FIDELITY SECURITIES FUND
497, 1996-01-02
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SUPPLEMENT TO 
FIDELITY 
BLUE CHIP GROWTH
FUND
PROSPECTUS
DATED SEPTEMBER 19, 1995
   The following information 
replaces the similar 
information found in the 
"Transaction Details" section 
on page 28:
FDC collects the proceeds 
from the fund's     3   % sales 
charge and may pay a 
portion of them to securities 
dealers who have sold the 
fund's shares, or to others, 
including banks and other 
financial institutions (qualified 
recipients), under special 
arrangements in connection 
with FDC's sales activities. 
The sales charge paid to 
qualified recipients is 1.50% 
of the fund's offering price.
The following information 
replaces the similar 
information found in the 
"Waivers" section on page 
30:
    6.    To shares purchased 
through Portfolio Advisory 
Services or Fidelity 
Charitable Advisory Services.    
 
   
   
   
   
SUPPLEMENT TO 
FIDELITY 
BLUE CHIP GROWTH
FUND
PROSPECTUS
DATED SEPTEMBER 19, 1995
   The following information 
replaces the similar 
information found in the 
"Transaction Details" section 
on page 28:
FDC collects the proceeds 
from the fund's     3   % sales 
charge and may pay a 
portion of them to securities 
dealers who have sold the 
fund's shares, or to others, 
including banks and other 
financial institutions (qualified 
recipients), under special 
arrangements in connection 
with FDC's sales activities. 
The sales charge paid to 
qualified recipients is 1.50% 
of the fund's offering price.
The following information 
replaces the similar 
information found in the 
"Waivers" section on page 
30:
    6.    To shares purchased 
through Portfolio Advisory 
Services or Fidelity 
Charitable Advisory Services.    
 
   
   
   
   
   BCF-96-1 January 1, 1996
BCF-96-1 January 1, 1996    
FIDELITY BLUE CHIP GROWTH FUND
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED SEPTEMBER 19, 1995
   The following information replaces the similar information found in the
"Additional Purchase and Redemption Information" section beginning on page
14.
7. to shares purchased through Portfolio Advisory Services or Fidelity
Charitable Advisory Services;
MANAGEMENT CONTRACT.  Effective January 1, 1996, FMR agreed to voluntarily
adopt the revised group fee rate schedule shown below for purposes of
calculating the group fee component of the management fee. The revised
schedule provides for lower management fees as total assets under
management increase, and it will be presented to shareholders for approval
at the next shareholder meeting.
The following information r    eplaces the "Group Fee Rate" and "Effective
Annual Fee Rate" schedules beginning on page 20.
          GROUP FEE RATE SCHEDULE                                    
EFFECTIVE ANNUAL FEE RATES
     Average Group   Annualized   Group Net    Effective Annual Fee   
 Assets               Rate         Assets      Rate                   
 
0 - $  3 billion           .5200%    $ 0.5 billion   .5200%   
 
3 -    6                   .4900      25             .4238    
 
6 -    9                   .4600      50             .3823    
 
9 -    12                  .4300      75             .3626    
 
12 -   15                  .4000     100             .3512    
 
15 -   18                  .3850     125             .3430    
 
18 -   21                  .3700     150             .3371    
 
21 -   24                  .3600     175             .3325    
 
24 -   30                  .3500     200             .3284    
 
30 -   36                  .3450     225             .3249    
 
36 -   42                  .3400     250             .3219    
 
42 -   48                  .3350     275             .3190    
 
48 -   66                  .3250     300             .3163    
 
66 -   84                  .3200     325             .3137    
 
84 -   102                 .3150     350             .3113    
 
102 -   138                .3100     375             .3090    
 
138 -   174                .3050     400             .3067    
 
174 -   210                .3000        425          .3046    
 
210 -   246                .2950        450          .3024    
 
246 -   282                .2900        475          .3003    
 
282 -   318                .2850        500          .2982    
 
318 -   354                .2800        525          .2962    
 
354 -   390                .2750        550          .2942    
 
   390 -   426             .2700                              
 
   426 -   462             .2650                              
 
   462 -   498             .2600                              
 
   498 -   534             .2550                              
 
            Over 534       .2500                              
 
 
 
 
 
   BCFB-96-1                                                               
         January 1, 1996
FIDELITY DIVIDEND GROWTH FUND
A FUND OF FIDELITY SECURITIES FUND 
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED SEPTEMBER 19, 1995
 
   MANAGEMENT CONTRACT.  Effective January 1, 1996, FMR agreed to
voluntarily adopt the revised group fee rate schedule shown below for
purposes of calculating the group fee component of the management fee.  The
revised schedule provides for lower management fees as total assets under
management increase, and it will be presented to shareholders for approval
at the next shareholder meeting.
The following information r    eplaces the "Group Fee Rate" and "Effective
Annual Fee Rate" schedules found on page 20.
          GROUP FEE RATE SCHEDULE                                    
EFFECTIVE ANNUAL FEE RATES
     Average Group   Annualized   Group Net    Effective Annual Fee   
 Assets               Rate         Assets      Rate                   
 
0 - $  3 billion          .5200%    $ 0.5 billion   .5200%   
 
3 -    6                  .4900      25             .4238    
 
6 -    9                  .4600      50             .3823    
 
9 -    12                 .4300      75             .3626    
 
12 -   15                 .4000     100             .3512    
 
15 -   18                 .3850     125             .3430    
 
18 -   21                 .3700     150             .3371    
 
21 -   24                 .3600     175             .3325    
 
24 -   30                 .3500     200             .3284    
 
30 -   36                 .3450     225             .3249    
 
36 -   42                 .3400     250             .3219    
 
42 -   48                 .3350     275             .3190    
 
48 -   66                 .3250     300             .3163    
 
66 -   84                 .3200     325             .3137    
 
84 -   102                .3150     350             .3113    
 
102 -   138               .3100     375             .3090    
 
138 -   174               .3050     400             .3067    
 
174 -   210               .3000        425          .3046    
 
210 -   246               .2950        450          .3024    
 
246 -   282               .2900        475          .3003    
 
282 -   318               .2850        500          .2982    
 
318 -   354               .2800        525          .2962    
 
354 -   390               .2750        550          .2942    
 
   390 -   426            .2700                              
 
   426 -   462            .2650                              
 
   462 -   498            .2600                              
 
   498 -   534            .2550                              
 
           Over 534       .2500                              
 
 
 
 
 
 
 
 
   DGFB-96-1                                                               
         January 1, 1996
 
SUPPLEMENT TO 
FIDELITY 
BLUE CHIP GROWTH
FUND
PROSPECTUS
DATED SEPTEMBER 19, 1995
   The following information 
replaces the similar information 
found in the "Transaction 
Details" section on page 28:
FDC collects the proceeds from 
the fund's     3   % sales charge and 
may pay a portion of them to 
securities dealers who have 
sold the fund's shares, or to 
others, including banks and 
other financial institutions 
(qualified recipients), under 
special arrangements in 
connection with FDC's sales 
activities. The sales charge paid 
to qualified recipients is 1.50% 
of the fund's offering price.
The following information 
replaces the similar information 
found in the "Waivers" section 
on page 30:
    6.    To shares purchased through 
Portfolio Advisory Services or 
Fidelity Charitable Advisory 
Services.    
 
   
   
   
   
SUPPLEMENT TO 
FIDELITY 
BLUE CHIP GROWTH
FUND
PROSPECTUS
DATED SEPTEMBER 19, 1995
   The following information 
replaces the similar information 
found in the "Transaction 
Details" section on page 28:
FDC collects the proceeds from 
the fund's     3   % sales charge and 
may pay a portion of them to 
securities dealers who have 
sold the fund's shares, or to 
others, including banks and 
other financial institutions 
(qualified recipients), under 
special arrangements in 
connection with FDC's sales 
activities. The sales charge 
paid to qualified recipients is 
1.50% of the fund's offering 
price.
The following information 
replaces the similar information 
found in the "Waivers" section 
on page 30:
    6.    To shares purchased through 
Portfolio Advisory Services or 
Fidelity Charitable Advisory 
Services.    
 
   
   
   
   
   BCF-96-1 January 1, 1996
BCF-96-1 January 1, 1996    
 
FIDELITY OTC PORTFOLIO
A FUND OF SECURITIES FUND 
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED SEPTEMBER 19, 1995
 
   MANAGEMENT CONTRACT.  Effective January 1, 1996, FMR agreed to
voluntarily adopt the revised group fee rate schedule shown below for
purposes of calculating the group fee component of the management fee.  The
revised schedule provides for lower management fees as total assets under
management increase, and it will be presented to shareholders for approval
at the next shareholder meeting.
The following information r    eplaces the "Group Fee Rate" and "Effective
Annual Fee Rate" schedules beginning on page 20.
          GROUP FEE RATE SCHEDULE                                    
EFFECTIVE ANNUAL FEE RATES
     Average Group   Annualized   Group Net    Effective Annual Fee   
 Assets               Rate         Assets      Rate                   
 
0 - $  3 billion          .5200%    $ 0.5 billion   .5200%   
 
3 -    6                  .4900      25             .4238    
 
6 -    9                  .4600      50             .3823    
 
9 -    12                 .4300      75             .3626    
 
12 -   15                 .4000     100             .3512    
 
15 -   18                 .3850     125             .3430    
 
18 -   21                 .3700     150             .3371    
 
21 -   24                 .3600     175             .3325    
 
24 -   30                 .3500     200             .3284    
 
30 -   36                 .3450     225             .3249    
 
36 -   42                 .3400     250             .3219    
 
42 -   48                 .3350     275             .3190    
 
48 -   66                 .3250     300             .3163    
 
66 -   84                 .3200     325             .3137    
 
84 -   102                .3150     350             .3113    
 
102 -   138               .3100     375             .3090    
 
138 -   174               .3050     400             .3067    
 
174 -   210               .3000        425          .3046    
 
210 -   246               .2950        450          .3024    
 
246 -   282               .2900        475          .3003    
 
282 -   318               .2850        500          .2982    
 
318 -   354               .2800        525          .2962    
 
354 -   390               .2750        550          .2942    
 
   390 -   426            .2700                              
 
   426 -   462            .2650                              
 
   462 -   498            .2600                              
 
   498 -   534            .2550                              
 
           Over 534       .2500                              
 
The following information replaces the similar information found in the
"Additional Purchase and Redemption Information" section on page 14.
7. to shares purchased through Portfolio Advisory Services or Fidelity
Charitable Advisory Services;
 
 
 
 
   OTCB-96-1                                                               
         January 1, 1996
FIDELITY GROWTH & INCOME PORTFOLIO
A FUND OF FIDELITY SECURITIES FUND 
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED SEPTEMBER 19, 1995
 
   MANAGEMENT CONTRACT.  Effective January 1, 1996, FMR agreed to
voluntarily adopt the revised group fee rate schedule shown below for
purposes of calculating the group fee component of the management fee.  The
revised schedule provides for lower management fees as total assets under
management increase, and it will be presented to shareholders for approval
at the next shareholder meeting.
The following information r    eplaces the "Group Fee Rate" and "Effective
Annual Fee Rate" schedules found on page 22.
          GROUP FEE RATE SCHEDULE                                    
EFFECTIVE ANNUAL FEE RATES
     Average Group   Annualized   Group Net    Effective Annual Fee   
 Assets               Rate         Assets      Rate                   
 
0 - $  3 billion          .5200%    $ 0.5 billion   .5200%   
 
3 -    6                  .4900      25             .4238    
 
6 -    9                  .4600      50             .3823    
 
9 -    12                 .4300      75             .3626    
 
12 -   15                 .4000     100             .3512    
 
15 -   18                 .3850     125             .3430    
 
18 -   21                 .3700     150             .3371    
 
21 -   24                 .3600     175             .3325    
 
24 -   30                 .3500     200             .3284    
 
30 -   36                 .3450     225             .3249    
 
36 -   42                 .3400     250             .3219    
 
42 -   48                 .3350     275             .3190    
 
48 -   66                 .3250     300             .3163    
 
66 -   84                 .3200     325             .3137    
 
84 -   102                .3150     350             .3113    
 
102 -   138               .3100     375             .3090    
 
138 -   174               .3050     400             .3067    
 
174 -   210               .3000        425          .3046    
 
210 -   246               .2950        450          .3024    
 
246 -   282               .2900        475          .3003    
 
282 -   318               .2850        500          .2982    
 
318 -   354               .2800        525          .2962    
 
354 -   390               .2750        550          .2942    
 
   390 -   426            .2700                              
 
   426 -   462            .2650                              
 
   462 -   498            .2600                              
 
   498 -   534            .2550                              
 
           Over 534       .2500                              
 
   On October 19, 1995 the Board of Trustees of Fidelity Growth & Income
Portfolio authorized elimination of the Portfolio's 3% front-end sales
charge. Beginning October 20, 1995, purchases of shares of the Portfolio
will not be subject to a sales charge.    
 
 
 
   GAIB-96-1                                                               
         January 1, 1996



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