OTC PORTFOLIO
SUPPLEMENT TO THE PROSPECTUS DATED SEPTEMBER 25, 1993
SHAREHOLDER MEETING: On July 13, 1994, shareholders of the fund
approved a proposal to eliminate certain of the fund's fundamental
investment policies and replace certain others with non-fundamental
policies. The changes, as outlined in the proxy statement, are not
expected to change the way the fund is managed and the fund's
fundamental investment objective - to seek capital appreciation - will
remain the same. In addition, the fund's policy limiting its
investments
in foreign securities to 30% of its assets was eliminated. These
changes took effect upon approval, and the fund's investment policies
as described in the prospectus have been modified as follows:
"FMR, the fund's manager, will normally invest at least 65% of the
fund's total assets in securities that are traded principally in the
over-the-counter market."
Please contact Fidelity at 1-800-544-6666 if you wish to receive a
proxy statement.
The following information replaces the fourth paragraph of the section
entitled "OTC Portfolio and the Fidelity Organization" on page 9.
Abigail Johnson is manager of OTC, which she has managed
since April 1994. Previously, she managed Dividend Growth and
the Select Industrial Equipment, Developing Communications,
and Telecommunications Portfolios. Ms. Johnson joined Fidelity in
1988.
The following information replaces the fourth paragraph under the
heading "Share Price" on page 11.
The fund's sales charge may be reduced if you invest directly with
Fidelity or through prototype or prototype-like retirement plans
sponsored by FMR or FMR Corp. Purchases made with assistance or
intervention from a financial intermediary are not eligible. The amount
you invest, plus the value of your account, must fall within the ranges
shown below. Call Fidelity to see if your purchase qualifies.
Ranges Sales charge Net amount invested
$0 - 249,000 3% 3.09%
$250,000 - 499,999 2% 2.04%
$500,000 - 999,999 1% 1.01%
$1,000,000 or more none none
OTC PORTFOLIO
SUPPLEMENT TO THE PROSPECTUS DATED SEPTEMBER 25, 1993
SHAREHOLDER MEETING: On July 13, 1994, shareholders of the fund
approved a proposal to eliminate certain of the fund's fundamental
investment policies and replace certain others with non-fundamental
policies. The changes, as outlined in the proxy statement, are not
expected to change the way the fund is managed and the fund's
fundamental investment objective - to seek capital appreciation - will
remain the same. In addition, the fund's policy limiting its
investments
in foreign securities to 30% of its assets was eliminated. These
changes took effect upon approval, and the fund's investment policies
as described in the prospectus have been modified as follows:
"FMR, the fund's manager, will normally invest at least 65% of the
fund's total assets in securities that are traded principally in the
over-the-counter market."
Please contact Fidelity at 1-800-544-6666 if you wish to receive a
proxy statement.
The following information replaces the fourth paragraph of the section
entitled "OTC Portfolio and the Fidelity Organization" on page 9.
Abigail Johnson is manager of OTC, which she has managed
since April 1994. Previously, she managed Dividend Growth and
the Select Industrial Equipment, Developing Communications,
and Telecommunications Portfolios. Ms. Johnson joined Fidelity in
1988.
The following information replaces the fourth paragraph under the
heading "Share Price" on page 11.
The fund's sales charge may be reduced if you invest directly with
Fidelity or through prototype or prototype-like retirement plans
sponsored by FMR or FMR Corp. Purchases made with assistance or
intervention from a financial intermediary are not eligible. The amount
you invest, plus the value of your account, must fall within the ranges
shown below. Call Fidelity to see if your purchase qualifies.
Ranges Sales charge Net amount invested
$0 - 249,000 3% 3.09%
$250,000 - 499,999 2% 2.04%
$500,000 - 999,999 1% 1.01%
$1,000,000 or more none none
OTC-94-3 Page 1 of 3 July 13, 1994
OTC-94-3 Page 1 of 3 July 13, 1994
The sales charge will also be reduced by the percentage of any
sales charge you previously paid on investments in other Fidelity
funds (not including Fidelity's Foreign Currency Funds). Similarly,
your shares carry credit for any sales charge you would have paid
if the reductions in the table above had not been available. These
sales charge credits only apply if you continuously owned Fidelity
fund shares or a Fidelity brokerage core account, or participated
in The CORPORATEplan for Retirement Program, and only to
purchases made in one of the following ways: (i) by exchange from
another Fidelity fund; (ii) with proceeds of a transaction within a
Fidelity brokerage core account, including any free credit balance,
core money market fund, or margin availability, to the extent such
proceeds were derived from redemption proceeds from another
Fidelity fund; (iii) with redemption proceeds from one of Fidelity's
Foreign Currency Funds, if the Foreign Currency Fund shares
were originally purchased with redemption proceeds from a
Fidelity fund; (iv) through the Directed Dividends Option (see page
14); or (v) by participants in The CORPORATEplan for Retirement
Program when shares are purchased through plan-qualified loan
repayments, and for exchanges into and out of the Managed
Income Portfolio.
The following information replaces the corresponding section of the
fifth paragraph under the heading "Share Price" beginning on page
10.
The fund's sales charge will not apply...(7) if you are a current or
former trustee or officer of a Fidelity fund or a current or retired
officer, director, or regular employee of FMR Corp. or its direct or
indirect subsidiaries (a Fidelity Trustee or employee), the spouse
of a Fidelity trustee or employee, a Fidelity trustee or employee
acting as custodian for a minor child, or a person acting as trustee
of a trust for the sole benefit of the minor child of a Fidelity trustee
or employee;...(10) if you are a registered investment adviser
(RIA) purchasing for your discretionary accounts, provided you
execute a Fidelity RIA load waiver agreement which specifies
certain aggregate minimum and operating provisions. Except for
correspondents of National Financial Services Corporation, this
waiver is available only for shares purchased directly from Fidelity,
and is unavailable if the RIA is part of an organization principally
engaged in the brokerage business.
The following information supplements the fifth paragraph under the
heading "Share Price" beginning on page 10.
...(12) if you invest through a non-prototype pension or
profit-sharing plan that maintains all of its mutual fund assets in
Fidelity's mutual funds, provided the plan executes a Fidelity
non-prototype sales charge waiver request form confirming its
qualification.
The sales charge will also be reduced by the percentage of any
sales charge you previously paid on investments in other Fidelity
funds (not including Fidelity's Foreign Currency Funds). Similarly,
your shares carry credit for any sales charge you would have paid
if the reductions in the table above had not been available. These
sales charge credits only apply if you continuously owned Fidelity
fund shares or a Fidelity brokerage core account, or participated
in The CORPORATEplan for Retirement Program, and only to
purchases made in one of the following ways: (i) by exchange from
another Fidelity fund; (ii) with proceeds of a transaction within a
Fidelity brokerage core account, including any free credit balance,
core money market fund, or margin availability, to the extent such
proceeds were derived from redemption proceeds from another
Fidelity fund; (iii) with redemption proceeds from one of Fidelity's
Foreign Currency Funds, if the Foreign Currency Fund shares
were originally purchased with redemption proceeds from a
Fidelity fund; (iv) through the Directed Dividends Option (see page
14); or (v) by participants in The CORPORATEplan for Retirement
Program when shares are purchased through plan-qualified loan
repayments, and for exchanges into and out of the Managed
Income Portfolio.
The following information replaces the corresponding section of the
fifth paragraph under the heading "Share Price" beginning on page
10.
The fund's sales charge will not apply...(7) if you are a current or
former trustee or officer of a Fidelity fund or a current or retired
officer, director, or regular employee of FMR Corp. or its direct or
indirect subsidiaries (a Fidelity Trustee or employee), the spouse
of a Fidelity trustee or employee, a Fidelity trustee or employee
acting as custodian for a minor child, or a person acting as trustee
of a trust for the sole benefit of the minor child of a Fidelity trustee
or employee;...(10) if you are a registered investment adviser
(RIA) purchasing for your discretionary accounts, provided you
execute a Fidelity RIA load waiver agreement which specifies
certain aggregate minimum and operating provisions. Except for
correspondents of National Financial Services Corporation, this
waiver is available only for shares purchased directly from Fidelity,
and is unavailable if the RIA is part of an organization principally
engaged in the brokerage business.
The following information supplements the fifth paragraph under the
heading "Share Price" beginning on page 10.
...(12) if you invest through a non-prototype pension or
profit-sharing plan that maintains all of its mutual fund assets in
Fidelity's mutual funds, provided the plan executes a Fidelity
non-prototype sales charge waiver request form confirming its
qualification.
Page 2 of 3
Page 2 of 3
The following information replaces the sixth paragraph under the
heading "Share Price" beginning on page 10.
These waivers must be qualified through FDC in advance. More
detailed information about waivers (1), (2), (5), (9), and (10) is
contained in the Statement of Additional Information. A
representative of your plan or organization should call Fidelity for
more information.
The following information supplements the seventh paragraph under
the heading "Share Price" beginning on page 10.
Effective February 1, 1994, the sales charge paid to qualified
recipients will be 2.25% of the fund's offering price.
The following information replaces the sixth paragraph under the
heading "Share Price" beginning on page 10.
These waivers must be qualified through FDC in advance. More
detailed information about waivers (1), (2), (5), (9), and (10) is
contained in the Statement of Additional Information. A
representative of your plan or organization should call Fidelity for
more information.
The following information supplements the seventh paragraph under
the heading "Share Price" beginning on page 10.
Effective February 1, 1994, the sales charge paid to qualified
recipients will be 2.25% of the fund's offering price.
Page 3 of 3
Page 3 of 3
SUPPLEMENT TO THE
FIDELITY GROWTH &
INCOME PORTFOLIO
PROSPECTUS
DATED SEPTEMBER 25, 1993
SHAREHOLDER MEETING: On July
13, 1994, shareholders
approved changes to the
investment objective and
certain other policies of the
fund. The changes, as outlined
in the proxy statement, are not
expected to change the way
the fund is managed. These
changes took effect upon
approval, and the fund's
fundamental investment
objective as described in the
prospectus has been modified
as follows:
"The fund seeks high total
return through a combination of
current income and capital
appreciation."
Please contact Fidelity at
1-800-544-6666 if you wish to
receive a proxy statement.
The following information
replaces the last two sentences
in the "Minimum Investments"
table on page 10:
These minimums may vary for
a Fidelity College Savings Plan
account or a Fidelity Payroll
Deduction Program account in
the fund. Refer to the
appropriate program materials
for details.
The following information
supplements the last paragraph
on page 19.
Effective February 1, 1994, the
sales charge paid to qualified
recipients will be 2.25% of the
fund's offering price.
The following information
replaces that found under the
"Reductions" heading in the
"Sales Charge Reductions and
Waivers" section on page 21.
REDUCTIONS. The fund's sales
charge may be reduced if you
invest directly with Fidelity or
through prototype or
prototype-like retirement plans
sponsored by FMR or FMR
Corp. Purchases made with
assistance or intervention from a
financial intermediary are not
eligible. The amount you invest,
plus the value of your account,
must fall within the ranges
shown below. Call Fidelity to see
if your purchase qualifies.
Net
amount
Ranges Sales charge invested
$0 - 249,000 3% 3.09
%
$250,000 - 499,999 2% 2.04
%
$500,000 - 999,999 1% 1.01
%
$1,000,000 or more none none
The sales charge will also be
reduced by the percentage of
any sales charge you
previously paid on investments
in other Fidelity funds (not
including Fidelity's Foreign
Currency Funds). Similarly,
your shares carry credit for any
sales charge you would have
paid if the reductions in the
table above had not been
available. These sales charge
credits only apply if you
continuously owned Fidelity
fund shares or a Fidelity
brokerage core account, or
participated in The
CORPORATEplan for
Retirement Program, and only
to purchases made in one of
the following ways:
SUPPLEMENT TO THE
FIDELITY GROWTH &
INCOME PORTFOLIO
PROSPECTUS
DATED SEPTEMBER 25, 1993
SHAREHOLDER MEETING: On July
13, 1994, shareholders
approved changes to the
investment objective and
certain other policies of the
fund. The changes, as outlined
in the proxy statement, are not
expected to change the way
the fund is managed. These
changes took effect upon
approval, and the fund's
fundamental investment
objective as described in the
prospectus has been modified
as follows:
"The fund seeks high total
return through a combination of
current income and capital
appreciation."
Please contact Fidelity at
1-800-544-6666 if you wish to
receive a proxy statement.
The following information
replaces the last two sentences
in the "Minimum Investments"
table on page 10:
These minimums may vary for
a Fidelity College Savings Plan
account or a Fidelity Payroll
Deduction Program account in
the fund. Refer to the
appropriate program materials
for details.
The following information
supplements the last paragraph
on page 19.
Effective February 1, 1994, the
sales charge paid to qualified
recipients will be 2.25% of the
fund's offering price.
The following information
replaces that found under the
"Reductions" heading in the
"Sales Charge Reductions and
Waivers" section on page 21.
REDUCTIONS. The fund's sales
charge may be reduced if you
invest directly with Fidelity or
through prototype or
prototype-like retirement plans
sponsored by FMR or FMR
Corp. Purchases made with
assistance or intervention from a
financial intermediary are not
eligible. The amount you invest,
plus the value of your account,
must fall within the ranges
shown below. Call Fidelity to see
if your purchase qualifies.
Net
amount
Ranges Sales charge invested
$0 - 249,000 3% 3.09
%
$250,000 - 499,999 2% 2.04
%
$500,000 - 999,999 1% 1.01
%
$1,000,000 or more none none
The sales charge will also be
reduced by the percentage of
any sales charge you
previously paid on investments
in other Fidelity funds (not
including Fidelity's Foreign
Currency Funds). Similarly,
your shares carry credit for any
sales charge you would have
paid if the reductions in the
table above had not been
available. These sales charge
credits only apply if you
continuously owned Fidelity
fund shares or a Fidelity
brokerage core account, or
participated in The
CORPORATEplan for
Retirement Program, and only
to purchases made in one of
the following ways:
GAI - 94 - 3 (Page 1 of 2) July13, 1994
GAI - 94 - 3 (Page 1 of 2) July13, 1994
1. By exchange from another
Fidelity fund.
2. With proceeds of a
transaction within a Fidelity
brokerage core account,
including any free credit balance,
core money market fund, or
margin availability, to the extent
such proceeds were derived
from redemption proceeds from
another Fidelity fund.
3. With redemption proceeds
from one of Fidelity's Foreign
Currency Funds, if the Foreign
Currency Fund shares were
originally purchased with
redemption proceeds from a
Fidelity fund.
4. Through the Directed
Dividends Option (see page
16).
5. By participants in The
CORPORATEplan for
Retirement Program when
shares are purchased through
plan-qualified loan repayments,
and for exchanges into and out
of the Managed Income
Portfolio.
T he following information
replaces the corresponding
paragraphs found under the
"Waivers" heading in the "Sales
Charge Reductions and
Waivers" section beginning on
page 21.
7. If you are a current or former
trustee or officer of a Fidelity
fund or a current or retired
officer, director, or regular
employee of FMR Corp. or its
direct or indirect subsidiaries (a
Fidelity Trustee or employee),
the spouse of a Fidelity trustee
or employee, a Fidelity trustee or
employee acting as custodian for
a minor child, or a person acting
as trustee of a trust for the sole
benefit of the minor child of a
Fidelity Trustee or employee.
11. If you are a registered
investment adviser (RIA)
purchasing for your discretionary
accounts, provided you execute
a Fidelity RIA load waiver
agreement which specifies
certain aggregate minimum and
operating provisions. Except for
correspondents of National
Financial Services Corporation,
this waiver is available only for
shares purchased directly from
Fidelity, and is unavailable if the
RIA is part of an organization
principally engaged in the
brokerage business.
The following information
supplements the corresponding
paragraphs found under the
"Waivers" heading in the "Sales
Charge Reductions and
Waivers" section beginning on
page 21.
13. If you invest through a
non-prototype pension or
profit-sharing plan that maintains
all of its mutual fund assets in
Fidelity mutual funds, provided
the plan executes a Fidelity
non-prototype sales charge
waiver request form confirming
its qualification.
14. If you invest as part of a
payroll deduction program
through an employer who is a
member of the Fidelity
Retirement Client Advisory
Group or the Fidelity Retail
Advisory Group, provided the
employer enters into a Fidelity
payroll deduction load waiver
agreement which specifies
certain qualifying restrictions and
operating provisions.
These waivers must be qualified
through FDC in advance. More
detailed information about
waivers (1), (2), (5), (10), (11),
and (14) is contained in the
Statement of Additional
Information. A representative of
your plan or organization should
call Fidelity for more information.
1. By exchange from another
Fidelity fund.
2. With proceeds of a
transaction within a Fidelity
brokerage core account,
including any free credit balance,
core money market fund, or
margin availability, to the extent
such proceeds were derived
from redemption proceeds from
another Fidelity fund.
3. With redemption proceeds
from one of Fidelity's Foreign
Currency Funds, if the Foreign
Currency Fund shares were
originally purchased with
redemption proceeds from a
Fidelity fund.
4. Through the Directed
Dividends Option (see page
16).
5. By participants in The
CORPORATEplan for
Retirement Program when
shares are purchased through
plan-qualified loan repayments,
and for exchanges into and out
of the Managed Income
Portfolio.
T he following information
replaces the corresponding
paragraphs found under the
"Waivers" heading in the "Sales
Charge Reductions and
Waivers" section beginning on
page 21.
7. If you are a current or former
trustee or officer of a Fidelity
fund or a current or retired
officer, director, or regular
employee of FMR Corp. or its
direct or indirect subsidiaries (a
Fidelity Trustee or employee),
the spouse of a Fidelity trustee
or employee, a Fidelity trustee or
employee acting as custodian for
a minor child, or a person acting
as trustee of a trust for the sole
benefit of the minor child of a
Fidelity Trustee or employee.
11. If you are a registered
investment adviser (RIA)
purchasing for your discretionary
accounts, provided you execute
a Fidelity RIA load waiver
agreement which specifies
certain aggregate minimum and
operating provisions. Except for
correspondents of National
Financial Services Corporation,
this waiver is available only for
shares purchased directly from
Fidelity, and is unavailable if the
RIA is part of an organization
principally engaged in the
brokerage business.
The following information
supplements the corresponding
paragraphs found under the
"Waivers" heading in the "Sales
Charge Reductions and
Waivers" section beginning on
page 21.
13. If you invest through a
non-prototype pension or
profit-sharing plan that maintains
all of its mutual fund assets in
Fidelity mutual funds, provided
the plan executes a Fidelity
non-prototype sales charge
waiver request form confirming
its qualification.
14. If you invest as part of a
payroll deduction program
through an employer who is a
member of the Fidelity
Retirement Client Advisory
Group or the Fidelity Retail
Advisory Group, provided the
employer enters into a Fidelity
payroll deduction load waiver
agreement which specifies
certain qualifying restrictions and
operating provisions.
These waivers must be qualified
through FDC in advance. More
detailed information about
waivers (1), (2), (5), (10), (11),
and (14) is contained in the
Statement of Additional
Information. A representative of
your plan or organization should
call Fidelity for more information.
(Page 2 of 2)
(Page 2 of 2)
