 455.28% increase.

(checkmark)UNDERSTANDING
PERFORMANCE

* THE LIPPER MULTI-CAP GROWTH FUNDS AVERAGE REFLECTS THE PERFORMANCE
(EXCLUDING SALES CHARGES) OF MUTUAL FUNDS WITH SIMILAR PORTFOLIO
CHARACTERISTICS AND CAPITALIZATION. THE LIPPER MULTI-CAP SUPERGROUP
AVERAGE REFLECTS THE PERFORMANCE (EXCLUDING SALES CHARGES) OF MUTUAL
FUNDS WITH SIMILAR CAPITALIZATION. AS OF MAY 31, 2000, THE SIX MONTH,
ONE YEAR, FIVE YEAR, AND 10 YEAR CUMULATIVE TOTAL RETURNS FOR THE
MULTI-CAP GROWTH FUNDS AVERAGE WERE 13.01%, 40.45%, 214.24%, AND
426.94%, RESPECTIVELY; AND THE ONE YEAR, FIVE YEAR, AND 10 YEAR
AVERAGE ANNUAL TOTAL RETURNS WERE 40.45%, 25.26%, AND 17.71%,
RESPECTIVELY. THE SIX MONTH, ONE YEAR, FIVE YEAR, AND 10 YEAR
CUMULATIVE TOTAL RETURNS FOR THE MULTI-CAP SUPERGROUP AVERAGE WERE
7.79%, 17.37%, 152.79%, AND 322.52%, RESPECTIVELY; AND THE ONE YEAR,
FIVE YEAR, AND 10 YEAR AVERAGE ANNUAL TOTAL RETURNS WERE 17.37%,
19.72%, AND 15.05%, RESPECTIVELY.

FUND TALK: THE MANAGER'S OVERVIEW

MARKET RECAP

(photograph of Steven Wymer)

An interview with Steven Wymer, Portfolio Manager of Fidelity Growth
Company Fund

Q. HOW DID THE FUND PERFORM, STEVE?

A. For the six-month period that ended May 31, 2000, the fund returned
19.16%, more than doubling the 6.89% return for the Russell 3000
Growth Index. The fund also outpaced the 7.32% return for the growth
funds average tracked by Lipper Inc. For the 12 months that ended May
31, 2000, the fund posted a total return of 61.17%, beating both the
Russell 3000 Growth Index and the Lipper peer group, which returned
24.62% and 20.08%, respectively.

Q. WHAT FACTORS CONTRIBUTED TO THE FUND'S OUTSTANDING PERFORMANCE?

A. The primary contributor was strong stock selection in the
technology and health sectors. The fund's focus on more aggressive
stocks in the faster-growing subsectors of technology particularly
benefited performance during the first half of the period, but
hampered the fund's return somewhat during the pullback in technology
stocks during the latter half of the period. However, the gains made
by several of the fund's technology holdings - such as Network
Appliance, Ciena and National Semiconductor - early on more than
offset the declines experienced during the second half of the period.
In the health arena, the fund's focus on faster-growing biotechnology,
genomic and drug discovery companies helped it outperform the
benchmark.

Q. THE FUND'S HOLDINGS IN HEALTH DECLINED TO 14.3% OF NET ASSETS AT
THE END OF THE PERIOD, FROM 18.2% SIX MONTHS AGO. WHAT WAS YOUR
STRATEGY THERE?

A. The fund was well-positioned going into the period, but its
holdings in the genomic and drug discovery areas moved too high, too
fast for my liking in the middle of the period. Additionally, with the
area having become overheated, a flurry of new issues and additional
stock supply entered the market, ultimately putting pressure on prices
for the sector as a whole. As a result, valuations in the sector
crashed. Before, during and after this pullback, I took some profits
in the fund's holdings while becoming more selective in the health
sector. At the end of the period, I hadn't yet redeployed the assets
back into the sector from earlier profit-taking.

Q. COMPARED TO THE INDEX, THE FUND REMAINED SLIGHTLY OVERWEIGHTED IN
TECHNOLOGY, WHICH SUFFERED A SUBSTANTIAL CORRECTION IN THE FINAL
MONTHS OF THE PERIOD. HOW DID YOU HANDLE THIS DOWNTURN?

A. I tried to get more selective as tech-
nology stocks ran up earlier in the period. Later on when the market
turned, I added to some areas where the fundamentals of certain
companies looked solid, such as communications semiconductors, which I
discuss in my callout box on page 8.

Q. WHAT OTHER STRATEGIES HELPED THE FUND'S PERFORMANCE?

A. My decision to remain overweighted in selected utilities stocks was
beneficial, allowing the fund to strongly outperform the index's
utilities sector holdings. Positions that performed well for the fund
included Vodafone AirTouch and Nextel, both of which benefited from
industry consolidation and robust demand for wireless communications.

Q. WHAT STOCKS WERE KEY CONTRIBUTORS?

A. Network Appliance, a leader in the network storage area, benefited
from the trend to centralize and simplify data storage. National
Semiconductor, an analog semiconductor company, refocused itself and
added new products, a move that was positively received by investors.
PE Corp. - Celera, a leader in genomics information, benefited from
surging interest in sequencing the human genome, or genetic code.

Q. WHAT STOCKS WERE DISAPPOINTMENTS?

A. Microsoft was one of the fund's most significant detractors.
Setbacks in the company's ongoing defense of antitrust litigation
brought by the federal government hampered the stock's return. Novell,
a software company in transition, stumbled after it reported a
shortfall in sales and earnings.

Q. WHAT'S YOUR OUTLOOK?

A. Toward the end of the period, I thought the market's valuations
were relatively OK, while sentiment was favorable and investors
appeared to be cautious. Additionally, it appeared there was evidence
that the U.S. economy was slowing, which could put an end to increases
in interest rates by the Federal Reserve Board. With this in mind, it
will be important to focus on the fundamentals of companies to see
which ones can perform in a potentially slower U.S. economy.

(checkmark)FUND FACTS

GOAL: to increase the value of
the fund's shares over the
long term by investing in
stocks of companies with
above-average growth
potential

FUND NUMBER: 025

TRADING SYMBOL: FDGRX

START DATE: January 17,
1983

SIZE: as of May 31, 2000,
more than $29.7 billion

MANAGER: Steven Wymer,
since 1997; manager,
Fidelity Dividend Growth
Fund, 1995-1997; several
Fidelity Select Portfolios,
1990-1994; joined Fidelity
in 1989

STEVE WYMER ON
COMMUNICATIONS
SEMICONDUCTORS:

"Access to the Internet during the
past decade has been primarily
gained through the use of
personal computers. Now, in
addition to PC-based wire-line
communication, we're seeing
growth in wireless Internet
access. A number of factors
highlight this trend. First, the
number of wireless users is
growing at a rapid pace, adding to
the steady growth of wire-line
users. Second, there is increased
demand among wireless users for
faster transmission speeds.
Further, the demand for intense
computational ability is increasing,
as additional processes - such
as security - need to be executed
to proper standards.

"That said, a key enabler of wireless
transmission of information is
communications semiconductors.
As the growth of the Internet
accelerates, companies
specializing in delivering new
semiconductor products - such
as Texas Instruments, National
Semiconductor, Agilent, Xilinx and
Analog Devices - are among those
that could benefit most from this
expansion.

"Further accelerating this demand for
communications semiconductors is
the growing number of
communications equipment
companies - such as Ericsson, Nortel
and Cisco - that are buying
communications semiconductors from
other companies to speed up time to
market of their own products. Time to
market is critical for communications
equipment manufacturers because
product cycles are increasingly
getting shorter."

INVESTMENT CHANGES

<TABLE>
<CAPTION>
<S> <C> <C>
TOP TEN STOCKS AS OF MAY 31,
2000

% OF FUND'S NET ASSETS % OF FUND'S NET ASSETS 6
MONTHS AGO

Cisco Systems, Inc. 3.9 2.8

Network Appliance, Inc. 3.2 2.4

Sepracor, Inc. 2.2 1.4

Texas Instruments, Inc. 2.1 0.8

National Semiconductor Corp. 2.0 2.7

Microsoft Corp. 2.0 3.0

Fannie Mae 1.5 1.3

General Electric Co. 1.5 1.7

Wal-Mart Stores, Inc. 1.5 1.4

Agilent Technologies, Inc. 1.3 0.6

21.2 18.1

TOP FIVE MARKET SECTORS AS OF
MAY 31, 2000

% OF FUND'S NET ASSETS % OF FUND'S NET ASSETS 6
MONTHS AGO

Technology 44.1 41.4

Health 14.3 18.2

Finance 8.7 6.2

Utilities 5.4 4.7

Nondurables 4.3 3.4

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
ASSET ALLOCATION (% OF FUND'S
NET ASSETS)

AS OF MAY 31, 2000 * AS OF NOVEMBER 30, 1999 **

Stocks 98.1% Stocks 97.8%

Short-Term Investments and Short-Term Investments and
Net Other Assets 1.9% Net Other Assets 2.2%

* FOREIGN INVESTMENTS 6.9% ** FOREIGN INVESTMENTS 8.7%

Row: 1, Col: 1, Value: 98.09999999999999 Row: 1, Col: 1, Value: 97.8
Row: 1, Col: 2, Value: 0.0 Row: 1, Col: 2, Value: 0.0
Row: 1, Col: 3, Value: 0.0 Row: 1, Col: 3, Value: 0.0
Row: 1, Col: 4, Value: 0.0 Row: 1, Col: 4, Value: 0.0
Row: 1, Col: 5, Value: 0.0 Row: 1, Col: 5, Value: 0.0
Row: 1, Col: 6, Value: 0.0 Row: 1, Col: 6, Value: 0.0
Row: 1, Col: 7, Value: 0.0 Row: 1, Col: 7, Value: 0.0
Row: 1, Col: 8, Value: 1.9 Row: 1, Col: 8, Value: 2.2

</TABLE>

INVESTMENTS MAY 31, 2000 (UNAUDITED)

Showing Percentage of Net Assets

<TABLE>
<CAPTION>
<S> <C> <C> <C>
COMMON STOCKS - 98.1%

SHARES VALUE (NOTE 1) (000S)

AEROSPACE & DEFENSE - 0.3%

AEROSPACE & DEFENSE - 0.2%

Boeing Co. 1,325,000 $ 51,758

DEFENSE ELECTRONICS - 0.1%

REMEC, Inc. (a) 653,000 22,161

TOTAL AEROSPACE & DEFENSE 73,919

BASIC INDUSTRIES - 2.5%

CHEMICALS & PLASTICS - 1.9%

Dow Chemical Co. 700,000 74,944

E.I. du Pont de Nemours and 845,973 41,453
Co.

IMC Global, Inc. 1,025,000 15,759

Minerals Technologies, Inc. 2,115,000 97,819
(c)

Pharmacia Corp. 2,330,500 121,040

Sealed Air Corp. (a) 1,375,000 77,000

Union Carbide Corp. 2,347,700 128,390

556,405

METALS & MINING - 0.3%

Alcoa, Inc. 650,000 37,984

Freeport-McMoRan Copper & 2,075,000 19,064
Gold, Inc. Class B (a)

Inco Ltd. (a) 3,150,000 50,518

107,566

PACKAGING & CONTAINERS - 0.3%

Tupperware Corp. (c) 3,637,700 80,257

PAPER & FOREST PRODUCTS - 0.0%

Kimberly-Clark Corp. 175,600 10,624

TOTAL BASIC INDUSTRIES 754,852

CONSTRUCTION & REAL ESTATE -
0.3%

ENGINEERING - 0.3%

Fluor Corp. 3,013,968 97,954

DURABLES - 2.4%

AUTOS, TIRES, & ACCESSORIES -
0.3%

AutoZone, Inc. (a) 2,975,000 83,300

CONSUMER DURABLES - 0.5%

Minnesota Mining & 1,760,000 150,920
Manufacturing Co.

CONSUMER ELECTRONICS - 0.7%

Gemstar International Group 1,805,000 76,600
Ltd. (a)

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

DURABLES - CONTINUED

CONSUMER ELECTRONICS -
CONTINUED

General Motors Corp. Class H 225,000 $ 22,148
(a)

Sony Corp. sponsored ADR 1,250,000 113,984

212,732

TEXTILES & APPAREL - 0.9%

NIKE, Inc. Class B 4,792,000 205,457

Timberland Co. Class A (a) 668,300 49,371

254,828

TOTAL DURABLES 701,780

ENERGY - 2.6%

ENERGY SERVICES - 1.8%

Baker Hughes, Inc. 3,977,500 144,184

Diamond Offshore Drilling, 1,000,000 40,875
Inc.

Halliburton Co. 1,900,000 96,900

Schlumberger Ltd. 2,252,700 165,714

Transocean Sedco Forex, Inc. 1,903,170 93,612

541,285

OIL & GAS - 0.8%

Anadarko Petroleum Corp. 1,389,600 73,736

Apache Corp. 275,000 16,741

Conoco, Inc. Class B 675,629 19,255

Devon Energy Corp. 425,000 25,420

EOG Resources, Inc. 1,450,000 47,125

Tosco Corp. 2,050,000 62,781

245,058

TOTAL ENERGY 786,343

FINANCE - 8.7%

BANKS - 1.5%

Bank One Corp. 5,025,000 166,139

State Street Corp. 815,900 90,973

Synovus Finanical Corp. 1,583,500 31,670

U.S. Bancorp 1,975,400 51,360

Wells Fargo & Co. 2,147,800 97,188

437,330

CREDIT & OTHER FINANCE - 0.8%

American Express Co. 3,172,548 170,723

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

FINANCE - CONTINUED

CREDIT & OTHER FINANCE -
CONTINUED

Citigroup, Inc. 712,648 $ 44,318

NextCard, Inc. 2,195,000 21,264

236,305

FEDERAL SPONSORED CREDIT - 2.1%

Fannie Mae 7,624,300 458,411

Freddie Mac 4,200,400 186,918

645,329

INSURANCE - 3.6%

Allmerica Financial Corp. 1,423,161 82,099

American International Group, 2,902,500 326,713
Inc.

CIGNA Corp. 3,100,000 275,319

MetLife, Inc. 10,075,000 206,538

MONY Group, Inc. 635,600 23,557

The Chubb Corp. 2,150,000 150,500

1,064,726

SAVINGS & LOANS - 0.1%

Net.B@nk, Inc. (a)(c) 2,285,000 24,135

SECURITIES INDUSTRY - 0.6%

Charles Schwab Corp. 1,458,375 41,928

E*Trade Group, Inc. (a) 384,000 5,976

Nomura Securities Co. Ltd. 6,182,000 141,673

189,577

TOTAL FINANCE 2,597,402

HEALTH - 14.3%

DRUGS & PHARMACEUTICALS - 11.3%

Abgenix, Inc. (a) 1,785,600 141,062

Allergan, Inc. 500,000 34,344

Alpharma, Inc. Class A 485,000 24,008

American Home Products Corp. 1,000,000 53,875

Amgen, Inc. (a) 1,625,000 103,391

Biogen, Inc. (a) 794,540 43,302

Bristol-Myers Squibb Co. 3,464,200 190,748

Celgene Corp. (a) 1,946,700 71,541

Chiron Corp. (a) 1,900,000 72,081

CV Therapeutics, Inc. (a) 335,000 13,903

EntreMed, Inc. (a) 100,000 2,175

Genentech, Inc. 1,270,200 136,388

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

HEALTH - CONTINUED

DRUGS & PHARMACEUTICALS -
CONTINUED

Genzyme Corp. - General 475,000 $ 26,986
Division

Gilead Sciences, Inc. (a) 1,675,000 91,602

Glaxo Wellcome PLC sponsored 1,000,000 56,313
ADR

Human Genome Sciences, Inc. 1,517,505 133,161
(a)

ICN Pharmaceuticals, Inc. 600,000 20,888

IDEC Pharmaceuticals Corp. (a) 1,571,388 100,274

Immunex Corp. (a) 1,709,200 44,226

Medimmune, Inc. (a) 217,600 33,810

Merck & Co., Inc. 1,044,800 77,968

Millennium Pharmaceuticals, 1,329,240 111,158
Inc. (a)

Mylan Laboratories, Inc. 5,900,000 158,194

PE Corp. - Celera Genomics 4,367,350 242,934
Group (a)(c)

Pfizer, Inc. 3,435,000 153,072

QLT, Inc. (a)(c) 5,464,500 268,387

Schering-Plough Corp. 2,228,000 107,780

Sepracor, Inc. (a)(c) 6,917,760 661,511

SmithKline Beecham PLC 341,200 21,560
sponsored ADR

Teva Pharmaceutical 1,050,000 56,569
Industries Ltd. ADR

Warner-Lambert Co. 100,000 12,213

Watson Pharmaceuticals, Inc. 2,175,000 95,972
(a)

XOMA Ltd. (a) 666 2

3,361,398

MEDICAL EQUIPMENT & SUPPLIES
- 2.4%

Abbott Laboratories 4,300,000 174,956

Baxter International, Inc. 1,730,000 115,045

Cardinal Health, Inc. 498,305 32,328

Guidant Corp. (a) 1,275,000 64,547

Johnson & Johnson 1,115,350 99,824

Medtronic, Inc. 3,399,964 175,523

MiniMed, Inc. (a) 300,000 35,850

Novoste Corp. (a) 189,500 7,165

705,238

MEDICAL FACILITIES MANAGEMENT
- 0.6%

Express Scripts, Inc. Class A 635,300 34,068
(a)

Health Management Associates, 2,900,000 34,256
Inc. Class A (a)

HEALTHSOUTH Corp. (a) 6,050,000 38,947

Laboratory Corp. of America 335,000 24,078
Holdings

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

HEALTH - CONTINUED

MEDICAL FACILITIES MANAGEMENT
- CONTINUED

Quest Diagnostics, Inc. (a) 450,000 $ 30,094

UnitedHealth Group, Inc. 308,200 22,980

184,423

TOTAL HEALTH 4,251,059

INDUSTRIAL MACHINERY &
EQUIPMENT - 3.5%

ELECTRICAL EQUIPMENT - 2.8%

Adaptive Broadband Corp. 3,476,900 92,138
(a)(c)

Adtran, Inc. (a) 425,000 26,191

ANTEC Corp. (a)(c) 2,252,000 113,163

General Electric Co. 8,475,000 445,997

Research in Motion Ltd. (a)(c) 5,017,200 161,596

Telaxis Communications Corp. 470,000 12,044

851,129

INDUSTRIAL MACHINERY &
EQUIPMENT - 0.7%

Caterpillar, Inc. 975,000 37,294

Deere & Co. 3,875,000 161,055

198,349

TOTAL INDUSTRIAL MACHINERY & 1,049,478
EQUIPMENT

MEDIA & LEISURE - 3.7%

BROADCASTING - 2.0%

Adelphia Communications Corp. 841,300 35,650
Class A (a)

AT&T Corp. - Liberty Media 2,650,000 117,428
Group Class A (a)

Cablevision Systems Corp. 505,700 31,669
Class A (a)

Charter Communications, Inc. 1,200,000 14,625

EchoStar Communications Corp. 2,799,000 111,785
Class A (a)

Infinity Broadcasting Corp. 299,000 9,456
Class A (a)

MediaOne Group, Inc. (a) 765,500 51,145

Netro Corp. 500,000 14,938

NTL, Inc. (a) 476,563 28,147

Time Warner, Inc. 408,767 32,267

TiVo, Inc. 865,400 16,767

TV Guide, Inc. Class A (a) 2,645,000 68,067

USA Networks, Inc. (a) 2,701,000 51,150

583,094

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

MEDIA & LEISURE - CONTINUED

ENTERTAINMENT - 1.0%

News Corp. Ltd. sponsored ADR 2,225,000 $ 101,377

Viacom, Inc. Class B 539,969 33,478
(non-vtg.) (a)

Walt Disney Co. 4,061,500 171,345

306,200

LEISURE DURABLES & TOYS - 0.1%

Callaway Golf Co. 2,550,000 46,219

RESTAURANTS - 0.6%

McDonald's Corp. 4,400,000 157,575

Starbucks Corp. (a) 379,600 12,906

170,481

TOTAL MEDIA & LEISURE 1,105,994

NONDURABLES - 4.3%

BEVERAGES - 1.2%

The Coca-Cola Co. 6,757,000 360,655

FOODS - 1.0%

Archer-Daniels-Midland Co. 10,753,543 128,370

ConAgra, Inc. 3,100,000 71,494

PepsiCo, Inc. 1,663,500 67,684

Quaker Oats Co. 281,800 20,730

Sara Lee Corp. 950,000 17,100

Tyson Foods, Inc. Class A 700,000 6,913

312,291

HOUSEHOLD PRODUCTS - 1.8%

Avon Products, Inc. 3,365,000 139,017

Clorox Co. 481,600 19,083

Colgate-Palmolive Co. 1,475,000 77,622

Gillette Co. 3,979,596 132,819

Procter & Gamble Co. 2,477,800 164,774

533,315

TOBACCO - 0.3%

Philip Morris Companies, Inc. 3,358,400 87,738

TOTAL NONDURABLES 1,293,999

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

PRECIOUS METALS - 0.3%

Barrick Gold Corp. 2,221,800 $ 40,680

Newmont Mining Corp. 1,825,000 42,089

82,769

RETAIL & WHOLESALE - 3.1%

APPAREL STORES - 0.0%

Gap, Inc. 192,825 6,761

DRUG STORES - 0.1%

CVS Corp. 614,890 26,748

GENERAL MERCHANDISE STORES -
2.0%

Costco Wholesale Corp. (a) 360,800 11,523

Target Corp. 2,325,000 145,748

Wal-Mart Stores, Inc. 7,501,200 432,257

589,528

GROCERY STORES - 0.4%

Safeway, Inc. (a) 2,840,200 131,004

RETAIL & WHOLESALE,
MISCELLANEOUS - 0.6%

Bed Bath & Beyond, Inc. (a) 159,600 5,875

Drugstore.com, Inc. 615,000 3,690

Home Depot, Inc. 1,591,150 77,668

Lowe's Companies, Inc. 1,150,200 53,556

RadioShack Corp. 189,800 8,055

Staples, Inc. (a) 1,617,068 23,852

172,696

TOTAL RETAIL & WHOLESALE 926,737

SERVICES - 1.4%

ADVERTISING - 0.3%

TMP Worldwide, Inc. (a) 1,605,300 88,693

SERVICES - 1.1%

Caremark Rx, Inc. (a) 1,110,500 6,732

CheckFree Holdings Corp. 4,264,700 178,318
(a)(c)

Convergys Corp. (a) 2,975,000 133,689

MarchFirst, Inc. (a) 219,000 4,134

Per-Se Technologies, Inc. 38,410 0
warrants 7/8/03 (a)

322,873

TOTAL SERVICES 411,566

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - 44.1%

COMMUNICATIONS EQUIPMENT - 9.5%

3Com Corp. 1,255,000 $ 52,475

Aspect Communications Corp. 2,657,520 106,633
(a)(c)

AudioCodes Ltd. 505,000 36,897

Ciena Corp. (a) 1,357,500 162,476

Cisco Systems, Inc. (a) 20,162,200 1,147,967

Comverse Technology, Inc. (a) 616,500 56,333

Corning, Inc. 1,125,000 217,617

Inter-Tel, Inc. 495,000 7,085

Lucent Technologies, Inc. 5,375,490 308,419

Metricom, Inc. (a)(c) 2,140,700 47,631

Natural MicroSystems Corp. 1,575,900 101,449
(a)(c)

Next Level Communications, 756,000 38,651
Inc.

Nokia AB sponsored ADR 2,780,000 144,560

Nortel Networks Corp. 2,751,400 146,625

Oni Systems Corp. 16,100 403

P-Com, Inc. (a) 665,000 4,884

Sonus Networks, Inc. 857,900 62,573

Telefonaktiebolaget LM 8,750,000 179,375
Ericsson sponsored ADR

2,822,053

COMPUTER SERVICES & SOFTWARE
- 11.5%

Adobe Systems, Inc. 1,168,700 131,552

Aether Systems, Inc. 1,011,100 138,963

Affiliated Computer Services, 435,000 14,817
Inc. Class A (a)

Amazon.com, Inc. (a) 1,675,000 80,923

America Online, Inc. (a) 4,975,000 263,675

Apropos Technology, Inc. 319,700 3,437

Automatic Data Processing, 375,800 20,646
Inc.

AVT Corp. (a) 595,000 5,392

Be, Inc. 275,000 1,169

BEA Systems, Inc. (a) 8,432,272 304,616

BroadVision, Inc. (a) 2,548,231 91,259

Cadence Design Systems, Inc. 1,350,000 21,600
(a)

Cambridge Technology 100,000 806
Partners, Inc. (a)

Cerner Corp. (a) 275,000 6,273

Citrix Systems, Inc. (a) 3,020,000 158,928

Clarent Corp. (c) 3,120,800 132,244

CMGI, Inc. (a) 400,000 19,125

CNET Networks, Inc. (a) 1,449,600 49,921

Computer Sciences Corp. (a) 200,000 19,188

Covad Communications Group, 300,000 7,088
Inc. (a)

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

COMPUTER SERVICES & SOFTWARE
- CONTINUED

Cysive, Inc. 850,000 $ 21,463

DST Systems, Inc. (a) 299,300 22,466

E.piphany, Inc. 160,000 12,500

eBay, Inc. (a) 420,000 26,276

ebenX, Inc. 50,000 809

Electronic Arts, Inc. (a) 620,000 39,603

Eloquent, Inc. 430,900 3,043

Healtheon/Web Maryland Corp. 1,525,000 22,303
(a)

HearMe, Inc. 560,000 3,395

i2 Technologies, Inc. (a) 350,000 37,231

InfoSpace.com, Inc. (a) 200,000 8,675

Interact Commerce Corp. (c) 1,962,220 29,433

Internap Network Services 100,000 2,863
Corp.

Intuit, Inc. (a) 577,200 20,924

Liberate Technologies 445,000 10,374

Microsoft Corp. (a) 9,625,000 602,164

Multex.com, Inc. (a) 735,000 10,060

National Information 275,000 4,091
Consortium, Inc.

National Instrument Corp. (a) 730,000 26,554

NetZero, Inc. 1,825,500 14,490

New Era of Networks, Inc. 2,220,700 47,467
(a)(c)

Novell, Inc. (a) 7,410,000 61,596

Oracle Corp. (a) 1,880,000 135,125

Portal Software, Inc. 550,000 22,138

Priceline.com, Inc. (a) 425,000 16,203

Proxicom, Inc. 861,000 39,498

Puma Technology, Inc. (a) 1,997,876 43,953

RealNetworks, Inc. (a) 2,300,000 83,519

Redback Networks, Inc. 275,000 23,066

Shared Medical Systems Corp. 215,000 15,614

Software.com, Inc. 491,500 41,409

SunGard Data Systems, Inc. (a) 1,725,000 58,542

Symantec Corp. (a) 2,065,000 135,774

TIBCO Software, Inc. 570,100 31,712

Usinternetworking, Inc. (a) 203,750 3,655

VERITAS Software Corp. (a) 284,400 33,133

Vertel Corp. (a) 105,000 1,240

Vignette Corp. (a) 4,074,700 112,309

Visual Networks, Inc. (a) 862,800 42,816

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

COMPUTER SERVICES & SOFTWARE
- CONTINUED

Vitria Technology, Inc. 1,148,508 $ 40,198

Yahoo!, Inc. (a) 470,270 53,170

3,432,476

COMPUTERS & OFFICE EQUIPMENT
- 6.6%

Brocade Communications 574,400 67,743
Systems, Inc.

Compaq Computer Corp. 275,000 7,219

Concurrent Computer Corp. (a) 1,180,000 10,030

Dell Computer Corp. (a) 3,445,200 148,574

Digital River, Inc. (a) 150,000 1,678

EMC Corp. (a) 325,000 37,802

FileNET Corp. (a)(c) 2,990,100 62,792

Juniper Networks, Inc. 652,200 114,257

Lexmark International Group, 823,000 57,404
Inc. Class A (a)

Network Appliance, Inc. (a) 14,509,908 936,796

Proxim, Inc. (a)(c) 1,127,600 98,454

Safeguard Scientifics, Inc. 480,000 15,450
(a)

SanDisk Corp. (a) 909,200 52,847

Seagate Technology, Inc. (a) 2,085,000 120,930

Silicon Graphics, Inc. (a)(c) 10,976,600 72,720

Softbank Corp. 213,700 32,715

Softbank Corp. New 427,400 64,043

Xerox Corp. 2,003,400 54,342

1,955,796

ELECTRONIC INSTRUMENTS - 3.8%

Agilent Technologies, Inc. 5,442,300 400,689

Applied Materials, Inc. (a) 405,200 33,834

Novellus Systems, Inc. (a) 300,000 14,456

PE Corp. - Biosystems Group 6,872,800 381,440

Tektronix, Inc. 1,995,000 106,733

Thermo Electron Corp. (a) 5,969,245 110,804

Trimble Navigation Ltd. (a) 885,000 39,106

Varian, Inc. (a) 1,361,600 48,082

1,135,144

ELECTRONICS - 12.7%

Advanced Micro Devices, Inc. 950,000 77,366
(a)

Altera Corp. (a) 1,035,000 88,881

Analog Devices, Inc. (a) 2,080,000 160,160

Applied Micro Circuits Corp. 850,000 84,363
(a)

Conexant Systems, Inc. (a) 2,725,000 102,528

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

ELECTRONICS - CONTINUED

Harmonic, Inc. (a) 2,765,000 $ 123,561

Infineon Technologies AG (a) 279,500 18,010

Intel Corp. 2,858,400 356,407

Intersil Holding Corp. Class A 103,100 4,034

JDS Uniphase Corp. (a) 3,606,736 317,393

Linear Technology Corp. 510,800 30,169

LSI Logic Corp. (a) 2,470,000 130,138

Maxim Integrated Products, 330,400 20,960
Inc. (a)

Micron Technology, Inc. (a) 4,800,000 335,700

MIPS Technologies, Inc. Class 274,500 6,897
A (a)

Motorola, Inc. 1,660,985 155,717

National Semiconductor Corp. 11,203,100 602,167
(a)(c)

PMC-Sierra, Inc. (a) 280,000 42,910

QLogic Corp. (a) 503,600 24,739

S3, Inc. (a)(c) 4,614,300 73,829

SDL, Inc. (a) 50,000 11,328

Texas Instruments, Inc. 8,766,000 633,344

Tyco International Ltd. 1,374,916 64,707

Vitesse Semiconductor Corp. 384,700 19,475
(a)

Xilinx, Inc. (a) 3,925,000 298,791

3,783,574

TOTAL TECHNOLOGY 13,129,043

TRANSPORTATION - 1.2%

AIR TRANSPORTATION - 1.2%

AMR Corp. 1,373,300 39,139

Delta Air Lines, Inc. 1,050,000 54,009

Northwest Airlines Corp. 241,100 6,856
Class A (a)

Ryanair Holdings PLC 722,400 29,257
sponsored ADR (a)

SkyWest, Inc. (c) 1,679,700 64,039

Southwest Airlines Co. 6,686,775 128,302

UAL Corp. 755,300 38,898

360,500

UTILITIES - 5.4%

CELLULAR - 1.6%

AT&T Corp. - Wireless Group 1,000,000 28,563

China Telecom (Hong Kong) 360,000 52,920
Ltd. sponsored ADR (a)

Nextel Communications, Inc. 947,300 87,744
Class A (a)

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

UTILITIES - CONTINUED

CELLULAR - CONTINUED

QUALCOMM, Inc. (a) 480,000 $ 31,860

Sprint Corp. - PCS Group 2,100,000 116,550
Series 1 (a)

Vodafone AirTouch PLC 29,482,300 135,066

Vodafone AirTouch PLC 427,660 19,592
sponsored ADR

472,295

ELECTRIC UTILITY - 0.9%

AES Corp. (a) 2,165,000 188,896

Montana Power Co. 1,955,000 73,923

262,819

GAS - 0.5%

Enron Corp. 2,267,474 165,242

TELEPHONE SERVICES - 2.4%

Allegiance Telecom, Inc. (a) 1,350,000 71,381

Deltathree.com, Inc. 115,400 772

iBasis, Inc. (c) 2,045,200 28,761

ITXC Corp. (c) 2,183,600 73,151

Level 3 Communications, Inc. 3,260,000 248,779
(a)

Metromedia Fiber Network, 4,225,400 130,723
Inc. Class A (a)

Net2Phone, Inc. (c) 1,702,900 50,236

Qwest Communications 1,307,880 55,340
International, Inc. (a)

RCN Corp. 1,618,800 37,334

TeraBeam Networks (d) 26,033 390

WorldCom, Inc. (a) 426,535 16,048

712,915

TOTAL UTILITIES 1,613,271

TOTAL COMMON STOCKS 29,236,666
(Cost $22,402,360)

CASH EQUIVALENTS - 2.9%

SHARES VALUE (NOTE 1) (000S)

Central Cash Collateral Fund, 224,856,025 $ 224,856
6.54% (b)

Taxable Central Cash Fund, 603,227,669 603,228
6.37% (b)

MATURITY AMOUNT (000S)

Investments in repurchase $ 21,866 21,862
agreements (U.S. Treasury
Obligations), in a joint
trading account at 6%, dated
5/31/00 due 6/1/00

TOTAL CASH EQUIVALENTS 849,946
(Cost $849,946)

TOTAL INVESTMENT PORTFOLIO - 30,086,612
101.0%
(Cost $23,252,306)

NET OTHER ASSETS - (1.0)% (296,976)

NET ASSETS - 100% $ 29,789,636

</TABLE>

LEGEND

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at
period end.

(d) Restricted securities - Investment in securities not registered
under the Securities Act of 1933.

Additional information on each holding
is as follows:

SECURITY ACQUISITION DATE ACQUISITION COST (000S)

TeraBeam Networks 4/7/00 $ 390

INCOME TAX INFORMATION

At May 31, 2000, the aggregate cost of investment securities for
income tax purposes was $23,382,702,000. Net unrealized appreciation
aggregated $6,703,910,000, of which $9,590,654,000 related to
appreciated investment securities and $2,886,744,000 related to
depreciated investment securities.

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES
AMOUNTS IN THOUSANDS (EXCEPT
PER-SHARE AMOUNT)
MAY 31, 2000 (UNAUDITED)

ASSETS

Investment in securities, at $ 30,086,612
value (including repurchase
agreements of $21,862) (cost
$23,252,306) - See
accompanying schedule

Receivable for investments 87,556
sold

Receivable for fund shares 49,630
sold

Dividends receivable 10,754

Interest receivable 3,214

Other receivables 7,006

TOTAL ASSETS 30,244,772

LIABILITIES

Payable for investments $ 162,954
purchased

Payable for fund shares 43,752
redeemed

Accrued management fee 17,083

Other payables and accrued 6,491
expenses

Collateral on securities 224,856
loaned, at value

TOTAL LIABILITIES 455,136

NET ASSETS $ 29,789,636

Net Assets consist of:

Paid in capital $ 19,638,503

Accumulated net investment (53,716)
loss

Accumulated undistributed net 3,370,547
realized gain (loss) on
investments and foreign
currency transactions

Net unrealized appreciation 6,834,302
(depreciation) on
investments and assets and
liabilities in foreign
currencies

NET ASSETS, for 365,228 $ 29,789,636
shares outstanding

NET ASSET VALUE, offering $81.56
price and redemption price
per share ($29,789,636
(divided by) 365,228 shares)

STATEMENT OF OPERATIONS
AMOUNTS IN THOUSANDS SIX
MONTHS ENDED MAY 31, 2000
(UNAUDITED)

INVESTMENT INCOME $ 38,700
Dividends (including $1,430
received from affiliated
issuers)

Interest 32,581

Security lending 2,742

TOTAL INCOME 74,023

EXPENSES

Management fee Basic fee $ 86,297

Performance adjustment 13,203

Transfer agent fees 26,444

Accounting and security 764
lending fees

Non-interested trustees' 122
compensation

Custodian fees and expenses 443

Registration fees 3,633

Audit 55

Legal 95

Miscellaneous 4

Total expenses before 131,060
reductions

Expense reductions (3,321) 127,739

NET INVESTMENT INCOME (LOSS) (53,716)

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

Investment securities 3,413,468
(including realized gain
(loss) of $517,999 on sales
of investments in affiliated
issuers)

Foreign currency transactions (352) 3,413,116

Change in net unrealized
appreciation (depreciation)
on:

Investment securities (815,923)

Assets and liabilities in (1) (815,924)
foreign currencies

NET GAIN (LOSS) 2,597,192

NET INCREASE (DECREASE) IN $ 2,543,476
NET ASSETS RESULTING FROM
OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
STATEMENT OF CHANGES IN NET ASSETS

AMOUNTS IN THOUSANDS SIX MONTHS ENDED MAY 31, 2000 YEAR ENDED NOVEMBER 30,
(UNAUDITED) 1999

INCREASE (DECREASE) IN NET
ASSETS

Operations Net investment $ (53,716) $ (14,794)
income (loss)

Net realized gain (loss) 3,413,116 2,059,264

Change in net unrealized (815,924) 4,541,688
appreciation (depreciation)

NET INCREASE (DECREASE) IN 2,543,476 6,586,158
NET ASSETS RESULTING FROM
OPERATIONS

Distributions to shareholders - (18,887)
From net investment income

From net realized gain (1,815,834) (791,061)

TOTAL DISTRIBUTIONS (1,815,834) (809,948)

Share transactions Net 16,230,343 6,247,189
proceeds from sales of shares

Reinvestment of distributions 1,789,370 797,355

Cost of shares redeemed (8,179,897) (4,177,783)

NET INCREASE (DECREASE) IN 9,839,816 2,866,761
NET ASSETS RESULTING FROM
SHARE TRANSACTIONS

TOTAL INCREASE (DECREASE) 10,567,458 8,642,971
IN NET ASSETS

NET ASSETS

Beginning of period 19,222,178 10,579,207

End of period (including $ 29,789,636 $ 19,222,178
accumulated net investment
loss of $(53,716) and $0,
respectively)

OTHER INFORMATION
Shares

Sold 173,250 101,695

Issued in reinvestment of 23,317 16,228
distributions

Redeemed (89,076) (70,843)

Net increase (decrease) 107,491 47,080

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
FINANCIAL HIGHLIGHTS

SIX MONTHS ENDED MAY 31, 2000 YEARS ENDED NOVEMBER 30,

(UNAUDITED) 1999 1998 1997 1996 1995

SELECTED PER-SHARE DATA

Net asset value, beginning $ 74.58 $ 50.22 $ 47.84 $ 43.54 $ 38.42 $ 28.25
of period

Income from Investment
Operations

Net investment income (loss) (.16) C (.06) C .11 C .24 C .34 .20

Net realized and unrealized 13.94 28.25 7.20 5.80 6.72 11.00
gain (loss)

Total from investment 13.78 28.19 7.31 6.04 7.06 11.20
operations

Less Distributions

From net investment income - (.09) (.22) (.28) (.14) (.22)

From net realized gain (6.80) (3.74) (4.71) (1.46) (1.80) (.81)

Total distributions (6.80) (3.83) (4.93) (1.74) (1.94) (1.03)

Net asset value, end of $ 81.56 $ 74.58 $ 50.22 $ 47.84 $ 43.54 $ 38.42
period

TOTAL RETURN B, E 19.16% 60.17% 17.55% 14.63% 19.55% 41.22%

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of period (in $ 29,790 $ 19,222 $ 10,579 $ 10,524 $ 9,607 $ 6,186
millions)

Ratio of expenses to average .88% A .74% .65% .71% .88% .96%
net assets

Ratio of expenses to average .86% A, D .72% D .63% D .68% D .85% D .95% D
net assets after expense
reductions

Ratio of net investment (.36)% A (.11)% .24% .54% .96% .76%
income (loss) to average
net assets

Portfolio turnover rate 73% A 86% 76% 93% 78% 97%

</TABLE>

A ANNUALIZED
B THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT
BEEN REDUCED DURING THE PERIODS SHOWN.
C NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED BASED ON
AVERAGE SHARES OUTSTANDING DURING THE PERIOD.
D FMR OR THE FUND HAS ENTERED INTO VARYING ARRANGEMENTS WITH THIRD
PARTIES WHO EITHER PAID OR REDUCED A PORTION OF THE FUND'S EXPENSES.
E TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.

NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 2000 (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, as an open-end management
investment company organized as a Massachusetts business trust. The
financial statements have been prepared in conformity with generally
accepted accounting principles which require management to make
certain estimates and assumptions at the date of the financial
statements. The following summarizes the significant accounting
policies of the fund:

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
among 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, net
operating losses, 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.

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.

2. OPERATING POLICIES - CONTINUED

JOINT TRADING ACCOUNT - CONTINUED

(FMR), may transfer uninvested cash balances into one or more joint
trading accounts. These balances are invested in one or more
repurchase agreements for U.S. Treasury or Federal Agency obligations.

3. PURCHASES AND SALES OF INVESTMENTS.

Purchases and sales of securities, other than short-term securities,
aggregated $18,219,398,000 and $10,374,834,000, respectively.

4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES.

4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED

MANAGEMENT FEE - CONTINUED

performance adjustment (up to a maximum of (plus/minus).20% of the
fund's average net assets over the performance period) 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 .67% of average net assets
after the performance adjustment.

5. SECURITY LENDING.

The fund lends portfolio securities from time to time in order to earn
additional income. The fund receives collateral in the form of U.S.
Treasury obligations, letters of credit, and/or cash against the
loaned securities, and maintains collateral in an amount not less than
100% of the market value of the loaned securities during the period of
the loan. The market value of the loaned securities is determined at
the close of business of the fund and any additional required
collateral is delivered to the fund on the next business day. If the
borrower defaults on its obligation to return the securities loaned
because of insolvency or other reasons, the fund could experience
delays and costs in recovering the securities loaned or in gaining
access to the collateral. At period end, the value of the securities
loaned amounted to $214,840,000. The fund received cash collateral of
$224,856,000 which was invested in cash equivalents.

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 $2,342,000 under this arrangement.

In addition, through arrangements with the fund's custodian and
transfer agent, credits realized as a result of uninvested cash
balances were used to reduce a portion of the fund's expenses. During
the period, the fund's custodian and transfer agent fees were reduced
by $75,000 and $904,000, respectively, under these arrangements.

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 during the period
with companies which are or were affiliates are as follows:

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
SUMMARY OF TRANSACTIONS WITH
AFFILIATED COMPANIES

AMOUNTS IN THOUSANDS AFFILIATE PURCHASE COST SALES COST DIVIDEND INCOME VALUE

Abgenix, Inc. $ 121,156 $ 125,461 $ - $ -

Adaptive Broadband Corp. 72,814 13,848 - 92,138

American Mobile Satellite - 125 - -
Corp.

ANTEC Corp. 15,115 - - 113,163

Aspect Communications Corp. 2,156 - - 106,633

CheckFree Holdings Corp. 67,136 2,766 - 178,318

Clarent Corp. 195,167 48,445 - 132,244

FileNET Corp. 38,242 2,168 - 62,792

Genesis Microchip, Inc. - 13,954 - -

Gilead Sciences, Inc. - 72,819 - -

Harmonic, Inc. - 7,764 - -

iBasis, Inc. 10,338 - - 28,761

IDEC Pharmaceuticals Corp. 35,714 39,035 - -

Interact Commerce Corp. 3,682 - - 29,433

Interleaf, Inc. 6,999 4,520 - -

ITXC Corp. 8,327 - - 73,151

Metricom, Inc. 46,293 6,225 - 47,631

Minerals Technologies, Inc. 2,903 - 106 97,819

National Semiconductor Corp. 50,294 71,177 - 602,167

Natural MicroSystems Corp. 29,167 - - 101,449

Net.B@nk, Inc. 12,935 - - 24,135

Net2Phone, Inc. 42,594 5,940 - 50,236

Network Appliance, Inc. 59,796 51,380 - -

New Era of Networks, Inc. 13,820 - - 47,467

PE Corp. - Celera Genomics 6,600 41,874 - 242,934
Group

Proxim, Inc. 56,417 - - 98,454

QLT, Inc. 20,723 37,327 - 268,387

Research in Motion Ltd. 32,803 65,785 - 161,596

S3, Inc. 317 - - 73,829

Sepracor, Inc. 108,450 - - 661,511

Silicon Graphics, Inc. 29,247 9,319 - 72,720

SkyWest, Inc. 15,361 - - 64,039

Tupperware Corp. 14,310 5,875 1,324 80,257

TOTALS $ 1,118,876 $ 625,807 $ 1,430 $ 3,511,264

</TABLE>

INVESTMENT ADVISER
Fidelity Management & Research Company
Boston, MA

INVESTMENT SUB-ADVISERS
Fidelity Management & Research
(U.K.) Inc.
Fidelity Management & Research
(Far East) Inc.
Fidelity Investments Japan Limited

OFFICERS
Edward C. Johnson 3d, President
Robert C. Pozen, Senior Vice President
Abigail P. Johnson, Vice President
Steven S. Wymer, Vice President
Eric D. Roiter, Secretary
Robert A. Dwight, Treasurer
Maria F. Dwyer, Deputy Treasurer
John H. Costello, Assistant Treasurer

ADVISORY BOARD
J. Michael Cook

GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA

TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Company, Inc.
Boston, MA

* INDEPENDENT TRUSTEES

GCF-SANN-0700 106021
1.704741.102

CUSTODIAN
Brown Brothers Harriman & Co.
Boston, MA

FIDELITY'S GROWTH FUNDS
Aggressive Growth Fund
Blue Chip Growth Fund
Capital Appreciation Fund
Contrafund (registered trademark)
Contrafund(registered trademark)II
Disciplined Equity Fund
Dividend Growth Fund
Export and Multinational Fund
Fidelity FiftySM
Growth Company Fund
Large Cap Stock Fund
Low-Priced Stock Fund
Magellan(registered trademark) Fund
Mid-Cap Stock Fund
New Millennium Fund(registered trademark)
OTC Portfolio
Retirement Growth Fund
Small Cap Selector
Small Cap Stock Fund
Stock Selector
Tax Managed Stock Fund
TechnoQuant(registered trademark) Growth Fund
Trend Fund
Value Fund

THE FIDELITY TELEPHONE CONNECTION
MUTUAL FUND 24-HOUR SERVICE
Exchanges/Redemptions
and Account Assistance 1-800-544-6666
Product Information 1-800-544-6666
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)
Fidelity Automated Service
Telephone (FAST(registered trademark)) 1-800-544-5555
AUTOMATED LINE FOR QUICKEST SERVICE

(2_FIDELITY_LOGOS)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

FIDELITY(REGISTERED TRADEMARK)
NEW MILLENNIUM
FUND(REGISTERED TRADEMARK)

SEMIANNUAL REPORT
MAY 31, 2000

(2_FIDELITY_LOGOS)(registered trademark)

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 22 Statements of assets and
liabilities, operations, and
changes in net assets, as
well as financial highlights.

NOTES 26 Footnotes to the financial
statements.

Standard & Poor's, S&P and S&P 500 are registered service marks of The
McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity
Distributors Corporation.

Other third party marks appearing herein are the property of their
respective owners.

All other marks appearing herein are registered or unregistered
trademarks or service marks of FMR Corp. or an affiliated company.

This report is printed on recycled paper using soy-based inks.

PRESIDENT'S MESSAGE

(photo_of_Edward_C_Johnson_3d)

DEAR SHAREHOLDER:

While it's impossible to predict the future direction of the markets
with any degree of certainty, there are certain basic principles that
can help investors plan for their future needs.

Best regards,
Edward C. Johnson 3d

PERFORMANCE: THE BOTTOM LINE

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
CUMULATIVE TOTAL RETURNS

PERIODS ENDED MAY 31, 2000 PAST 6 MONTHS PAST 1 YEAR PAST 5 YEARS LIFE OF FUND

FIDELITY NEW MILLENNIUM 14.99% 41.77% 388.87% 604.74%

FIDELITY NEW MILLENNIUM 11.54% 37.52% 374.21% 583.59%
(INCL. 3.00% SALES CHARGE)

S&P 500 (registered trademark) 2.90% 10.48% 190.44% 277.66%

Capital Appreciation Funds 8.57% 27.58% 171.27% n/a
Average

</TABLE>

CUMULATIVE TOTAL RETURNS show the fund's performance in percentage
terms over a set period - in this case, six months, one year, five
years or since the fund started on December 28, 1992. For example, if
you had 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 500SM
Index - a market capitalization-weighted index of common stocks. To
measure how the fund's performance stacked up against its peers, you
can compare it to the capital appreciation funds average, which
reflects the performance of mutual funds with similar objectives
tracked by Lipper Inc. The past six months average represents a peer
group of 302 mutual funds. These benchmarks include reinvested
dividends and capital gains, if any, and exclude the effect of sales
charges. Lipper has created new comparison categories that group funds
according to portfolio characteristics and capitalization, as well as
by capitalization only. These averages are listed on page 5 of this
report.*

AVERAGE ANNUAL TOTAL RETURNS

PERIODS ENDED MAY 31, 2000 PAST 1 YEAR PAST 5 YEARS LIFE OF FUND

FIDELITY NEW MILLENNIUM 41.77% 37.35% 30.07%

FIDELITY NEW MILLENNIUM 37.52% 36.52% 29.54%
(INCL. 3.00% SALES CHARGE)

S&P 500 10.48% 23.77% 19.59%

Capital Appreciation Funds 27.58% 20.03% n/a
Average

$10,000 OVER LIFE OF FUND
New Millennium S&P 500
00300 SP001
1992/12/28 9700.00 10000.00
1992/12/31 9777.60 9923.75
1993/01/31 10291.70 10007.11
1993/02/28 10029.80 10143.21
1993/03/31 10437.20 10357.23
1993/04/30 10340.20 10106.58
1993/05/31 10951.30 10377.44
1993/06/30 11038.60 10407.53
1993/07/31 11242.30 10365.90
1993/08/31 11620.60 10758.77
1993/09/30 11892.20 10675.93
1993/10/31 12105.60 10896.92
1993/11/30 11610.90 10793.40
1993/12/31 12189.94 10924.00
1994/01/31 12418.52 11295.42
1994/02/28 12448.35 10989.31
1994/03/31 11682.76 10510.18
1994/04/30 11613.16 10644.71
1994/05/31 11533.62 10819.28
1994/06/30 11285.05 10554.21
1994/07/31 11523.67 10900.39
1994/08/31 12160.01 11347.30
1994/09/30 12368.81 11069.29
1994/10/31 12756.58 11318.35
1994/11/30 12229.61 10906.14
1994/12/31 12290.89 11067.88
1995/01/31 12026.25 11354.87
1995/02/28 12546.03 11797.37
1995/03/31 13014.85 12145.51
1995/04/30 13830.19 12503.19
1995/05/31 13983.06 13002.94
1995/06/30 15195.88 13305.00
1995/07/31 16500.42 13746.20
1995/08/31 16694.06 13780.70
1995/09/30 17325.95 14362.24
1995/10/31 17162.88 14310.97
1995/11/30 18457.23 14939.22
1995/12/31 18699.43 15226.95
1996/01/31 18382.01 15745.28
1996/02/29 19679.17 15891.24
1996/03/31 20056.13 16044.27
1996/04/30 21231.33 16280.76
1996/05/31 21830.02 16700.64
1996/06/30 21098.29 16764.27
1996/07/31 19346.57 16023.63
1996/08/31 20344.39 16361.56
1996/09/30 21763.50 17282.39
1996/10/31 21852.20 17759.04
1996/11/30 23049.58 19101.45
1996/12/31 23027.71 18723.05
1997/01/31 24805.04 19892.86
1997/02/28 22902.22 20048.82
1997/03/31 22400.88 19225.02
1997/04/30 23232.65 20372.75
1997/05/31 25534.27 21613.04
1997/06/30 26354.64 22581.31
1997/07/31 29909.62 24378.10
1997/08/31 29943.80 23012.44
1997/09/30 31470.61 24272.83
1997/10/31 28736.02 23462.12
1997/11/30 27892.85 24548.18
1997/12/31 28700.30 24969.67
1998/01/31 28233.53 25245.84
1998/02/28 30698.77 27066.57
1998/03/31 32606.09 28452.65
1998/04/30 33021.29 28738.88
1998/05/31 30984.22 28244.86
1998/06/30 32411.47 29392.17
1998/07/31 31814.62 29079.14
1998/08/31 24885.99 24874.88
1998/09/30 27662.63 26468.36
1998/10/31 30348.45 28621.30
1998/11/30 32787.74 30356.04
1998/12/31 36649.17 32105.15
1999/01/31 44385.45 33447.79
1999/02/28 40623.74 32408.23
1999/03/31 45644.02 33704.88
1999/04/30 50916.02 35010.27
1999/05/31 48217.09 34183.68
1999/06/30 51237.65 36080.88
1999/07/31 50188.84 34954.43
1999/08/31 49965.10 34781.41
1999/09/30 49797.29 33828.05
1999/10/31 52887.77 35968.69
1999/11/30 59446.30 36699.93
1999/12/31 76516.99 38861.56
2000/01/31 72913.49 36909.15
2000/02/29 93274.49 36210.46
2000/03/31 89941.49 39752.93
2000/04/30 75322.49 38556.76
2000/05/31 68359.49 37765.58
IMATRL PRASUN SHR__CHT 20000531 20000620 103535 R00000000000093

$10,000 OVER LIFE OF FUND: Let's say hypothetically that $10,000 was
invested in Fidelity New Millennium Fund on December 28, 1992, when
the fund started, and the current 3.00% sales charge was paid. As the
chart shows, by May 31, 2000, the value of the investment would have
grown to $68,359 - a 583.59% increase on the initial investment. For
comparison, look at how the Standard & Poor's 500 Index did over the
same period. With dividends and capital gains, if any, reinvested, the
same $10,000 would have grown to $37,766 - a 277.66% increase.

(checkmark)UNDERSTANDING
PERFORMANCE

* THE LIPPER MID-CAP GROWTH FUNDS AVERAGE REFLECTS THE PERFORMANCE
(EXCLUDING SALES CHARGES) OF MUTUAL FUNDS WITH SIMILAR PORTFOLIO
CHARACTERISTICS AND CAPITALIZATION. THE LIPPER MID-CAP SUPERGROUP
AVERAGE REFLECTS THE PERFORMANCE (EXCLUDING SALES CHARGES) OF MUTUAL
FUNDS WITH SIMILAR CAPITALIZATION. AS OF MAY 31, 2000, THE SIX MONTH,
ONE YEAR, AND FIVE YEAR CUMULATIVE TOTAL RETURNS FOR THE MID-CAP
GROWTH FUNDS AVERAGE WERE 14.04%, 53.23%, AND 189.72%, RESPECTIVELY;
AND THE ONE YEAR AND FIVE YEAR AVERAGE ANNUAL TOTAL RETURNS WERE
53.23% AND 22.96%, RESPECTIVELY. THE SIX MONTH, ONE YEAR AND FIVE YEAR
CUMULATIVE TOTAL RETURNS FOR THE MID-CAP SUPERGROUP AVERAGE WERE
13.11%, 33.61%, AND 145.66%, RESPECTIVELY; AND THE ONE YEAR AND FIVE
YEAR AVERAGE ANNUAL TOTAL RETURNS WERE 33.61% AND 18.88%,
RESPECTIVELY.

FUND TALK: THE MANAGER'S OVERVIEW

MARKET RECAP

(photograph of Neal Miller)

An interview with Neal Miller,
Portfolio Manager of Fidelity
New Millennium Fund

Q. HOW DID THE FUND PERFORM, NEAL?

A. It was a pretty good period. For the six months that ended May 31,
2000, the fund returned 14.99%. This compared favorably to both the
Standard & Poor's 500 Index - which returned 2.90% during the same
period - and to the capital appreciation funds average, which returned
8.57% according to Lipper Inc. For the 12 months that ended May 31,
2000, the fund returned 41.77%, while the S&P 500 and Lipper average
returned 10.48% and 27.58%, respectively.

Q. WHAT FACTORS HELPED THE FUND'S PERFORMANCE?

A. All things considered, technology stocks gave the fund a big boost.
Data storage-related companies - including Veritas, EMC, Brocade
Communications and Seagate Technology - performed particularly well.
Other tech areas that helped performance included wireless
communications companies such as Andrew Corp., and Internet equipment
providers such as Exodus Communications and Metromedia Fiber.
Semiconductor makers Applied Micro Circuits and Micron Technology also
fared well, as did several of the fund's energy-related investments.
The fund did not own positions in Seagate or Exodus at the end of the
period.

Q. WHAT DO YOU MEAN BY "ALL THINGS CONSIDERED?"

A. Technology stocks in general - which represented just over 53% of
the fund's net assets at the end of the period - suffered a dramatic
pullback in March, April and May, a move labeled by many as a pricing
correction. Since the fund's performance was highly correlated to the
fate of the technology sector, this volatility was a prime concern. I
stayed with technology because many companies - despite high
valuations throughout the sector - were still on track for solid
earnings growth. By the end of the period, they were beginning to
trade less on momentum and more on earnings expectations.

Q. WHAT DID YOU LIKE ABOUT THE ENERGY SERVICES GROUP?

A. Our research showed the business profile to be very advantageous,
particularly for companies that specialize in drilling for oil and
natural gas. At the turn of the year, we analyzed the defining
fundamentals for the group - supply, demand and capacity - and
accurately predicted that we'd find ourselves in the tight crude oil
and natural gas supply situation that exists as we speak. While the
limited supply has caused frustration for many motorists - in the form
of exorbitant gasoline prices - it has put many exploration companies,
such as fund holdings Global Marine and Smith International, in a
solid position to benefit when capacity needs to be increased.

Q. GOING BACK TO TECHNOLOGY FOR A MOMENT, WHAT OTHER STRATEGIES DID
YOU PURSUE?

A. The concept of how FAST information travels and HOW it travels was
a theme. Without getting too complex, the flow of information across
networks traditionally has been facilitated by analog-based systems.
But fiber-optic networks - or digital-based systems - are quickly
becoming a more cost-friendly alternative. The cost of completing a
phone call, for instance, will be drastically lowered via a
fiber-optic network than through the traditional means. The fund's
investments in companies such as SDL Inc., Juniper Networks and JDS
Uniphase reflected this changing of the guard.

Q. WHICH STOCKS PROVED DISAPPOINTING DURING THE PERIOD?

A. Since much of the concern over high tech-stock valuations stemmed
from the Internet space, it stood to reason that CMGI - a company that
provides venture-capital funding for Internet start-ups - would have
difficulty. Also, delayed product launches and an earnings growth rate
that did not jibe with expectations hurt Emulex, a maker of network
storage equipment. QLogic, a leading supplier of adapter cards that
enhance the delivery speed of stored information, struggled as
investors questioned its pending acquisition of Ancor Communications.

Q. WHAT'S YOUR OUTLOOK?

A. The volatility in the market is perplexing in that the mentality
seems to be that the day you make a buy/sell decision is just as
important as the decision itself. On the other hand, the
technology-stock price parameters have changed, and the gee-whiz
factor for the dot-coms may have subsided. Maybe some of the
day-trading that has conspired to make this such an impulse market
will subside as well. Another factor to keep in mind is the
presidential election cycle and its effect on the economy. Since 1900,
the stock market has displayed a consistent pattern of strong
performance during an election year. Whether or not this holds true
for 2000 lies largely in the hands of U.S. monetary policymakers. In
terms of finding opportunities for the fund, I may test my
"self-indulgence" theory. People have done well with investments and
stock options over the past few years, and they may be ready to spend
more fun time with their families, buy a second home or take more
vacations. I may look at companies leveraged to these possibilities.

(checkmark)FUND FACTS

GOAL: long-term capital
appreciation

FUND NUMBER: 300

TRADING SYMBOL: FMILX

START DATE: December 28,
1992

SIZE: as of May 31, 2000,
more than $3.4 billion

MANAGER: Neal Miller, since
inception; joined Fidelity
in 1988

NEAL MILLER ON
TODAY'S STOCK MARKET:

"I've been managing money for
34 years, and it's hard to
remember a market that's posed
as many questions as this one.
What is the basis for equity
valuations? Where are we in the
economic cycle? What does Federal
Reserve Board Chairman
Greenspan want? What is good
news? Bad news?

"The challenges of this market have
made it difficult to rely on historical
patterns for answers. The markets
move up or down by 2% on any given
day, but it's important to remember
that there are no external obstacles
in our way. We're not witnessing the
collapse of a Third World country,
which we saw in Southeast Asia in
1997. We're not at war with anyone.

"As a manager, it's very easy to
loosen your convictions and modify
your philosophy. My feeling, though,
is that you don't change what you
believe in and what you're doing
unless you find out it doesn't work.
And I haven't felt that way yet.

"My experience tells me to err on
the side of conservatism.
Ultimately, the real guessing game
boils down to monetary and fiscal
policy, and until we know what
those are we should stay the course
and move forward. Ultimately, time
and patience will be the answer to
all of the above."

INVESTMENT CHANGES

<TABLE>
<CAPTION>
<S> <C> <C>
TOP TEN STOCKS AS OF MAY 31,
2000

% OF FUND'S NET ASSETS % OF FUND'S NET ASSETS 6
MONTHS AGO

Micron Technology, Inc. 6.8 3.7

VERITAS Software Corp. 3.8 2.3

Global Marine, Inc. 3.2 2.5

QLogic Corp. 3.2 3.1

Andrew Corp. 3.0 1.0

CMGI, Inc. 2.8 8.2

Immunex Corp. 2.4 2.6

ENSCO International, Inc. 1.8 1.0

Smith International, Inc. 1.8 1.1

Dynegy, Inc. Class A 1.6 0.0

30.4 25.5

TOP FIVE MARKET SECTORS AS OF
MAY 31, 2000

% OF FUND'S NET ASSETS % OF FUND'S NET ASSETS 6
MONTHS AGO

Technology 53.2 47.0

Energy 11.5 11.0

Utilities 6.7 7.1

Health 5.4 4.9

Finance 4.0 5.5

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
ASSET ALLOCATION (% OF FUND'S
NET ASSETS)

AS OF MAY 31, 2000 * AS OF NOVEMBER 30, 1999 **

Stocks 95.9% Stocks 97.6%

Short-Term Investments and Short-Term Investments and
Net Other Assets 4.1% Net Other Assets 2.4%

* FOREIGN INVESTMENTS 8.9% ** FOREIGN INVESTMENTS 10.3%

Row: 1, Col: 1, Value: 95.90000000000001 Row: 1, Col: 1, Value: 97.59999999999999
Row: 1, Col: 2, Value: 0.0 Row: 1, Col: 2, Value: 0.0
Row: 1, Col: 3, Value: 0.0 Row: 1, Col: 3, Value: 0.0
Row: 1, Col: 4, Value: 0.0 Row: 1, Col: 4, Value: 0.0
Row: 1, Col: 5, Value: 0.0 Row: 1, Col: 5, Value: 0.0
Row: 1, Col: 6, Value: 0.0 Row: 1, Col: 6, Value: 0.0
Row: 1, Col: 7, Value: 0.0 Row: 1, Col: 7, Value: 0.0
Row: 1, Col: 8, Value: 4.1 Row: 1, Col: 8, Value: 2.4

</TABLE>

INVESTMENTS MAY 31, 2000 (UNAUDITED)

Showing Percentage of Net Assets

<TABLE>
<CAPTION>
<S> <C> <C> <C>
COMMON STOCKS - 95.9%

SHARES VALUE (NOTE 1) (000S)

BASIC INDUSTRIES - 1.5%

CHEMICALS & PLASTICS - 0.0%

Wellman, Inc. 23,300 $ 459

METALS & MINING - 1.5%

Belden, Inc. 27,200 745

Martin Marietta Materials, 1,002,800 49,075
Inc.

49,820

PACKAGING & CONTAINERS - 0.0%

Packaging Corp. of America 37,400 430

TOTAL BASIC INDUSTRIES 50,709

CONSTRUCTION & REAL ESTATE -
2.5%

BUILDING MATERIALS - 2.3%

Fastenal Co. 14,500 915

Florida Rock Industries, Inc. 460,800 18,230

Manitowoc Co., Inc. 248,650 8,128

Southdown, Inc. 848,840 52,098

79,371

CONSTRUCTION - 0.1%

Butler Manufacturing Co. 81,050 1,808

ENGINEERING - 0.0%

Xceed, Inc. (a) 107,100 1,345

REAL ESTATE INVESTMENT TRUSTS
- 0.1%

Pinnacle Holdings, Inc. (a) 32,000 1,568

TOTAL CONSTRUCTION & REAL 84,092
ESTATE

DURABLES - 0.2%

AUTOS, TIRES, & ACCESSORIES -
0.0%

Danaher Corp. 13,400 646

CONSUMER ELECTRONICS - 0.0%

Fossil, Inc. (a) 1,800 36

TEXTILES & APPAREL - 0.2%

Brown Shoe Co., Inc. 17,500 209

Stride Rite Corp. 668,000 4,384

WestPoint Stevens, Inc. 65,100 663

5,256

TOTAL DURABLES 5,938

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

ENERGY - 11.5%

ENERGY SERVICES - 11.4%

Atwood Oceanics, Inc. (a) 236,100 $ 12,912

Cal Dive International, Inc. 149,200 6,873
(a)

ENSCO International, Inc. 1,749,300 61,116

Global Marine, Inc. 3,830,000 108,437

Marine Drilling Companies, 1,334,300 38,361
Inc. (a)

Noble Drilling Corp. (a) 578,400 25,088

R&B Falcon Corp. (a) 1,892,300 44,351

Santa Fe International Corp. 546,200 21,199

Smith International, Inc. (a) 768,400 60,752

Tidewater, Inc. 240,500 9,349

388,438

OIL & GAS - 0.1%

Forcenergy, Inc. (a) 20,000 439

National-Oilwell, Inc. (a) 57,700 1,500

1,939

TOTAL ENERGY 390,377

FINANCE - 4.0%

CREDIT & OTHER FINANCE - 0.2%

Federal Agricultural Mortgage 134,400 2,041
Corp. Class C (non-vtg.) (a)

JAFCO Co. Ltd. 34,000 5,110

7,151

INSURANCE - 0.1%

Ace Ltd. 53,600 1,437

Brown & Brown, Inc. 44,600 2,079

3,516

SECURITIES INDUSTRY - 3.7%

A.F.P. Provida SA sponsored 14,500 302
ADR

Daiwa Securities Group, Inc. 3,927,000 47,730

Kokusai Securities Co. Ltd. 188,000 2,404

Nikko Securities Co. Ltd. 2,877,000 26,640

Nomura Securities Co. Ltd. 2,117,000 48,515

125,591

TOTAL FINANCE 136,258

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

HEALTH - 5.4%

DRUGS & PHARMACEUTICALS - 5.0%

Abgenix, Inc. (a) 40,700 $ 3,215

Allergan, Inc. 137,800 9,465

Amgen, Inc. (a) 165,000 10,498

Biogen, Inc. (a) 112,900 6,153

Celgene Corp. (a) 67,500 2,481

Cephalon, Inc. (a) 98,300 5,087

Chiron Corp. (a) 35,200 1,335

COR Therapeutics, Inc. (a) 37,200 2,358

Genentech, Inc. 71,600 7,688

Human Genome Sciences, Inc. 136,600 11,987
(a)

Immunex Corp. (a) 3,194,200 82,650

ImmunoGen, Inc. (a) 89,200 624

Invitrogen Corp. (a) 3,600 144

Medarex, Inc. (a) 11,600 528

Medimmune, Inc. (a) 32,350 5,026

Mylan Laboratories, Inc. 232,400 6,231

PE Corp. - Celera Genomics 97,200 5,407
Group (a)

Teva Pharmaceutical 156,900 8,453
Industries Ltd. ADR

169,330

MEDICAL EQUIPMENT & SUPPLIES
- 0.1%

ADAC Laboratories 66,700 1,292

C.R. Bard, Inc. 40,000 1,825

Cardinal Health, Inc. 17,200 1,116

4,233

MEDICAL FACILITIES MANAGEMENT
- 0.3%

Express Scripts, Inc. Class A 18,800 1,008
(a)

Tenet Healthcare Corp. 35,700 915

Trigon Healthcare, Inc. (a) 34,600 1,730

UnitedHealth Group, Inc. 35,700 2,662

Universal Health Services, 74,100 3,937
Inc. Class B (a)

10,252

TOTAL HEALTH 183,815

INDUSTRIAL MACHINERY &
EQUIPMENT - 3.6%

ELECTRICAL EQUIPMENT - 0.7%

Cymer, Inc. (a) 75,300 2,377

Glenayre Technologies, Inc. 3,600 29
(a)

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

INDUSTRIAL MACHINERY &
EQUIPMENT - CONTINUED

ELECTRICAL EQUIPMENT -
CONTINUED

Littelfuse, Inc. (a) 22,000 $ 883

Scientific-Atlanta, Inc. 351,300 19,805

23,094

INDUSTRIAL MACHINERY &
EQUIPMENT - 2.9%

ASM Lithography Holding NV (a) 1,216,500 43,262

Astec Industries, Inc. (a) 37,400 968

Gasonics International Corp. 5,500 151
(a)

Ibis Technology Corp. (a) 35,700 1,250

Semitool, Inc. (a) 18,100 257

The Stanley Works 1,951,800 52,455

98,343

TOTAL INDUSTRIAL MACHINERY & 121,437
EQUIPMENT

MEDIA & LEISURE - 3.4%

BROADCASTING - 1.7%

Asia Satellite 26,400 759
Telecommunications Holdings
Ltd. sponsored ADR

AT&T Corp. - Liberty Media 263,852 11,692
Group Class A (a)

BHC Communications, Inc. 155,400 23,543
Class A

Chris-Craft Industries, Inc. 123,432 7,514

EchoStar Communications Corp. 166,100 6,634
Class A (a)

Impsat Fiber Networks, Inc. 13,300 146

TV Azteca SA de CV sponsored 398,300 3,759
ADR

TV Guide, Inc. Class A (a) 100,000 2,573

56,620

ENTERTAINMENT - 0.7%

International Speedway Corp.:

Class A 223,238 9,557

Class B 159,000 6,797

Mandalay Resort Group (a) 87,000 1,843

MGM Grand, Inc. 48,100 1,563

Park Place Entertainment 35,800 452
Corp. (a)

Speedway Motorsports, Inc. (a) 232,800 4,787

24,999

LEISURE DURABLES & TOYS - 0.0%

Mattel, Inc. 22,400 304

LODGING & GAMING - 0.1%

Aztar Corp. (a) 41,600 530

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

MEDIA & LEISURE - CONTINUED

LODGING & GAMING - CONTINUED

Dover Downs Entertainment, 16,200 $ 191
Inc.

International Game Technology 53,700 1,457
(a)

2,178

PUBLISHING - 0.0%

John Wiley & Sons, Inc. Class 27,500 490
A

RESTAURANTS - 0.9%

Applebee's International, 26,800 859
Inc.

Brinker International, Inc. 162,300 4,595
(a)

Buffets, Inc. (a) 41,200 479

Cheesecake Factory, Inc. (a) 263,200 10,479

Jack in the Box, Inc. (a) 57,300 1,422

Outback Steakhouse, Inc. (a) 251,600 7,627

Papa John's International, 69,800 1,749
Inc. (a)

Uno Restaurant Corp. (a) 7,000 85

Wendy's International, Inc. 146,400 2,864

30,159

TOTAL MEDIA & LEISURE 114,750

NONDURABLES - 0.1%

BEVERAGES - 0.1%

Brown-Forman Corp. Class B 39,800 2,311
(non-vtg.)

TOBACCO - 0.0%

DIMON, Inc. 52,600 118

Souza Cruz Industria Comerico 50,000 275

393

TOTAL NONDURABLES 2,704

RETAIL & WHOLESALE - 0.8%

APPAREL STORES - 0.2%

AnnTaylor Stores Corp. (a) 53,800 1,399

Chicos Fas, Inc. (a) 40,100 724

Claire's Stores, Inc. 78,400 1,588

Talbots, Inc. 54,500 3,113

Venator Group, Inc. (a) 35,700 386

7,210

GENERAL MERCHANDISE STORES -
0.4%

JCPenney Co., Inc. 6,900 125

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

RETAIL & WHOLESALE - CONTINUED

GENERAL MERCHANDISE STORES -
CONTINUED

Kohls Corp. (a) 217,500 $ 11,256

Nordstrom, Inc. 25,300 636

Wal-Mart de Mexico SA de CV 505,000 1,040
Series V (a)

13,057

GROCERY STORES - 0.0%

Safeway, Inc. (a) 16,900 780

RETAIL & WHOLESALE,
MISCELLANEOUS - 0.2%

Best Buy Co., Inc. (a) 49,000 3,136

Guitar Center, Inc. (a) 17,900 230

Tweeter Home Entertainment 7,300 213
Group, Inc. (a)

Ultimate Electronics, Inc. (a) 12,700 314

Ventro Corp. 71,500 1,287

Williams-Sonoma, Inc. (a) 76,200 2,443

7,623

TOTAL RETAIL & WHOLESALE 28,670

SERVICES - 1.8%

ADVERTISING - 0.2%

Interpublic Group of 47,000 2,018
Companies, Inc.

PubliGroupe SA 3,463 2,451

Saatchi & Saatchi PLC 63,300 1,484
sponsored ADR

5,953

PRINTING - 0.3%

Deluxe Corp. 430,100 10,618

SERVICES - 1.3%

ASE Test Ltd. (a) 248,000 6,851

CheckFree Holdings Corp. (a) 234,700 9,813

Macrovision Corp. (a) 192,900 13,479

StarTek, Inc. (a) 209,100 13,252

Universal Access, Inc. 26,700 466

43,861

TOTAL SERVICES 60,432

TECHNOLOGY - 53.2%

COMMUNICATIONS EQUIPMENT - 6.5%

Andrew Corp. (a) 2,859,600 100,443

Aspect Communications Corp. 88,900 3,567
(a)

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

COMMUNICATIONS EQUIPMENT -
CONTINUED

AudioCodes Ltd. 10,400 $ 760

Ciena Corp. (a) 70,500 8,438

Comverse Technology, Inc. (a) 111,900 10,225

Corning, Inc. 190,653 36,879

Ditech Communications Corp. 94,800 7,774

KPNQwest NV (C Shares) (a) 46,200 1,611

Nokia AB sponsored ADR 568,800 29,578

Nortel Networks Corp. New 191,700 10,216

Oni Systems Corp. 1,700 43

Pacific Century CyberWorks 1,282,000 2,501
Ltd.

Plantronics, Inc. (a) 36,200 3,091

Sycamore Networks, Inc. 13,300 1,112

Tellabs, Inc. (a) 65,600 4,260

220,498

COMPUTER SERVICES & SOFTWARE
- 19.3%

Aether Systems, Inc. 26,600 3,656

Affymetrix, Inc. (a) 28,100 3,337

Agile Software Corp. 43,600 1,826

Apropos Technology, Inc. 30,200 325

Ariba, Inc. 312,100 16,268

Art Technology Group, Inc. 176,900 10,382

Aspect Development, Inc. (a) 126,400 7,394

BEA Systems, Inc. (a) 551,300 19,916

Black Box Corp. (a) 18,900 1,484

Broadbase Software, Inc. 35,600 748

BroadVision, Inc. (a) 564,900 20,230

Cadence Design Systems, Inc. 1,239,500 19,832
(a)

Caldera Systems, Inc. 38,000 304

Citrix Systems, Inc. (a) 100,800 5,305

CMGI, Inc. (a) 1,990,400 95,166

Covad Communications Group, 172,650 4,079
Inc. (a)

Engage, Inc. 178,600 2,858

Eprise Corp. 3,600 36

Exchange Applications, Inc. 182,700 2,512
(a)

FactSet Research Systems, 38,700 997
Inc.

Fantastic Corp. (a) 163,500 2,168

Foundry Networks, Inc. 7,100 448

FutureLink Corp. (a) 53,900 431

Hyperion Solutions Corp. (a) 93,500 2,934

i2 Technologies, Inc. (a) 175,200 18,637

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

COMPUTER SERVICES & SOFTWARE
- CONTINUED

Interact Commerce Corp. 77,000 $ 1,155

Internap Network Services 163,800 4,689
Corp.

Internet Pictures Corp. 30,800 308

Kana Communications, Inc. 61,696 2,765

Lycos, Inc. (a) 434,300 26,275

MapInfo Corp. (a) 71,300 2,081

Mentor Graphics Corp. (a) 76,200 1,305

Mercury Interactive Corp. (a) 411,800 34,900

Micromuse, Inc. (a) 373,100 37,147

National Computer Systems, 153,800 6,988
Inc.

National Instrument Corp. (a) 24,300 884

NaviSite, Inc. 41,000 1,778

New Era of Networks, Inc. (a) 132,100 2,824

Nuance Communications, Inc. 63,000 2,489

Open Market, Inc. (a) 359,700 3,822

Pharmacopeia, Inc. (a) 18,800 409

Phone.com, Inc. 200,200 14,001

Polycom, Inc. (a) 196,500 16,518

Primus Knowledge Solutions, 7,300 184
Inc.

Proxicom, Inc. 141,200 6,478

Puma Technology, Inc. (a) 229,700 5,053

Rational Software Corp. (a) 18,000 1,320

Redback Networks, Inc. 345,600 28,987

Siebel Systems, Inc. (a) 41,400 4,844

SilverStream Software, Inc. 90,800 2,991

Software.com, Inc. 438,300 36,927

Sonic Foundry, Inc. (a) 93,100 1,309

Sybase, Inc. (a) 159,600 3,042

TIBCO Software, Inc. 26,900 1,496

Tumbleweed Communications 365,800 12,689
Corp.

VERITAS Software Corp. (a) 1,103,200 128,523

Vignette Corp. (a) 788,100 21,722

Vitria Technology, Inc. 1,800 63

657,239

COMPUTERS & OFFICE EQUIPMENT
- 9.7%

Alteon Websystems, Inc. 24,400 1,240

Ancor Communications, Inc. (a) 1,194,500 31,505

Brocade Communications 383,700 45,253
Systems, Inc.

Diebold, Inc. 68,100 2,064

Digital Lightwave, Inc. (a) 48,400 2,659

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

COMPUTERS & OFFICE EQUIPMENT
- CONTINUED

Dot Hill Systems Corp. (a) 151,400 $ 1,325

EMC Corp. (a) 348,600 40,547

Emulex Corp. (a) 1,223,900 55,687

Extended Systems, Inc. (a) 13,700 441

Finisar Corp. 212,600 4,744

Juniper Networks, Inc. 262,300 45,952

Maxtor Corp. (a) 137,800 1,438

MRV Communications, Inc. (a) 55,600 1,480

MTI Technology Corp. (a) 1,328,900 9,385

Network Appliance, Inc. (a) 203,300 13,126

Softbank Corp. 20,500 3,138

Softbank Corp. New (a) 76,200 11,418

Sun Microsystems, Inc. (a) 534,700 40,971

Symbol Technologies, Inc. 364,500 16,061

Xerox Corp. 26,900 730

329,164

ELECTRONIC INSTRUMENTS - 0.5%

Aetrium, Inc. (a) 3,600 19

KLA-Tencor Corp. (a) 38,900 1,928

Lernout & Hauspie Speech 64,900 2,714
Products NV (a)

PE Corp. - Biosystems Group 137,900 7,653

PerkinElmer, Inc. 6,200 326

Photon Dynamics, Inc. (a) 14,600 881

Teradyne, Inc. (a) 46,600 4,008

17,529

ELECTRONICS - 17.2%

Advanced Micro Devices, Inc. 213,900 17,419
(a)

Applied Micro Circuits Corp. 19,500 1,935
(a)

ARM Holdings PLC sponsored 33,900 877
ADR (a)

ArrowPoint Communications, 76,600 9,192
Inc.

AVX Corp. 141,300 8,098

Broadcom Corp. Class A (a) 182,600 23,749

CFM Technologies, Inc. (a) 2,700 21

Fairchild Semiconduct 45,900 2,066
International, Inc. Class A

Flextronics International 36,700 1,998
Ltd. (a)

JDS Uniphase Corp. (a) 207,480 18,258

Kyocera Corp. 11,400 1,870

LSI Logic Corp. (a) 439,700 23,167

Methode Electronics, Inc. 11,000 395
Class A

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

TECHNOLOGY - CONTINUED

ELECTRONICS - CONTINUED

Micron Technology, Inc. (a) 3,293,100 $ 230,302

National Semiconductor Corp. 69,500 3,736
(a)

NVIDIA Corp. (a) 9,700 1,107

PMC-Sierra, Inc. (a) 171,800 26,328

QLogic Corp. (a) 2,189,100 107,540

SDL, Inc. (a) 247,100 55,984

Silicon Storage Technology, 52,200 3,876
Inc. (a)

Taiwan Semiconductor 447,744 15,811
Manufacturing Co. Ltd.
sponsored ADR (a)

Tegal Corp. (a) 14,600 63

Three-Five Systems, Inc. (a) 12,950 813

Vitesse Semiconductor Corp. 589,400 29,838
(a)

Xilinx, Inc. (a) 35,800 2,725

587,168

PHOTOGRAPHIC EQUIPMENT - 0.0%

In Focus Systems, Inc. (a) 6,700 187

TOTAL TECHNOLOGY 1,811,785

TRANSPORTATION - 1.2%

AIR TRANSPORTATION - 0.0%

SkyWest, Inc. 12,800 488

RAILROADS - 0.8%

Union Pacific Corp. 693,900 29,361

SHIPPING - 0.4%

Alexander & Baldwin, Inc. 378,700 8,757

Bergesen dy ASA (A Shares) 180,000 3,755

12,512

TOTAL TRANSPORTATION 42,361

UTILITIES - 6.7%

CELLULAR - 1.5%

China Telecom (Hong Kong) 113,900 16,743
Ltd. sponsored ADR (a)

Crown Castle International 18,400 482
Corp. (a)

Nextel Communications, Inc. 227,500 21,072
Class A (a)

SBA Communications Corp. 47,800 1,781
Class A

TeleCorp PCS, Inc. Class A 36,500 1,109

COMMON STOCKS - CONTINUED

SHARES VALUE (NOTE 1) (000S)

UTILITIES - CONTINUED

CELLULAR - CONTINUED

Triton PCS Holdings, Inc. 33,500 $ 1,365
Class A

VoiceStream Wireless Corp. (a) 89,186 10,212

52,764

ELECTRIC UTILITY - 1.2%

Black Hills Corp. 259,150 6,203

Calpine Corp. (a) 313,700 33,233

39,436

GAS - 2.1%

Dynegy, Inc. Class A 727,144 56,081

Enron Corp. 219,600 16,003

72,084

TELEPHONE SERVICES - 1.9%

Allegiance Telecom, Inc. (a) 189,250 10,007

Jazztel PLC sponsored ADR 108,200 4,227

Metromedia Fiber Network, 1,441,200 44,587
Inc. Class A (a)

NEXTLINK Communications, Inc. 73,200 5,129
Class A (a)

Telefonos de Mexico SA de CV 35,300 1,719
Series L sponsored ADR

65,669

TOTAL UTILITIES 229,953

TOTAL COMMON STOCKS 3,263,281
(Cost $2,333,086)

CASH EQUIVALENTS - 5.3%

Central Cash Collateral Fund, 18,409,710 18,410
6.54% (b)

Taxable Central Cash Fund, 162,758,408 162,758
6.37% (b)

TOTAL CASH EQUIVALENTS 181,168
(Cost $181,168)

TOTAL INVESTMENT PORTFOLIO - 3,444,449
101.2%
(Cost $2,514,254)

NET OTHER ASSETS - (1.2)% (41,286)

NET ASSETS - 100% $ 3,403,163

</TABLE>

LEGEND

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at
period end.

INCOME TAX INFORMATION

At May 31, 2000, the aggregate cost of investment securities for
income tax purposes was $2,525,200,000. Net unrealized appreciation
aggregated $919,249,000, of which $1,197,817,000 related to
appreciated investment securities and $278,568,000 related to
depreciated investment securities.

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES
AMOUNTS IN THOUSANDS (EXCEPT
PER-SHARE AMOUNTS)
MAY 31,2000 (UNAUDITED)

ASSETS

Investment in securities, at $ 3,444,449
value (cost $2,514,254) -
See accompanying schedule

Cash 4

Receivable for investments 17,123
sold

Receivable for fund shares 1,753
sold

Dividends receivable 2,061

Interest receivable 855

Other receivables 202

TOTAL ASSETS 3,466,447

LIABILITIES

Payable for investments $ 37,411
purchased

Payable for fund shares 4,696
redeemed

Accrued management fee 2,186

Other payables and accrued 581
expenses

Collateral on securities 18,410
loaned, at value

TOTAL LIABILITIES 63,284

NET ASSETS $ 3,403,163

Net Assets consist of:

Paid in capital $ 1,958,270

Accumulated net investment (18,472)
(loss)

Accumulated undistributed net 533,181
realized gain (loss) on
investments and foreign
currency transactions

Net unrealized appreciation 930,184
(depreciation) on
investments and assets and
liabilities in foreign
currencies

NET ASSETS, for 82,143 shares $ 3,403,163
outstanding

NET ASSET VALUE and $41.43
redemption price per share
($3,403,163 (divided by)
82,143 shares)

Maximum offering price per $42.71
share (100/97.00 of $41.43)

STATEMENT OF OPERATIONS
AMOUNTS IN THOUSANDS SIX
MONTHS ENDED MAY 31, 2000
(UNAUDITED)

INVESTMENT INCOME $ 5,064
Dividends

Interest 3,834

Security lending 554

TOTAL INCOME 9,452

EXPENSES

Management fee Basic fee $ 12,076

Performance adjustment 1,978

Transfer agent fees 2,564

Accounting and security 339
lending fees

Non-interested trustees' 7
compensation

Custodian fees and expenses 86

Registration fees 345

Audit 18

Legal 6

Total expenses before 17,419
reductions

Expense reductions (320) 17,099

NET INVESTMENT INCOME (LOSS) (7,647)

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

Investment securities 540,843

Foreign currency transactions (60) 540,783

Change in net unrealized
appreciation (depreciation)
on:

Investment securities (114,259)

Assets and liabilities in 9 (114,250)
foreign currencies

NET GAIN (LOSS) 426,533

NET INCREASE (DECREASE) IN $ 418,886
NET ASSETS RESULTING FROM
OPERATIONS

<TABLE>
<CAPTION>
<S> <C> <C>
STATEMENT OF CHANGES IN NET ASSETS

AMOUNTS IN THOUSANDS SIX MONTHS ENDED MAY 31, 2000 YEAR ENDED NOVEMBER 30, 1999
(UNAUDITED)

INCREASE (DECREASE) IN NET
ASSETS

Operations Net investment $ (7,647) $ (8,090)
income (loss)

Net realized gain (loss) 540,783 577,960

Change in net unrealized (114,250) 675,633
appreciation (depreciation)

NET INCREASE (DECREASE) IN 418,886 1,245,503
NET ASSETS RESULTING FROM
OPERATIONS

Distributions to shareholders (514,096) (116,063)
from net realized gains

Share transactions Net 742,670 791,580
proceeds from sales of shares

Reinvestment of distributions 491,186 111,045

Cost of shares redeemed (631,783) (666,947)

NET INCREASE (DECREASE) IN 602,073 235,678
NET ASSETS RESULTING FROM
SHARE TRANSACTIONS

TOTAL INCREASE (DECREASE) 506,863 1,365,118
IN NET ASSETS

NET ASSETS

Beginning of period 2,896,300 1,531,182

End of period (including $ 3,403,163 $ 2,896,300
accumulated net investment
loss of $18,472 and $8,193,
respectively)

OTHER INFORMATION
Shares

Sold 15,326 23,550

Issued in reinvestment of 11,801 4,440
distributions

Redeemed (13,117) (20,459)

Net increase (decrease) 14,010 7,531

</TABLE>

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
FINANCIAL HIGHLIGHTS

SIX MONTHS ENDED MAY 31, 2000 YEARS ENDED NOVEMBER 30,

(UNAUDITED) 1999 1998 1997 1996 1995

SELECTED PER-SHARE DATA

Net asset value, beginning $ 42.51 $ 25.27 $ 24.48 $ 20.79 $ 18.11 $ 12.30
of period

Income from Investment
Operations

Net investment income (loss) D (.09) (.12) (.03) (.03) (.03) (.02) E

Net realized and unrealized 6.34 19.30 3.74 4.27 4.15 6.12
gain (loss)

Total from investment 6.25 19.18 3.71 4.24 4.12 6.10
operations

Less Distributions

From net realized gain (7.33) (1.94) (2.92) (.55) (1.44) (.29)

Net asset value, end of $ 41.43 $ 42.51 $ 25.27 $ 24.48 $ 20.79 $ 18.11
period

TOTAL RETURN B, C 14.99% 81.31% 17.55% 21.01% 24.88% 50.92%

RATIOS AND SUPPLEMENTAL DATA

Net assets, end of period $ 3,403 $ 2,896 $ 1,531 $ 1,530 $ 1,267 $ 544
(in millions)

Ratio of expenses to average .91% A .95% .86% .99% 1.07% 1.20%
net assets

Ratio of expenses to average .89% A, F .93% F .83% F .94% F 1.03% F 1.18% F
net assets after expense
reductions

Ratio of net investment (.40)% A (.36)% (.13)% (.13)% (.17)% (.15)%
income (loss) to average
net assets

Portfolio turnover rate 109% A 116% 121% 142% 158% 176%

</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 NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED BASED ON
AVERAGE SHARES OUTSTANDING DURING THE PERIOD.
E INVESTMENT INCOME PER SHARE REFLECTS A SPECIAL DIVIDEND WHICH
AMOUNTED TO $0.01 PER SHARE.
F FMR OR THE FUND HAS ENTERED INTO VARYING ARRANGEMENTS WITH THIRD
PARTIES WHO EITHER PAID OR REDUCED A PORTION OF THE FUND'S EXPENSES.

NOTES TO FINANCIAL STATEMENTS
For the period ended May 31, 2000 (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. Effective the close of business on May 15,
1996, the fund was closed to new accounts. The trust is registered
under the Investment Company Act of 1940, as amended, as an open-end
management investment company organized as a Massachusetts business
trust. The financial statements have been prepared in conformity with
generally accepted accounting principles which require management to
make certain estimates and assumptions at the date of the financial
statements. 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. Foreign securities are valued based
on quotations from the principal market in which such securities are
normally traded. If trading or events occurring in other markets after
the close of the principal market in which foreign securities are
traded, and before the close of the business of the fund, are expected
to materially affect the value of those securities, then they are
valued at their fair value taking this trading or these events into
account. Fair value is determined in good faith under consistently
applied procedures under the general supervision of the Board of
Trustees. 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. Short-term securities with remaining maturities of
sixty days or less for which quotations are not readily available are
valued at amortized cost or original cost plus accrued interest, both
of which approximate current value.

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

1. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

INCOME TAXES - CONTINUED

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."

EXPENSES. Most expenses of the trust can be directly attributed to a
fund. Expenses which cannot be directly attributed are apportioned
among 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,
passive foreign investment companies (PFIC), 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.

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.

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 for
U.S. Treasury or Federal Agency obligations.

3. PURCHASES AND SALES OF INVESTMENTS.

Purchases and sales of securities, other than short-term securities,
aggregated $1,991,582,000 and $1,981,526,000, 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 .2167% to
.5200% for the period. The annual individual fund fee rate is .35%. 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 basic fee
is subject to a performance adjustment (up to a maximum of
(plus/minus).20% of the fund's average net assets over the performance
period) 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 .73% of average
net assets after the performance adjustment.

4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED

SALES LOAD. For the period, Fidelity Distributors Corporation (FDC),
an affiliate of FMR and the general distributor of the fund, received
sales charges of $1,817,000 on sales of shares of the fund of which
$1,816,000 was retained.

5. SECURITY LENDING.

The fund lends portfolio securities from time to time in order to earn
additional income. The fund receives collateral in the form of U.S.
Treasury obligations, letters of credit, and/or cash against the
loaned securities, and maintains collateral in an amount not less than
100% of the market value of the loaned securities during the period of
the loan. The market value of the loaned securities is determined at
the close of business of the fund and any additional required
collateral is delivered to the fund on the next business day. If the
borrower defaults on its obligation to return the securities loaned
because of insolvency or other reasons, the fund could experience
delays and costs in recovering the securities loaned or in gaining
access to the collateral. At period end, the value of the securities
loaned amounted to $18,696,000. The fund received cash collateral of
$18,410,000 which was invested in cash equivalents, and U.S. Treasury
obligations valued at $1,253,000.

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 $283,000 under this arrangement.

In addition, through arrangements with the fund's custodian and
transfer agent, credits realized as a result of uninvested cash
balances were used to reduce a portion of the fund's expenses. During
the period, the fund's custodian and transfer agent fees were reduced
by $8,000 and $29,000, respectively, under these arrangements.

MANAGING YOUR INVESTMENTS

BY PHONE

(PHONE_GRAPHIC)FIDELITY AUTOMATED
SERVICE TELEPHONE (FAST(registered trademark))

1-800-544-5555

PRESS

1 For mutual fund and brokerage trading.

2 For quotes.*

3 For account balances and holdings.

4 To review orders and mutual
fund activity.

5 To change your PIN.

*0 To speak to a Fidelity representative.

BY PC

Fidelity's web site on the Internet provides a wide range of
information, including daily financial news, fund performance,
interactive planning tools and news about Fidelity products and
services.

(COMPUTER_GRAPHIC)FIDELITY'S WEB SITE
WWW.FIDELITY.COM

(COMPUTER_GRAPHIC)
FIDELITY ON-LINE XPRESS+(registered trademark)

TO WRITE FIDELITY

(LETTER_GRAPHIC)MAKING CHANGES
TO YOUR ACCOUNT
(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(LETTER_GRAPHIC)FOR NON-RETIREMENT
ACCOUNTS

BUYING SHARES

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

OVERNIGHT EXPRESS
Fidelity Investments
2300 Litton Lane - KH1A
Hebron, KY 41048

SELLING SHARES

Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602

OVERNIGHT EXPRESS
Fidelity Investments
Attn: Redemptions - CP6I
400 East Las Colinas Blvd.
Irving, TX 75039-5587

GENERAL CORRESPONDENCE

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(LETTER_GRAPHIC)FOR RETIREMENT
ACCOUNTS

BUYING SHARES

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

SELLING SHARES

Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602

OVERNIGHT EXPRESS
Fidelity Investments
Attn: Redemptions - CP6R
400 East Las Colinas Blvd.
Irving, TX 75039-5587

GENERAL CORRESPONDENCE

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

INVESTMENT ADVISER
Fidelity Management & Research Company
Boston, MA

INVESTMENT SUB-ADVISERS
Fidelity Management & Research
(U.K.) Inc.
Fidelity Management & Research
(Far East) Inc.
Fidelity Investments Japan Ltd.

OFFICERS
Edward C. Johnson 3d, President
Robert C. Pozen, Senior Vice President
Abigail P. Johnson, Vice President
Neal P. Miller, Vice President
Eric D. Roiter, Secretary
Robert A. Dwight, Treasurer
Maria F. Dwyer, Deputy Treasurer
John H. Costello, Assistant Treasurer

BOARD OF TRUSTEES
Ralph F. Cox *
Phyllis Burke Davis *
Robert M. Gates *
Edward C. Johnson 3d
Ned C. Lautenbach *
Donald J. Kirk *
Peter S. Lynch
Marvin L. Mann *
William O. McCoy *
Gerald C. McDonough *
Robert C. Pozen
Thomas R. Williams *

ADVISORY BOARD
J. Michael Cook

GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA

TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Company, Inc.
Boston, MA

* INDEPENDENT TRUSTEES

NMF-SANN-0700 106082
1.704547.102

CUSTODIAN
The Chase Manhattan Bank
New York, NY

FIDELITY'S GROWTH FUNDS
Aggressive Growth Fund
Blue Chip Growth Fund
Capital Appreciation Fund
Contrafund(registered trademark)
Contrafund(registered trademark) II
Disciplined Equity Fund
Dividend Growth Fund
Export and Multinational Fund
Fidelity FiftySM
Growth Company Fund
Large Cap Stock Fund
Low-Priced Stock Fund
Magellan(registered trademark) Fund
Mid-Cap Stock Fund
New Millennium Fund(registered trademark)
OTC Portfolio
Retirement Growth Fund
Small Cap Selector
Small Cap Stock Fund
Stock Selector
Tax Managed Stock Fund
TechnoQuant (registered trademark) Growth Fund
Trend Fund
Value Fund

THE FIDELITY TELEPHONE CONNECTION
MUTUAL FUND 24-HOUR SERVICE
Exchanges/Redemptions
and Account Assistance 1-800-544-6666
Product Information 1-800-544-6666
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)
Fidelity Automated Service
Telephone (FAST(registered trademark)) 1-800-544-5555
AUTOMATED LINE FOR QUICKEST SERVICE

(2_FIDELITY_LOGOS)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com