SCHEDULE 13D  
  
Amendment No. 6  
Tel Save Holdings Incorporated  
common stock   
Cusip # 879176105  
  
 
 
Cusip # 879176105  
Item 1:	Fidelity International Limited  
Item 4:	PF  
Item 6:	Bermuda  
Item 7:	477,700  
Item 8:	None  
Item 9:	581,700  
Item 10:	None  
Item 11:	7,614,748  
Item 13:	11.76%  
Item 14:	HC, IA  
 
 
PREAMBLE  
  
	The filing of this Schedule 13D is not, and should not be  
deemed to be, an admission that such Schedule 13D is required to  
be filed.  See the discussion under Item 2.  
  
Item 1.	Security and Issuer.  
  
	This statement relates to shares of the common stock, $0.01  
par value (the "Shares") of Tel Save Holdings Incorporated, a  
Delaware corporation (the "Company").  The principal executive  
offices of the Company are located at 6805 Route 202, New Hope,  
PA  18938.  
  
Item 2.	Identity and Background.  
  
	Item 2 is amended as follows:  
  
	This statement is being filed by Fidelity International  
Limited, a Bermuda joint stock company incorporated for an  
unlimited duration by private act of the Bermuda legislature  
("FIL").  A separate Schedule 13D is being filed by FMR Corp., a  
Massachusetts Corporation ("FMR"), with respect to the Shares.   
FIL is an investment adviser which provides investment advisory  
and management services to a number of non-U.S. investment  
companies or instrument trusts (the "International Funds") and  
certain institutional investors.  The principal office of FIL is  
located at Pembroke Hall, 42 Crow Lane, Hamilton, Bermuda.  
  
	FMR is a holding company one of whose principal assets is  
the capital stock of a wholly-owned subsidiary, Fidelity  
Management & Research Company ("Fidelity"), which is also a  
Massachusetts corporation.  Fidelity is an investment adviser  
which is registered under Section 203 of the Investment Advisers  
Act of 1940 and which provides investment advisory services to  
more than 30 investment companies which are registered under  
Section 8 of the Investment Company Act of 1940 and serves as  
investment adviser to certain other funds which are generally  
offered to limited groups of investors (the "Fidelity Funds").   
Fidelity Management Trust Company ("FMTC"), a wholly-owned  
subsidiary of FMR Corp. and a bank as defined in Section 3(a)(6)  
of the Securities Exchange Act of 1934, serves as trustee or  
managing agent for various private investment accounts, primarily  
employee benefit plans and serves as investment adviser to  
certain other funds which are generally offered to limited groups  
of investors (the "Accounts").  Various directly or indirectly  
held subsidiaries of FMR are also engaged in investment  
management, venture capital asset management, securities  
brokerage, transfer and shareholder servicing and real estate  
development.  The principal offices of FMR, Fidelity, and FMTC  
are located at 82 Devonshire Street, Boston, Massachusetts 02109.  
  
	Prior to June 30, 1980, FIL was a majority-owned subsidiary  
of Fidelity.  On that date, the shares of FIL held by Fidelity  
were distributed as a dividend, to the shareholders of FMR.  FIL  
currently operates as an entity independent of FMR and Fidelity,  
with certain common shareholders.  The International Funds and  
FIL's other clients, with the exception of Fidelity and an  
affiliate of Fidelity, are non-U.S. entities.  
  
	Members of the Edward C. Johnson 3d family are the  
predominant owners of Class B shares of common stock of FMR  
representing approximately 49% of the voting power of FMR.  Mr.  
Johnson 3d owns 12.0% and Abigail Johnson owns 24.5% of the  
aggregate outstanding voting stock of FMR.  The Johnson family  
group and all other Class B shareholders have entered into a  
shareholders' voting agreement under which all Class B shares  
will be voted in accordance with the majority vote of Class B  
shares.  Accordingly, through their ownership of voting common  
stock and the execution of the shareholders' voting agreement,  
members of the Johnson family may be deemed, under the Investment  
Company Act of 1940, to form a controlling group with respect to  
FMR Corp.   
  
	In addition, a partnership controlled by Mr. Johnson and  
members of his family own shares of FIL voting stock with the  
right to cast approximately 47.22% of the total votes which may  
be cast by all holders of FIL voting stock.  Mr. Johnson 3d is  
Chairman of FMR Corp. and FIL.  FMR Corp. and FIL are separate  
and independent corporate entities.  FMR Corp. and FIL are  
managed independently and their boards of Directors are generally  
composed of different individuals.  Their investment decisions  
are made independently, and clients are different organizations.   
The business address and principal occupation of Mr. Johnson 3d  
is set forth in Schedule A hereto.  
  
	Effective July 1, 1993, Fidelity became sub-advisor to  
Fidelity American Special Situations Trust ("FASST").  
  
	FASST is a unit trust established and authorized by the  
Department of Trade and Industry under the laws of England.  The  
investment advisor of FASST is Fidelity Investment Services  
Limited, an English company and a subsidiary of FIL.  
  
	The Shares to which this statement relates are owned  
directly by six of the Fidelity Funds, forty-four of the  
Accounts, FASST, and by Fidelity International Limited, through  
its subsidiaries and affiliates.  
  
	FMR and FIL are of the view that they are not acting as a  
"group" for purposes of Section 13(d) under the Securities  
Exchange Act of 1934 (the "1934 Act") and that they are not  
otherwise required to attribute to each other the "beneficial  
ownership" of securities "beneficially owned" by the other  
corporation within the meaning of Rule 13d-3 promulgated under  
the 1934 Act.  Therefore, they are of the view that the Shares  
held by the other corporations need not be aggregated for  
purposes of Section 13(d).  However, FMR is making this filing on  
a voluntary basis as if all of the Shares are beneficially owned  
by FMR and FIL on a joint basis.  
  
	The name, residence or business address, principal  
occupation or employment and citizenship of each of the executive  
officers and directors of FMR are set forth in Schedule A hereto.  
  
	Within the past five years, none of the persons named in  
this Item 2 or listed on Schedule A has been convicted in any  
criminal proceeding (excluding traffic violations or similar  
misdemeanors) or has been a party to any civil proceeding and as  
a result thereof was or is subject to any judgment, decree or  
final order enjoining future violations of, or prohibiting or  
mandating activities subject to federal or state securities laws  
or finding any violations with respect to such laws.  
  
Item 3.	Source and Amount of Funds or Other Consideration.  
  
	Item 3 is amended as follows:  
  
	The International Funds and accounts, which own or owned  
Shares, purchased in the aggregate 853,300 Shares for cash in the  
amount of approximately $14,512,398, including brokerage  
commissions.  The International Funds and accounts used their own  
assets in making such purchase and no part of the purchase price  
is represented by borrowed funds.  Proceeds from 402,600 Shares  
sold aggregated approximately $6,299,347.  The attached Schedule  
B sets forth Shares purchased and/or sold since August 28, 1998.  
  
	FASST which own or owned Shares purchased in the aggregate  
8,400 Shares for cash in the amount of approximately $229,745,  
including brokerage commissions.  FASST used its own assets in  
making such purchase and no part of the purchase price is  
represented by borrowed funds.  Proceeds from 8,400 Shares sold  
aggregated approximately $123,896.  The attached Schedule B sets  
forth Shares purchased and/or sold since August 28, 1998.  
  
	The Fidelity Funds, which own or owned Shares, purchased in  
the aggregate 13,413,451 Shares for cash in the amount of  
approximately $262,801,761, including brokerage commissions.  The  
Fidelity Funds used their own assets in making such purchase and  
no part of the purchase price is represented by borrowed funds.   
Proceeds from 8,630,850 Shares sold aggregated approximately  
$162,396,260.  
  
	The Accounts of FMTC, which own or owned Shares, purchased  
in the aggregate 1,569,350 Shares for cash in the amount of  
approximately $29,139,413, including brokerage commissions.  The  
Accounts used their own assets in making such purchase and no  
part of the purchase price is represented by borrowed funds.   
Proceeds from 265,900 Shares sold aggregated approximately  
$4,679,394.    
  
Item 4.	Purpose of Transaction.  
  
	Item 4 is amended as follows:  
  
	The purpose of FIL or its subsidiaries in having the  
International Funds and accounts purchase Shares (see Item 5  
below) is to acquire an equity interest in the Company in pursuit  
of specified investment objectives established by the Board of  
Directors of the International Funds.  
  
	FIL or its subsidiaries may continue to have the  
International Funds and accounts purchase Shares subject to a  
number of factors, including, among others, the availability of  
Shares for sale at what FIL or its subsidiaries considers to be  
reasonable prices and other investment opportunities that may be  
available to the International Funds and accounts.  
  
	FIL and its subsidiaries intend to review continuously the  
equity position of the International Funds and accounts in the  
Company.  Depending upon future evaluations of the business  
prospects of the Company and upon other developments, including,  
but not limited to, general economic and business conditions and  
money market and stock market conditions, FIL and its  
subsidiaries may determine to cause the International Funds to  
cease making additional purchases of Shares or to increase or  
decrease the equity interest in the Company by acquiring  
additional Shares, or by disposing of all or a portion of the  
Shares.  
  
	FIL and its subsidiaries have no present plan or proposal  
which relates to or would result in (i) an extraordinary  
corporate transaction, such as a merger, reorganization,  
liquidation, or sale or transfer of a material amount of assets  
involving the Company or any of its subsidiaries, (ii) any change  
in the Company's present Board of Directors or management, (iii)  
any material changes in the Company's present capitalization or  
dividend policy or any other material change in the Company's  
business or corporate structure, (iv) any change in the Company's  
charter or by-laws, or (v) the Company's common stock becoming  
eligible for termination of its registration pursuant to Section  
12(g)(4) of the 1934 Act.  
  
Item 5.	Interest in Securities of Issuer.  
  
	Item 5 is amended as follows:  
  
	Although Item 5 assumes that FMR, Fidelity, and FIL  
beneficially own all 7,614,748 Shares, reference is made to Item  
2 for a disclaimer of beneficial ownership with respect to the  
securities which are "beneficially owned" by the other  
corporations.  
  
	(a)	FIL beneficially owns, as investment adviser or the  
parent of the investment adviser to the International Funds and  
accounts, 556,500 Shares, or approximately 0.86% of the  
outstanding Shares of the Company. FMR beneficially owns, through  
Fidelity, as investment advisor to the Fidelity Funds, 6,121,098  
Shares, or approximately 9.46% of the outstanding Shares of the  
Company, and through FMTC, the managing agent for the Accounts,  
937,150 Shares, or approximately 1.45% of the outstanding Shares  
of the Company.  Neither FMR, Fidelity, FMTC, nor any of its  
affiliates nor, to the best knowledge of FMR, any of the persons  
name in Schedule A hereto, beneficially owns any other Shares.   
The combined holdings of FMR, Fidelity, FMTC, FASST, and FIL are  
7,614,748 Shares, or approximately 11.76% of the outstanding  
Shares of the Company.  
  
	(b)	The International Funds, the International Pension  
Accounts and FIL, as investment adviser to the International  
Funds and International Pension Accounts, each has the sole power  
to vote and the sole power to dispose of the 573,300 Shares held  
by the International Funds and the International Pension  
Accounts.  FIL has the sole power to vote 469,300 shares and the  
sole power to dispose of 573,300 shares.  FIL, FMR Corp., through  
its control of Fidelity, and FASST each has sole power to vote  
and to dispose of the 8,400 Shares held by FASST.    
  
  
  
  
Item 6.	Contract, Arrangements, Understandings or Relationships  
With Respect to Securities of the Issuer.  
  
	Neither FIL nor any of its affiliates nor, to the best  
knowledge of FIL, any of the persons named in Schedule A hereto  
has any joint venture, finder's fee, or other contract or  
arrangement with any person with respect to any securities of the  
Company.  
  
	The Funds and Accounts may from time to time own debt  
securities issued by the Company or its direct or indirect  
subsidiaries, and may from time to time purchase and/or sell such  
debt securities.  
  
Item 7.	Material to be Filed as Exhibits.  
  
	Power of Attorney.  
  
	This statement speaks as of its date, and no inference  
should be drawn that no change has occurred in the facts set  
forth herein after the date hereof.  
  
Signature  
  
	After reasonable inquiry and to the best of my knowledge and  
belief, I certify that the information set forth in this  
statement is true, complete and correct.  
  
	Fidelity International Limited  
  
  
  
DATE:	October 20, 1998	By:	/s/Frank  
V. Knox			  
Frank V. Knox  
Compliance Officer - FMR Corp. 
Duly authorized under Powers of  
Attorney dated October 19, 1998  
by Eric D. Roiter by and on  
behalf of Fidelity International  
Limited and its direct and  
indirect subsidiaries.  
  
 
 
SCHEDULE A  
  
				POSITION WITH			PRINCIPAL  
NAME AND ADDRESS	INTERNATIONAL	OCCUPATION  
  
Edward C. Johnson 3d	Director & Chairman  
of the Board	Chief Executive  
82 Devonshire Street		Officer-FMR  
Corp.  
Boston, MA 02109  
  
Barry J. Bateman	Director	Chief Executive  
25 Lovat Lane		Officer-Fidelity  
London, England		International Ltd.  
EC3R 8LL  
  
William L. Byrnes	Director	Vice Chairman-  
82 Devonshire Street		FMR Corp.  
Boston, MA 02109  
  
Martin P. Cambridge	Chief Financial Officer	CFO-Fidelity  
Oakhill House		International  
Limited  
130 Tonbridge Road  
Hildenborough, Kent,  
TN119DZ  
  
Charles T. M. Collis	Director, V.P., &  
Secretary	Private Attorney  
P.O.  Box HM 391  
Hamilton HMBX, Bermuda  
  
Glen R. Moreno	Director	Director-Fidelity  
25 Lovat Lane		International Ltd.  
London, England  
EC3R 8LL  
  
David J. Saul	Director	Executive V.P. &  
P.O. Box 650		President-Fidelity  
Hamilton, Bermuda		Bermuda, a division  
		of Fidelity   
		International Ltd.  
  
  
	Messrs. Johnson 3d, Byrnes, and Moreno are United States  
citizens and Messrs. Cambridge, Collis, Saul, and Bateman are  
citizens of the United Kingdom.  
  
 
 
SCHEDULE B  
  
  
Tel Save Holdings Incorporated  
  
Three International Account(s) purchased Shares since August 28,  
1998 at the dates and at the prices set forth below.  The  
transactions were made for cash in open market transactions.  
  
	DATE	SHARES	PRICE  
	9/25/98	17,300	$11.80560  
	9/25/98	9,200	11.80630  
	9/28/98	3,000	12.21190  
	9/29/98	2,800	11.83600  
	9/29/98	97,200	11.83600  
	10/5/98	1,500	9.46880  
	10/8/98	477,100	5.48830  
  
  
  
 
 
SCHEDULE B  
  
  
Tel Save Holdings Incorporated  
  
Three International Account(s) sold Shares since August 28, 1998  
at the dates and at the prices set forth below.  The transactions  
were made for cash in open market transactions.  
  
	DATE	SHARES	PRICE  
	8/28/98	1,800	$15.00000  
	8/31/98	4,800	14.75000  
	10/2/98	20,000	9.90630  
 
 
SCHEDULE B  
  
  
Tel Save Holdings Incorporated  
  
FASST sold Shares since August 28, 1998 at the dates and at the  
prices set forth below.  The transactions were made for cash in  
open market transactions or with other investment companies with  
the same or an affiliated investment advisor.  
  
	DATE	SHARES	PRICE  
	8/31/98	8,400	$14.75000