N-CSRS 1 main.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-1796

Fidelity Destiny Portfolios
(Exact name of registrant as specified in charter)

82 Devonshire St., Boston, Massachusetts 02109
(Address of principal executive offices) (Zip code)

Eric D. Roiter, Secretary

82 Devonshire St.

Boston, Massachusetts 02109
(Name and address of agent for service)

Registrant's telephone number, including area code: 617-563-7000

Date of fiscal year end:

September 30

Date of reporting period:

March 31, 2007

Item 1. Reports to Stockholders

Fidelity Destiny® Portfolios:
Fidelity
® Advisor

Diversified Stock Fund -

Class A
(formerly Destiny I)

Semiannual Report

March 31, 2007

Class A was formerly known as
Fidelity Advisor Destiny® I Fund
Class A

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,073.80

$ 2.53

Hypothetical A

$ 1,000.00

$ 1,022.49

$ 2.47

Class A

Actual

$ 1,000.00

$ 1,071.70

$ 4.70

Hypothetical A

$ 1,000.00

$ 1,020.39

$ 4.58

Class T

Actual

$ 1,000.00

$ 1,069.50

$ 6.40

Hypothetical A

$ 1,000.00

$ 1,018.75

$ 6.24

Class B

Actual

$ 1,000.00

$ 1,066.50

$ 9.43

Hypothetical A

$ 1,000.00

$ 1,015.81

$ 9.20

Class C

Actual

$ 1,000.00

$ 1,067.00

$ 9.38

Hypothetical A

$ 1,000.00

$ 1,015.86

$ 9.15

Institutional Class

Actual

$ 1,000.00

$ 1,075.80

$ 3.36

Hypothetical A

$ 1,000.00

$ 1,021.69

$ 3.28

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.49%

Class A

.91%

Class T

1.24%

Class B

1.83%

Class C

1.82%

Institutional Class

.65%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

General Electric Co.

3.5

7.7

Bank of America Corp.

3.0

4.5

American International Group, Inc.

2.6

6.5

Google, Inc. Class A (sub. vtg.)

2.2

3.0

Exxon Mobil Corp.

2.0

0.0

Procter & Gamble Co.

1.5

0.0

Apple, Inc.

1.4

0.0

Merck & Co., Inc.

1.3

0.0

ConocoPhillips

1.3

1.9

Nestle SA (Reg.)

1.3

0.7

20.1

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

19.5

17.9

Financials

17.5

21.0

Industrials

13.4

12.4

Health Care

13.1

13.5

Consumer Staples

10.2

4.1

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 98.8%

Stocks 98.5%

Convertible Securities 0.1%

Convertible Securities 0.0%

Short-Term
Investments and
Net Other Assets 1.1%

Short-Term
Investments and
Net Other Assets 1.5%

* Foreign investments

20.5%

** Foreign investments

15.4%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value

CONSUMER DISCRETIONARY - 9.6%

Auto Components - 0.1%

Aftermarket Technology Corp. (a)

150,000

$ 3,642,000

Automobiles - 0.6%

Renault SA

100,000

11,694,929

Toyota Motor Corp. sponsored ADR

45,000

5,767,200

17,462,129

Distributors - 0.6%

Li & Fung Ltd.

6,000,000

18,851,987

Diversified Consumer Services - 0.9%

Apollo Group, Inc. Class A (non-vtg.) (a)

375,031

16,463,861

New Oriental Education & Technology Group, Inc. sponsored ADR

250,000

10,132,500

26,596,361

Hotels, Restaurants & Leisure - 1.8%

Buffalo Wild Wings, Inc. (a)

100,000

6,370,000

Ctrip.com International Ltd. sponsored ADR

150,000

10,047,750

McCormick & Schmick's Seafood Restaurants (a)

200,000

5,362,000

Rare Hospitality International, Inc. (a)

125,000

3,761,250

Red Robin Gourmet Burgers, Inc. (a)

250,000

9,705,000

Starbucks Corp. (a)

400,000

12,544,000

Texas Roadhouse, Inc. Class A (a)

300,000

4,275,000

The Cheesecake Factory, Inc. (a)

140,000

3,731,000

55,796,000

Household Durables - 0.9%

D.R. Horton, Inc.

500,000

11,000,000

KB Home

149,952

6,398,452

Ryland Group, Inc.

100,000

4,219,000

Standard Pacific Corp.

350,000

7,304,500

28,921,952

Leisure Equipment & Products - 0.1%

Brunswick Corp.

50,000

1,592,500

Media - 0.8%

EchoStar Communications Corp.
Class A (a)

150,000

6,514,500

New Frontier Media, Inc.

825,000

7,425,000

Playboy Enterprises, Inc. Class B (non-vtg.) (a)

500,046

5,145,473

The DIRECTV Group, Inc. (a)

300,000

6,921,000

26,005,973

Multiline Retail - 1.4%

Federated Department Stores, Inc.

800,000

36,040,000

Marks & Spencer Group PLC

500,000

6,656,253

42,696,253

Specialty Retail - 1.8%

Best Buy Co., Inc.

250,031

12,181,510

Gymboree Corp. (a)

200,000

8,014,000

Home Depot, Inc.

700,040

25,719,470

PETsMART, Inc.

125,000

4,120,000

Shares

Value

Sports Direct International PLC

52,000

$ 284,217

Staples, Inc.

250,000

6,460,000

56,779,197

Textiles, Apparel & Luxury Goods - 0.6%

Carter's, Inc. (a)

250,000

6,335,000

Crocs, Inc.

125,000

5,906,250

Under Armour, Inc. Class A (sub. vtg.) (a)

125,000

6,412,500

18,653,750

TOTAL CONSUMER DISCRETIONARY

296,998,102

CONSUMER STAPLES - 10.2%

Beverages - 2.3%

Constellation Brands, Inc. Class A
(sub. vtg.)

500,000

10,590,000

InBev SA

125,000

9,024,999

Molson Coors Brewing Co. Class B

85,000

8,042,700

PepsiCo, Inc.

600,000

38,136,000

SABMiller PLC

250,000

5,485,382

71,279,081

Food & Staples Retailing - 2.3%

Tesco PLC

500,000

4,371,087

United Natural Foods, Inc. (a)

278,400

8,530,176

Wal-Mart Stores, Inc.

700,000

32,865,000

Whole Foods Market, Inc.

500,000

22,425,000

X5 Retail Group NV unit (a)(e)

100,000

2,770,000

70,961,263

Food Products - 2.9%

Archer-Daniels-Midland Co.

175,000

6,422,500

Bunge Ltd.

75,000

6,166,500

Cosan SA Industria E Comercio (a)

250,000

4,513,553

Dean Foods Co.

35,800

1,673,292

Diamond Foods, Inc.

400,000

6,660,000

Green Mountain Coffee Roasters, Inc. (a)

75,000

4,728,750

Groupe Danone

75,000

12,252,626

Marine Harvest ASA (a)

6,000,000

7,047,560

Nestle SA (Reg.)

100,000

38,937,798

88,402,579

Household Products - 2.3%

Colgate-Palmolive Co.

300,000

20,037,000

Procter & Gamble Co.

750,000

47,370,000

Reckitt Benckiser PLC

100,000

5,206,931

72,613,931

Personal Products - 0.2%

Avon Products, Inc.

200,000

7,452,000

Tobacco - 0.2%

Loews Corp. - Carolina Group

75,000

5,670,750

TOTAL CONSUMER STAPLES

316,379,604

Common Stocks - continued

Shares

Value

ENERGY - 8.8%

Energy Equipment & Services - 1.8%

GlobalSantaFe Corp.

100,000

$ 6,168,000

Nabors Industries Ltd. (a)

200,000

5,934,000

National Oilwell Varco, Inc. (a)

175,000

13,613,250

North American Energy Partners, Inc. (a)

500,000

10,393,660

Schlumberger Ltd. (NY Shares)

275,000

19,002,500

55,111,410

Oil, Gas & Consumable Fuels - 7.0%

Chesapeake Energy Corp.

425,000

13,124,000

ConocoPhillips

600,000

41,010,000

EOG Resources, Inc.

275,000

19,618,500

Exxon Mobil Corp.

800,000

60,360,000

Lukoil Oil Co. sponsored ADR

110,000

9,482,000

Marathon Oil Corp.

100,000

9,883,000

Massey Energy Co.

150,000

3,598,500

OAO Gazprom sponsored ADR

250,000

10,425,000

OJSC Rosneft unit (a)

900,000

7,542,000

Peabody Energy Corp.

300,006

12,072,241

Petroleo Brasileiro SA Petrobras sponsored ADR

75,000

7,463,250

Plains Exploration & Production Co. (a)

100,000

4,514,000

Suncor Energy, Inc.

25,000

1,902,256

Ultra Petroleum Corp. (a)

100,000

5,313,000

Valero Energy Corp.

175,000

11,285,750

217,593,497

TOTAL ENERGY

272,704,907

FINANCIALS - 17.5%

Capital Markets - 1.7%

KKR Private Equity Investors, LP

750,000

18,187,500

MarketAxess Holdings, Inc. (a)

275,000

4,603,500

Merrill Lynch & Co., Inc.

125,000

10,208,750

Morgan Stanley

125,000

9,845,000

UBS AG (NY Shares)

175,000

10,400,250

53,245,000

Commercial Banks - 3.5%

Anglo Irish Bank Corp. PLC

450,000

9,617,760

Banner Corp.

100,000

4,155,000

Commerce Bancorp, Inc., New Jersey

325,000

10,848,500

Erste Bank AG

150,000

11,681,571

HSBC Holdings PLC sponsored ADR (d)

100,000

8,781,000

M&T Bank Corp.

75,000

8,687,250

PNC Financial Services Group, Inc.

75,000

5,397,750

Royal Bank of Scotland Group PLC

100,000

3,904,214

Shinhan Financial Group Co. Ltd. sponsored ADR

25,000

2,847,000

Standard Chartered PLC (United Kingdom)

649,998

18,726,003

Wachovia Corp.

425,000

23,396,250

108,042,298

Shares

Value

Consumer Finance - 0.8%

American Express Co.

450,000

$ 25,380,000

Diversified Financial Services - 4.4%

African Bank Investments Ltd.

2,000,015

8,355,802

Bank of America Corp.

1,850,000

94,387,000

JPMorgan Chase & Co.

700,000

33,866,000

136,608,802

Insurance - 5.8%

ACE Ltd.

449,970

25,675,288

AFLAC, Inc.

250,000

11,765,000

American International Group, Inc.

1,200,033

80,666,218

Hartford Financial Services Group, Inc.

100,000

9,558,000

Max Re Capital Ltd.

5,000

127,400

MetLife, Inc.

200,000

12,630,000

Prudential Financial, Inc.

150,000

13,539,000

RenaissanceRe Holdings Ltd.

325,000

16,295,500

The Chubb Corp.

100,000

5,167,000

XL Capital Ltd. Class A

75,000

5,247,000

180,670,406

Real Estate Investment Trusts - 0.2%

Duke Realty LP

150,000

6,520,500

Thrifts & Mortgage Finance - 1.1%

Countrywide Financial Corp.

350,022

11,774,740

Fannie Mae

75,000

4,093,500

MGIC Investment Corp.

50,000

2,946,000

Radian Group, Inc.

250,000

13,720,000

32,534,240

TOTAL FINANCIALS

543,001,246

HEALTH CARE - 13.1%

Biotechnology - 2.5%

Alexion Pharmaceuticals, Inc. (a)

25,000

1,081,000

Alkermes, Inc. (a)

500,000

7,720,000

Alnylam Pharmaceuticals, Inc. (a)

41,800

752,400

Amgen, Inc. (a)

350,000

19,558,000

Amylin Pharmaceuticals, Inc. (a)

200,000

7,472,000

Celgene Corp. (a)

150,000

7,869,000

Cephalon, Inc. (a)

150,000

10,681,500

CytRx Corp. (a)

500,000

2,345,000

Genentech, Inc. (a)

99,970

8,209,536

MannKind Corp. (a)

299,640

4,284,852

Vertex Pharmaceuticals, Inc. (a)

299,961

8,410,906

78,384,194

Health Care Equipment & Supplies - 2.3%

Advanced Medical Optics, Inc. (a)

110,448

4,108,666

ArthroCare Corp. (a)

150,000

5,406,000

Atricure, Inc. (a)

200,000

2,042,000

Conceptus, Inc. (a)

450,000

9,000,000

Cooper Companies, Inc.

125,000

6,077,500

DENTSPLY International, Inc.

150,000

4,912,500

Hologic, Inc. (a)

50,000

2,882,000

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

IDEXX Laboratories, Inc. (a)

50,000

$ 4,381,500

Kyphon, Inc. (a)

75,000

3,385,500

Meridian Bioscience, Inc.

300,000

8,328,000

Mindray Medical International Ltd. sponsored ADR

475,000

11,309,750

NeuroMetrix, Inc. (a)

18,200

176,722

Sirona Dental Systems, Inc.

50,000

1,723,000

Thoratec Corp. (a)

300,000

6,270,000

70,003,138

Health Care Providers & Services - 1.9%

Brookdale Senior Living, Inc.

121,700

5,435,122

DaVita, Inc. (a)

125,000

6,665,000

Henry Schein, Inc. (a)

100,000

5,518,000

Humana, Inc. (a)

100,000

5,802,000

I-trax, Inc. (a)

1,000,000

3,930,000

MWI Veterinary Supply, Inc. (a)

250,000

8,250,000

UnitedHealth Group, Inc.

375,422

19,886,103

VCA Antech, Inc. (a)

100,000

3,631,000

59,117,225

Health Care Technology - 0.6%

Cerner Corp. (a)

177,300

9,653,985

Emdeon Corp. (a)

500,000

7,565,000

17,218,985

Life Sciences Tools & Services - 1.5%

Affymetrix, Inc. (a)

32,300

971,261

Charles River Laboratories International, Inc. (a)

100,000

4,626,000

Covance, Inc. (a)

100,000

5,934,000

ICON PLC sponsored ADR

140,705

5,994,033

Illumina, Inc. (a)

199,962

5,858,887

Millipore Corp. (a)

175,000

12,682,250

Pharmaceutical Product Development, Inc.

200,000

6,738,000

Ventana Medical Systems, Inc. (a)

100,000

4,190,000

46,994,431

Pharmaceuticals - 4.3%

Allergan, Inc.

75,000

8,311,500

Barr Pharmaceuticals, Inc. (a)

200,000

9,270,000

Elan Corp. PLC sponsored ADR (a)

400,022

5,316,292

Endo Pharmaceuticals Holdings, Inc. (a)

300,000

8,820,000

Johnson & Johnson

375,027

22,599,127

Medicis Pharmaceutical Corp. Class A

200,000

6,164,000

Merck & Co., Inc.

950,000

41,961,500

Nexmed, Inc. (a)

240,277

295,541

Roche Holding AG (participation certificate)

39,957

7,068,253

Shares

Value

Sepracor, Inc. (a)

50,000

$ 2,331,500

Wyeth

425,000

21,262,750

133,400,463

TOTAL HEALTH CARE

405,118,436

INDUSTRIALS - 13.3%

Aerospace & Defense - 1.8%

General Dynamics Corp.

225,000

17,190,000

Honeywell International, Inc.

450,000

20,727,000

United Technologies Corp.

300,000

19,500,000

57,417,000

Air Freight & Logistics - 1.2%

C.H. Robinson Worldwide, Inc.

200,017

9,550,812

United Parcel Service, Inc. Class B

400,000

28,040,000

37,590,812

Airlines - 1.1%

Allegiant Travel Co.

125,000

3,937,500

Ryanair Holdings PLC sponsored ADR (a)(d)

225,000

10,077,750

Southwest Airlines Co.

750,000

11,025,000

US Airways Group, Inc. (a)

200,000

9,096,000

34,136,250

Building Products - 0.4%

Masco Corp.

150,000

4,110,000

Universal Forest Products, Inc.

150,000

7,432,500

11,542,500

Commercial Services & Supplies - 0.8%

Corporate Executive Board Co.

100,000

7,596,000

CoStar Group, Inc. (a)

125,000

5,585,000

Healthcare Services Group, Inc.

18,340

525,441

Robert Half International, Inc.

274,980

10,177,010

23,883,451

Construction & Engineering - 0.6%

Chicago Bridge & Iron Co. NV (NY Shares)

17,300

531,975

Fluor Corp.

150,000

13,458,000

Infrasource Services, Inc. (a)

70,900

2,164,577

Quanta Services, Inc. (a)

122,000

3,076,840

19,231,392

Electrical Equipment - 1.9%

Energy Conversion Devices, Inc. (a)(d)

222,500

7,774,150

Evergreen Solar, Inc. (a)

550,000

5,362,500

First Solar, Inc.

75,000

3,900,750

Q-Cells AG

175,000

11,230,071

SGL Carbon AG (a)

100,000

3,284,732

SolarWorld AG

200,000

15,530,011

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

100,000

3,461,000

Suzlon Energy Ltd.

125,000

2,880,025

Ultralife Batteries, Inc. (a)

400,000

4,320,000

57,743,239

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 4.2%

General Electric Co.

3,099,961

$ 109,614,621

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

500,000

15,775,000

130,749,621

Machinery - 1.1%

Bucyrus International, Inc. Class A

100,000

5,150,000

Dover Corp.

75,000

3,660,750

Illinois Tool Works, Inc.

250,024

12,901,238

Joy Global, Inc.

200,000

8,580,000

Tata Motors Ltd. sponsored ADR (d)

250,000

4,052,500

34,344,488

Road & Rail - 0.1%

Canadian National Railway Co.

100,000

4,410,376

Trading Companies & Distributors - 0.1%

WESCO International, Inc. (a)

50,000

3,139,000

TOTAL INDUSTRIALS

414,188,129

INFORMATION TECHNOLOGY - 19.5%

Communications Equipment - 3.9%

Alcatel-Lucent SA sponsored ADR

250,000

2,955,000

Cisco Systems, Inc. (a)

1,000,000

25,530,000

Comverse Technology, Inc. (a)

500,000

10,675,000

Corning, Inc. (a)

800,000

18,192,000

Harris Corp.

200,000

10,190,000

JDS Uniphase Corp. (a)

200,000

3,046,000

Juniper Networks, Inc. (a)

250,000

4,920,000

Nice Systems Ltd. sponsored ADR

225,000

7,654,500

Nokia Corp. sponsored ADR

600,000

13,752,000

QUALCOMM, Inc.

425,000

18,130,500

Tellabs, Inc. (a)

500,000

4,950,000

119,995,000

Computers & Peripherals - 2.9%

Apple, Inc. (a)

475,000

44,132,250

Dell, Inc. (a)

849,976

19,727,943

EMC Corp. (a)

1,100,000

15,235,000

Hewlett-Packard Co.

253,300

10,167,462

89,262,655

Electronic Equipment & Instruments - 1.3%

Arrow Electronics, Inc. (a)

150,000

5,662,500

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,681,000

11,277,788

Jabil Circuit, Inc.

500,000

10,705,000

LG.Philips LCD Co. Ltd. sponsored ADR (a)(d)

100,000

1,748,000

Motech Industries, Inc.

783,000

10,908,522

40,301,810

Shares

Value

Internet Software & Services - 3.7%

eBay, Inc. (a)

650,000

$ 21,547,500

Google, Inc. Class A (sub. vtg.) (a)

149,970

68,710,255

SAVVIS, Inc. (a)

100,000

4,788,000

Terremark Worldwide, Inc. (a)

700,000

5,642,000

The Knot, Inc. (a)

250,000

5,382,500

Yahoo!, Inc. (a)

300,000

9,387,000

115,457,255

IT Services - 1.3%

Cognizant Technology Solutions Corp. Class A (a)

125,000

11,033,750

Fidelity National Information Services, Inc.

50,000

2,273,000

First Data Corp.

400,000

10,760,000

Paychex, Inc.

175,000

6,627,250

The Western Union Co.

500,000

10,975,000

41,669,000

Semiconductors & Semiconductor Equipment - 4.9%

Altera Corp. (a)

500,000

9,995,000

Analog Devices, Inc.

375,000

12,933,750

ARM Holdings PLC sponsored ADR

1,850,000

14,522,500

ASML Holding NV (NY Shares) (a)

200,000

4,950,000

CSR PLC (a)

699,992

8,967,390

Intel Corp.

1,800,000

34,434,000

Lam Research Corp. (a)

125,000

5,917,500

LSI Logic Corp. (a)

1,000,000

10,440,000

Maxim Integrated Products, Inc.

300,000

8,820,000

MEMC Electronic Materials, Inc. (a)

250,000

15,145,000

National Semiconductor Corp.

275,020

6,638,983

Renesola Ltd.

150,000

1,505,405

Renewable Energy Corp. AS

96,500

2,182,827

Richtek Technology Corp.

53,000

523,753

Siliconware Precision Industries Co. Ltd. sponsored ADR

466,600

4,577,346

Taiwan Semiconductor Manufacturing Co. Ltd.

5,000,000

10,259,897

151,813,351

Software - 1.5%

Autodesk, Inc. (a)

100,000

3,760,000

Check Point Software Technologies Ltd. (a)

450,000

10,026,000

Guidance Software, Inc.

125,000

1,505,000

Nintendo Co. Ltd.

25,000

7,266,825

Oracle Corp. (a)

500,000

9,065,000

Quality Systems, Inc.

400,000

16,000,000

47,622,825

TOTAL INFORMATION TECHNOLOGY

606,121,896

MATERIALS - 2.7%

Chemicals - 1.9%

Ecolab, Inc.

150,000

6,450,000

Minerals Technologies, Inc.

100,000

6,216,000

Common Stocks - continued

Shares

Value

MATERIALS - continued

Chemicals - continued

Monsanto Co.

200,000

$ 10,992,000

Praxair, Inc.

200,010

12,592,630

Tokuyama Corp.

400,000

6,993,126

Yara International ASA

150,000

4,139,454

Zoltek Companies, Inc. (a)(d)

300,000

10,479,000

57,862,210

Metals & Mining - 0.8%

Arcelor Mittal

250,000

13,222,500

Meridian Gold, Inc. (a)

200,000

5,106,001

Olympic Steel, Inc.

125,000

3,873,750

Titanium Metals Corp.

100,000

3,588,000

25,790,251

TOTAL MATERIALS

83,652,461

TELECOMMUNICATION SERVICES - 2.4%

Diversified Telecommunication Services - 1.1%

Qwest Communications International, Inc. (a)

500,000

4,495,000

Verizon Communications, Inc.

825,000

31,284,000

35,779,000

Wireless Telecommunication Services - 1.3%

America Movil SA de CV Series L sponsored ADR

150,000

7,168,500

Bharti Airtel Ltd. (a)

700,000

12,402,300

China Mobile (Hong Kong) Ltd. sponsored ADR

150,000

6,727,500

Crown Castle International Corp. (a)

100,000

3,213,000

Orascom Telecom Holding SAE GDR

25,000

1,700,000

Sistema JSFC sponsored GDR

275,000

7,810,000

39,021,300

TOTAL TELECOMMUNICATION SERVICES

74,800,300

UTILITIES - 1.7%

Electric Utilities - 0.5%

Entergy Corp.

115,000

12,065,800

Reliant Energy, Inc. (a)

150,000

3,048,000

15,113,800

Independent Power Producers & Energy Traders - 0.9%

AES Corp. (a)

300,000

6,456,000

Constellation Energy Group, Inc.

125,000

10,868,750

NRG Energy, Inc.

150,000

10,806,000

28,130,750

Shares

Value

Multi-Utilities - 0.3%

Public Service Enterprise Group, Inc.

100,000

$ 8,304,000

TOTAL UTILITIES

51,548,550

TOTAL COMMON STOCKS

(Cost $3,011,119,833)

3,064,513,631

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(f)

262,000

3

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $1,418,699)

3

Convertible Bonds - 0.1%

Principal Amount

INDUSTRIALS - 0.1%

Electrical Equipment - 0.1%

Evergreen Solar, Inc. 4.375% 7/1/12

$ 2,500,000

3,562,500

TOTAL CONVERTIBLE BONDS

(Cost $2,868,750)

3,562,500

Money Market Funds - 1.9%

Shares

Fidelity Cash Central Fund, 5.41% (b)

36,220,471

36,220,471

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

22,820,550

22,820,550

TOTAL MONEY MARKET FUNDS

(Cost $59,041,021)

59,041,021

TOTAL INVESTMENT PORTFOLIO - 100.8%

(Cost $3,074,448,303)

3,127,117,155

NET OTHER ASSETS - (0.8)%

(24,749,065)

NET ASSETS - 100%

$ 3,102,368,090

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) 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 end of the period, the value of these securities amounted to $2,770,000 or 0.1% of net assets.

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

GeneProt, Inc. Series A

7/7/00

$ 1,418,699

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 1,581,275

Fidelity Securities Lending Cash Central Fund

249,630

Total

$ 1,830,905

Other Information

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

United States of America

79.5%

United Kingdom

3.1%

Switzerland

1.8%

Cayman Islands

1.7%

Germany

1.2%

Taiwan

1.1%

Russia

1.1%

Ireland

1.0%

Others (individually less than 1%)

9.5%

100.0%

Income Tax Information

At September 30, 2006, the fund had a capital loss carryforward of approximately $647,907,307 all of which will expire on September 30, 2011.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $22,171,606) - See accompanying schedule:

Unaffiliated issuers
(cost $3,015,407,282)

$ 3,068,076,134

Fidelity Central Funds
(cost $59,041,021)

59,041,021

Total Investments
(cost $3,074,448,303)

$ 3,127,117,155

Cash

12

Foreign currency held at value
(cost $1,789,061)

1,789,061

Receivable for investments sold

28,299,447

Receivable for fund shares sold

202,587

Dividends receivable

3,482,202

Interest receivable

27,040

Distributions receivable from Fidelity Central Funds

208,489

Prepaid expenses

13,132

Other receivables

230,923

Total assets

3,161,370,048

Liabilities

Payable for investments purchased

$ 32,391,246

Payable for fund shares redeemed

1,961,613

Accrued management fee

1,113,239

Distribution fees payable

47,496

Other affiliated payables

173,541

Other payables and accrued expenses

494,273

Collateral on securities loaned,
at value

22,820,550

Total liabilities

59,001,958

Net Assets

$ 3,102,368,090

Net Assets consist of:

Paid in capital

$ 3,337,820,676

Undistributed net investment income

6,989,272

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(294,827,325)

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

52,385,467

Net Assets

$ 3,102,368,090

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($2,863,022,226 ÷ 181,612,059 shares)

$ 15.76

Class A:
Net Asset Value
and redemption price per share ($159,169,487 ÷ 10,290,301 shares)

$ 15.47

Maximum offering price per share (100/94.25 of $15.47)

$ 16.41

Class T:
Net Asset Value
and redemption price per share ($25,032,268 ÷ 1,631,327 shares)

$ 15.34

Maximum offering price per share (100/96.50 of $15.34)

$ 15.90

Class B:
Net Asset Value
and offering price per share ($1,271,522 ÷ 83,194 shares)A

$ 15.28

Class C:
Net Asset Value
and offering price per share ($3,912,310 ÷ 255,961 shares)A

$ 15.28

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($49,960,277 ÷ 3,144,585 shares)

$ 15.89

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 19,934,084

Interest

261,920

Income from Fidelity Central Funds

1,830,905

Total income

22,026,909

Expenses

Management fee

$ 7,236,557

Transfer agent fees

548,947

Distribution fees

264,969

Accounting and security lending fees

509,569

Custodian fees and expenses

104,812

Independent trustees' compensation

5,510

Appreciation in deferred trustee compensation account

624

Registration fees

105,559

Audit

44,575

Legal

28,904

Interest

1,355

Miscellaneous

13,883

Total expenses before reductions

8,865,264

Expense reductions

(267,411)

8,597,853

Net investment income (loss)

13,429,056

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $135,682)

362,103,280

Foreign currency transactions

(55,676)

Futures contracts

793,920

Total net realized gain (loss)

362,841,524

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $287,016)

(120,027,418)

Assets and liabilities in foreign currencies

2,251

Total change in net unrealized appreciation (depreciation)

(120,025,167)

Net gain (loss)

242,816,357

Net increase (decrease) in net assets resulting from operations

$ 256,245,413

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 13,429,056

$ 29,709,248

Net realized gain (loss)

362,841,524

273,478,984

Change in net unrealized appreciation (depreciation)

(120,025,167)

16,232,614

Net increase (decrease) in net assets resulting from operations

256,245,413

319,420,846

Distributions to shareholders from net investment income

(30,071,435)

(25,013,044)

Share transactions - net increase (decrease)

(765,865,441)

277,444,856

Total increase (decrease) in net assets

(539,691,463)

571,852,658

Net Assets

Beginning of period

3,642,059,553

3,070,206,895

End of period (including undistributed net investment income of $6,989,272 and undistributed net investment income of $23,631,651, respectively)

$ 3,102,368,090

$ 3,642,059,553

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

$ 11.56

Income from Investment Operations

Net investment income (loss) E

.06

.13

.16 H

.10

.09

.10

Net realized and unrealized gain (loss)

1.03

1.29

1.66

.78

1.75

(2.23)

Total from investment operations

1.09

1.42

1.82

.88

1.84

(2.13)

Distributions from net investment income

(.15)

(.11)

(.16)

(.09)

(.09)

(.12)

Net asset value, end of period

$ 15.76

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

Total Return B, C, D

7.38%

10.55%

15.46%

7.96%

19.88%

(18.69)%

Ratios to Average Net Assets F, I

Expenses before reductions

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of fee waivers, if any

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of all reductions

.48% A

.48%

.44%

.47%

.46%

.44%

Net investment income (loss)

.84% A

.90%

1.27% H

.79%

.85%

.80%

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,863,022

$ 2,915,932

$ 2,988,758

$ 3,099,403

$ 3,144,123

$ 2,767,484

Portfolio turnover rate G

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .82%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

$ 11.40

Income from Investment Operations

Net investment income (loss) F

.03

.06

.08 I

- K

- K

(.01)

Net realized and unrealized gain (loss)

1.01

1.28

1.62

.77

1.73

(2.20)

Total from investment operations

1.04

1.34

1.70

.77

1.73

(2.21)

Distributions from net investment income

(.10)

(.05)

(.08)

(.02)

(.02)

(.03)

Net asset value, end of period

$ 15.47

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

Total Return B, C, D, E

7.17%

10.13%

14.68%

7.08%

18.91%

(19.46)%

Ratios to Average Net Assets G, J

Expenses before reductions

.91% A

.95%

1.09%

1.29%

1.36%

1.36%

Expenses net of fee waivers, if any

.91% A

.95%

1.08%

1.29%

1.36%

1.36%

Expenses net of all reductions

.89% A

.94%

1.03%

1.27%

1.32%

1.31%

Net investment income (loss)

.42% A

.44%

.67% I

-%

(.01)%

(.07)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 159,169

$ 130,332

$ 80,938

$ 52,741

$ 31,240

$ 12,572

Portfolio turnover rate H

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .22%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.45

$ 13.24

$ 12.84

Income from Investment Operations

Net investment income (loss) E

.01

.02

- J

Net realized and unrealized gain (loss)

.99

1.27

.40

Total from investment operations

1.00

1.29

.40

Distributions from net investment income

(.11)

(.08)

-

Net asset value, end of period

$ 15.34

$ 14.45

$ 13.24

Total Return B, C, D

6.95%

9.75%

3.12%

Ratios to Average Net Assets F, I

Expenses before reductions

1.24% A

1.25%

1.18% A

Expenses net of fee waivers, if any

1.24% A

1.25%

1.18% A

Expenses net of all reductions

1.22% A

1.24%

1.13% A

Net investment income (loss)

.09% A

.14%

(.04)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 25,032

$ 12,646

$ 199

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.38

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.27

.40

Total from investment operations

.96

1.21

.38

Distributions from net investment income

(.06)

(.05)

-

Net asset value, end of period

$ 15.28

$ 14.38

$ 13.22

Total Return B, C, D

6.65%

9.19%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.83% A

1.82%

1.72% A

Expenses net of fee waivers, if any

1.83% A

1.82%

1.72% A

Expenses net of all reductions

1.82% A

1.81%

1.67% A

Net investment income (loss)

(.51)% A

(.42)%

(.59)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,272

$ 909

$ 106

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.37

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.28

.40

Total from investment operations

.96

1.22

.38

Distributions from net investment income

(.05)

(.07)

-

Net asset value, end of period

$ 15.28

$ 14.37

$ 13.22

Total Return B, C, D

6.70%

9.20%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.82% A

1.84%

1.69% A

Expenses net of fee waivers, if any

1.82% A

1.84%

1.69% A

Expenses net of all reductions

1.80% A

1.84%

1.64% A

Net investment income (loss)

(.49)% A

(.45)%

(.56)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,912

$ 2,758

$ 103

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.77

$ 13.50

$ 13.08

Income from Investment Operations

Net investment income (loss) D

.05

.09

.01

Net realized and unrealized gain (loss)

1.07

1.29

.41

Total from investment operations

1.12

1.38

.42

Distributions from net investment income

-

(.11)

-

Net asset value, end of period

$ 15.89

$ 14.77

$ 13.50

Total Return B, C

7.58%

10.26%

3.21%

Ratios to Average Net Assets E, H

Expenses before reductions

.65% A

.77%

.69% A

Expenses net of fee waivers, if any

.65% A

.77%

.69% A

Expenses net of all reductions

.63% A

.76%

.64% A

Net investment income (loss)

.68% A

.62%

.41% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 49,960

$ 579,483

$ 103

Portfolio turnover rate F

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Diversified Stock Fund (the Fund) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans I: O and Destiny Plans I: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price.

Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 175,675,688

Unrealized depreciation

(129,518,941)

Net unrealized appreciation (depreciation)

$ 46,156,747

Cost for federal income tax purposes

$ 3,080,960,408

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,435,493,044 and $4,195,811,236, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .17% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .43% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 186,595

$ 25,205

Class T

.25%

.25%

53,232

3,258

Class B

.75%

.25%

6,766

5,171

Class C

.75%

.25%

18,376

9,381

$ 264,969

$ 43,015

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 19,921

Class T

3,003

Class B*

988

Class C*

3,067

$ 26,979

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 190,621

.01

Class A

134,420

.18

Class T

26,640

.25

Class B

2,360

.35

Class C

6,190

.34

Institutional Class

188,716

.17

$ 548,947

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $23,392 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 8,967,000

5.44%

$ 1,355

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $6,021 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $249,630.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $197,668 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,762. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,851

Class A

672

Class T

29

Institutional Class

674

$ 3,226

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 28,899,164

$ 24,229,472

Class A

976,371

321,631

Class T

177,927

1,411

Class B

5,391

610

Class C

12,582

1,082

Institutional Class

-

458,838

Total

$ 30,071,435

$ 25,013,044

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

2,133,221

5,789,224

$ 33,011,534

$ 84,710,510

Reinvestment of distributions

1,573,555

1,401,691

24,374,384

20,198,400

Shares redeemed

(18,851,400)

(31,715,161)

(293,177,666)

(457,755,224)

Net increase (decrease)

(15,144,624)

(24,524,246)

$ (235,791,748)

$ (352,846,314)

Class A

Shares sold

2,000,340

3,470,852

$ 30,404,980

$ 49,284,464

Reinvestment of distributions

61,138

20,568

930,519

291,651

Shares redeemed

(743,581)

(630,247)

(11,355,232)

(8,920,811)

Net increase (decrease)

1,317,897

2,861,173

$ 19,980,267

$ 40,655,304

Class T

Shares sold

931,715

906,681

$ 14,058,985

$ 12,885,472

Reinvestment of distributions

11,601

100

175,291

1,411

Shares redeemed

(187,396)

(46,443)

(2,862,616)

(658,325)

Net increase (decrease)

755,920

860,338

$ 11,371,660

$ 12,228,558

Class B

Shares sold

55,868

66,438

$ 832,583

$ 936,863

Reinvestment of distributions

325

43

4,907

610

Shares redeemed

(36,247)

(11,234)

(554,026)

(156,453)

Net increase (decrease)

19,946

55,247

$ 283,464

$ 781,020

Class C

Shares sold

136,603

203,408

$ 2,041,634

$ 2,869,624

Reinvestment of distributions

771

44

11,622

624

Shares redeemed

(73,248)

(19,405)

(1,113,846)

(268,904)

Net increase (decrease)

64,126

184,047

$ 939,410

$ 2,601,344

Institutional Class

Shares sold

2,362,349

47,475,937

$ 35,898,401

$ 693,596,234

Reinvestment of distributions

-

31,810

-

458,064

Shares redeemed

(38,441,811)

(8,291,345)

(598,546,895)

(120,029,354)

Net increase (decrease)

(36,079,462)

39,216,402

$ (562,648,494)

$ 574,024,944

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agent

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

DESIN-USAN-0507
1.791869.103

(Fidelity Investment logo)(registered trademark)

Fidelity Destiny® Portfolios:
Fidelity
® Advisor

Diversified Stock Fund -

Class O
(formerly Destiny I)

Semiannual Report

March 31, 2007

Class O was formerly known as
Fidelity Advisor Destiny® I Fund
Class O

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,073.80

$ 2.53

Hypothetical A

$ 1,000.00

$ 1,022.49

$ 2.47

Class A

Actual

$ 1,000.00

$ 1,071.70

$ 4.70

Hypothetical A

$ 1,000.00

$ 1,020.39

$ 4.58

Class T

Actual

$ 1,000.00

$ 1,069.50

$ 6.40

Hypothetical A

$ 1,000.00

$ 1,018.75

$ 6.24

Class B

Actual

$ 1,000.00

$ 1,066.50

$ 9.43

Hypothetical A

$ 1,000.00

$ 1,015.81

$ 9.20

Class C

Actual

$ 1,000.00

$ 1,067.00

$ 9.38

Hypothetical A

$ 1,000.00

$ 1,015.86

$ 9.15

Institutional Class

Actual

$ 1,000.00

$ 1,075.80

$ 3.36

Hypothetical A

$ 1,000.00

$ 1,021.69

$ 3.28

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.49%

Class A

.91%

Class T

1.24%

Class B

1.83%

Class C

1.82%

Institutional Class

.65%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

General Electric Co.

3.5

7.7

Bank of America Corp.

3.0

4.5

American International Group, Inc.

2.6

6.5

Google, Inc. Class A (sub. vtg.)

2.2

3.0

Exxon Mobil Corp.

2.0

0.0

Procter & Gamble Co.

1.5

0.0

Apple, Inc.

1.4

0.0

Merck & Co., Inc.

1.3

0.0

ConocoPhillips

1.3

1.9

Nestle SA (Reg.)

1.3

0.7

20.1

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

19.5

17.9

Financials

17.5

21.0

Industrials

13.4

12.4

Health Care

13.1

13.5

Consumer Staples

10.2

4.1

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 98.8%

Stocks 98.5%

Convertible Securities 0.1%

Convertible Securities 0.0%

Short-Term
Investments and
Net Other Assets 1.1%

Short-Term
Investments and
Net Other Assets 1.5%

* Foreign investments

20.5%

** Foreign investments

15.4%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value

CONSUMER DISCRETIONARY - 9.6%

Auto Components - 0.1%

Aftermarket Technology Corp. (a)

150,000

$ 3,642,000

Automobiles - 0.6%

Renault SA

100,000

11,694,929

Toyota Motor Corp. sponsored ADR

45,000

5,767,200

17,462,129

Distributors - 0.6%

Li & Fung Ltd.

6,000,000

18,851,987

Diversified Consumer Services - 0.9%

Apollo Group, Inc. Class A (non-vtg.) (a)

375,031

16,463,861

New Oriental Education & Technology Group, Inc. sponsored ADR

250,000

10,132,500

26,596,361

Hotels, Restaurants & Leisure - 1.8%

Buffalo Wild Wings, Inc. (a)

100,000

6,370,000

Ctrip.com International Ltd. sponsored ADR

150,000

10,047,750

McCormick & Schmick's Seafood Restaurants (a)

200,000

5,362,000

Rare Hospitality International, Inc. (a)

125,000

3,761,250

Red Robin Gourmet Burgers, Inc. (a)

250,000

9,705,000

Starbucks Corp. (a)

400,000

12,544,000

Texas Roadhouse, Inc. Class A (a)

300,000

4,275,000

The Cheesecake Factory, Inc. (a)

140,000

3,731,000

55,796,000

Household Durables - 0.9%

D.R. Horton, Inc.

500,000

11,000,000

KB Home

149,952

6,398,452

Ryland Group, Inc.

100,000

4,219,000

Standard Pacific Corp.

350,000

7,304,500

28,921,952

Leisure Equipment & Products - 0.1%

Brunswick Corp.

50,000

1,592,500

Media - 0.8%

EchoStar Communications Corp.
Class A (a)

150,000

6,514,500

New Frontier Media, Inc.

825,000

7,425,000

Playboy Enterprises, Inc. Class B (non-vtg.) (a)

500,046

5,145,473

The DIRECTV Group, Inc. (a)

300,000

6,921,000

26,005,973

Multiline Retail - 1.4%

Federated Department Stores, Inc.

800,000

36,040,000

Marks & Spencer Group PLC

500,000

6,656,253

42,696,253

Specialty Retail - 1.8%

Best Buy Co., Inc.

250,031

12,181,510

Gymboree Corp. (a)

200,000

8,014,000

Home Depot, Inc.

700,040

25,719,470

PETsMART, Inc.

125,000

4,120,000

Shares

Value

Sports Direct International PLC

52,000

$ 284,217

Staples, Inc.

250,000

6,460,000

56,779,197

Textiles, Apparel & Luxury Goods - 0.6%

Carter's, Inc. (a)

250,000

6,335,000

Crocs, Inc.

125,000

5,906,250

Under Armour, Inc. Class A (sub. vtg.) (a)

125,000

6,412,500

18,653,750

TOTAL CONSUMER DISCRETIONARY

296,998,102

CONSUMER STAPLES - 10.2%

Beverages - 2.3%

Constellation Brands, Inc. Class A
(sub. vtg.)

500,000

10,590,000

InBev SA

125,000

9,024,999

Molson Coors Brewing Co. Class B

85,000

8,042,700

PepsiCo, Inc.

600,000

38,136,000

SABMiller PLC

250,000

5,485,382

71,279,081

Food & Staples Retailing - 2.3%

Tesco PLC

500,000

4,371,087

United Natural Foods, Inc. (a)

278,400

8,530,176

Wal-Mart Stores, Inc.

700,000

32,865,000

Whole Foods Market, Inc.

500,000

22,425,000

X5 Retail Group NV unit (a)(e)

100,000

2,770,000

70,961,263

Food Products - 2.9%

Archer-Daniels-Midland Co.

175,000

6,422,500

Bunge Ltd.

75,000

6,166,500

Cosan SA Industria E Comercio (a)

250,000

4,513,553

Dean Foods Co.

35,800

1,673,292

Diamond Foods, Inc.

400,000

6,660,000

Green Mountain Coffee Roasters, Inc. (a)

75,000

4,728,750

Groupe Danone

75,000

12,252,626

Marine Harvest ASA (a)

6,000,000

7,047,560

Nestle SA (Reg.)

100,000

38,937,798

88,402,579

Household Products - 2.3%

Colgate-Palmolive Co.

300,000

20,037,000

Procter & Gamble Co.

750,000

47,370,000

Reckitt Benckiser PLC

100,000

5,206,931

72,613,931

Personal Products - 0.2%

Avon Products, Inc.

200,000

7,452,000

Tobacco - 0.2%

Loews Corp. - Carolina Group

75,000

5,670,750

TOTAL CONSUMER STAPLES

316,379,604

Common Stocks - continued

Shares

Value

ENERGY - 8.8%

Energy Equipment & Services - 1.8%

GlobalSantaFe Corp.

100,000

$ 6,168,000

Nabors Industries Ltd. (a)

200,000

5,934,000

National Oilwell Varco, Inc. (a)

175,000

13,613,250

North American Energy Partners, Inc. (a)

500,000

10,393,660

Schlumberger Ltd. (NY Shares)

275,000

19,002,500

55,111,410

Oil, Gas & Consumable Fuels - 7.0%

Chesapeake Energy Corp.

425,000

13,124,000

ConocoPhillips

600,000

41,010,000

EOG Resources, Inc.

275,000

19,618,500

Exxon Mobil Corp.

800,000

60,360,000

Lukoil Oil Co. sponsored ADR

110,000

9,482,000

Marathon Oil Corp.

100,000

9,883,000

Massey Energy Co.

150,000

3,598,500

OAO Gazprom sponsored ADR

250,000

10,425,000

OJSC Rosneft unit (a)

900,000

7,542,000

Peabody Energy Corp.

300,006

12,072,241

Petroleo Brasileiro SA Petrobras sponsored ADR

75,000

7,463,250

Plains Exploration & Production Co. (a)

100,000

4,514,000

Suncor Energy, Inc.

25,000

1,902,256

Ultra Petroleum Corp. (a)

100,000

5,313,000

Valero Energy Corp.

175,000

11,285,750

217,593,497

TOTAL ENERGY

272,704,907

FINANCIALS - 17.5%

Capital Markets - 1.7%

KKR Private Equity Investors, LP

750,000

18,187,500

MarketAxess Holdings, Inc. (a)

275,000

4,603,500

Merrill Lynch & Co., Inc.

125,000

10,208,750

Morgan Stanley

125,000

9,845,000

UBS AG (NY Shares)

175,000

10,400,250

53,245,000

Commercial Banks - 3.5%

Anglo Irish Bank Corp. PLC

450,000

9,617,760

Banner Corp.

100,000

4,155,000

Commerce Bancorp, Inc., New Jersey

325,000

10,848,500

Erste Bank AG

150,000

11,681,571

HSBC Holdings PLC sponsored ADR (d)

100,000

8,781,000

M&T Bank Corp.

75,000

8,687,250

PNC Financial Services Group, Inc.

75,000

5,397,750

Royal Bank of Scotland Group PLC

100,000

3,904,214

Shinhan Financial Group Co. Ltd. sponsored ADR

25,000

2,847,000

Standard Chartered PLC (United Kingdom)

649,998

18,726,003

Wachovia Corp.

425,000

23,396,250

108,042,298

Shares

Value

Consumer Finance - 0.8%

American Express Co.

450,000

$ 25,380,000

Diversified Financial Services - 4.4%

African Bank Investments Ltd.

2,000,015

8,355,802

Bank of America Corp.

1,850,000

94,387,000

JPMorgan Chase & Co.

700,000

33,866,000

136,608,802

Insurance - 5.8%

ACE Ltd.

449,970

25,675,288

AFLAC, Inc.

250,000

11,765,000

American International Group, Inc.

1,200,033

80,666,218

Hartford Financial Services Group, Inc.

100,000

9,558,000

Max Re Capital Ltd.

5,000

127,400

MetLife, Inc.

200,000

12,630,000

Prudential Financial, Inc.

150,000

13,539,000

RenaissanceRe Holdings Ltd.

325,000

16,295,500

The Chubb Corp.

100,000

5,167,000

XL Capital Ltd. Class A

75,000

5,247,000

180,670,406

Real Estate Investment Trusts - 0.2%

Duke Realty LP

150,000

6,520,500

Thrifts & Mortgage Finance - 1.1%

Countrywide Financial Corp.

350,022

11,774,740

Fannie Mae

75,000

4,093,500

MGIC Investment Corp.

50,000

2,946,000

Radian Group, Inc.

250,000

13,720,000

32,534,240

TOTAL FINANCIALS

543,001,246

HEALTH CARE - 13.1%

Biotechnology - 2.5%

Alexion Pharmaceuticals, Inc. (a)

25,000

1,081,000

Alkermes, Inc. (a)

500,000

7,720,000

Alnylam Pharmaceuticals, Inc. (a)

41,800

752,400

Amgen, Inc. (a)

350,000

19,558,000

Amylin Pharmaceuticals, Inc. (a)

200,000

7,472,000

Celgene Corp. (a)

150,000

7,869,000

Cephalon, Inc. (a)

150,000

10,681,500

CytRx Corp. (a)

500,000

2,345,000

Genentech, Inc. (a)

99,970

8,209,536

MannKind Corp. (a)

299,640

4,284,852

Vertex Pharmaceuticals, Inc. (a)

299,961

8,410,906

78,384,194

Health Care Equipment & Supplies - 2.3%

Advanced Medical Optics, Inc. (a)

110,448

4,108,666

ArthroCare Corp. (a)

150,000

5,406,000

Atricure, Inc. (a)

200,000

2,042,000

Conceptus, Inc. (a)

450,000

9,000,000

Cooper Companies, Inc.

125,000

6,077,500

DENTSPLY International, Inc.

150,000

4,912,500

Hologic, Inc. (a)

50,000

2,882,000

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

IDEXX Laboratories, Inc. (a)

50,000

$ 4,381,500

Kyphon, Inc. (a)

75,000

3,385,500

Meridian Bioscience, Inc.

300,000

8,328,000

Mindray Medical International Ltd. sponsored ADR

475,000

11,309,750

NeuroMetrix, Inc. (a)

18,200

176,722

Sirona Dental Systems, Inc.

50,000

1,723,000

Thoratec Corp. (a)

300,000

6,270,000

70,003,138

Health Care Providers & Services - 1.9%

Brookdale Senior Living, Inc.

121,700

5,435,122

DaVita, Inc. (a)

125,000

6,665,000

Henry Schein, Inc. (a)

100,000

5,518,000

Humana, Inc. (a)

100,000

5,802,000

I-trax, Inc. (a)

1,000,000

3,930,000

MWI Veterinary Supply, Inc. (a)

250,000

8,250,000

UnitedHealth Group, Inc.

375,422

19,886,103

VCA Antech, Inc. (a)

100,000

3,631,000

59,117,225

Health Care Technology - 0.6%

Cerner Corp. (a)

177,300

9,653,985

Emdeon Corp. (a)

500,000

7,565,000

17,218,985

Life Sciences Tools & Services - 1.5%

Affymetrix, Inc. (a)

32,300

971,261

Charles River Laboratories International, Inc. (a)

100,000

4,626,000

Covance, Inc. (a)

100,000

5,934,000

ICON PLC sponsored ADR

140,705

5,994,033

Illumina, Inc. (a)

199,962

5,858,887

Millipore Corp. (a)

175,000

12,682,250

Pharmaceutical Product Development, Inc.

200,000

6,738,000

Ventana Medical Systems, Inc. (a)

100,000

4,190,000

46,994,431

Pharmaceuticals - 4.3%

Allergan, Inc.

75,000

8,311,500

Barr Pharmaceuticals, Inc. (a)

200,000

9,270,000

Elan Corp. PLC sponsored ADR (a)

400,022

5,316,292

Endo Pharmaceuticals Holdings, Inc. (a)

300,000

8,820,000

Johnson & Johnson

375,027

22,599,127

Medicis Pharmaceutical Corp. Class A

200,000

6,164,000

Merck & Co., Inc.

950,000

41,961,500

Nexmed, Inc. (a)

240,277

295,541

Roche Holding AG (participation certificate)

39,957

7,068,253

Shares

Value

Sepracor, Inc. (a)

50,000

$ 2,331,500

Wyeth

425,000

21,262,750

133,400,463

TOTAL HEALTH CARE

405,118,436

INDUSTRIALS - 13.3%

Aerospace & Defense - 1.8%

General Dynamics Corp.

225,000

17,190,000

Honeywell International, Inc.

450,000

20,727,000

United Technologies Corp.

300,000

19,500,000

57,417,000

Air Freight & Logistics - 1.2%

C.H. Robinson Worldwide, Inc.

200,017

9,550,812

United Parcel Service, Inc. Class B

400,000

28,040,000

37,590,812

Airlines - 1.1%

Allegiant Travel Co.

125,000

3,937,500

Ryanair Holdings PLC sponsored ADR (a)(d)

225,000

10,077,750

Southwest Airlines Co.

750,000

11,025,000

US Airways Group, Inc. (a)

200,000

9,096,000

34,136,250

Building Products - 0.4%

Masco Corp.

150,000

4,110,000

Universal Forest Products, Inc.

150,000

7,432,500

11,542,500

Commercial Services & Supplies - 0.8%

Corporate Executive Board Co.

100,000

7,596,000

CoStar Group, Inc. (a)

125,000

5,585,000

Healthcare Services Group, Inc.

18,340

525,441

Robert Half International, Inc.

274,980

10,177,010

23,883,451

Construction & Engineering - 0.6%

Chicago Bridge & Iron Co. NV (NY Shares)

17,300

531,975

Fluor Corp.

150,000

13,458,000

Infrasource Services, Inc. (a)

70,900

2,164,577

Quanta Services, Inc. (a)

122,000

3,076,840

19,231,392

Electrical Equipment - 1.9%

Energy Conversion Devices, Inc. (a)(d)

222,500

7,774,150

Evergreen Solar, Inc. (a)

550,000

5,362,500

First Solar, Inc.

75,000

3,900,750

Q-Cells AG

175,000

11,230,071

SGL Carbon AG (a)

100,000

3,284,732

SolarWorld AG

200,000

15,530,011

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

100,000

3,461,000

Suzlon Energy Ltd.

125,000

2,880,025

Ultralife Batteries, Inc. (a)

400,000

4,320,000

57,743,239

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 4.2%

General Electric Co.

3,099,961

$ 109,614,621

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

500,000

15,775,000

130,749,621

Machinery - 1.1%

Bucyrus International, Inc. Class A

100,000

5,150,000

Dover Corp.

75,000

3,660,750

Illinois Tool Works, Inc.

250,024

12,901,238

Joy Global, Inc.

200,000

8,580,000

Tata Motors Ltd. sponsored ADR (d)

250,000

4,052,500

34,344,488

Road & Rail - 0.1%

Canadian National Railway Co.

100,000

4,410,376

Trading Companies & Distributors - 0.1%

WESCO International, Inc. (a)

50,000

3,139,000

TOTAL INDUSTRIALS

414,188,129

INFORMATION TECHNOLOGY - 19.5%

Communications Equipment - 3.9%

Alcatel-Lucent SA sponsored ADR

250,000

2,955,000

Cisco Systems, Inc. (a)

1,000,000

25,530,000

Comverse Technology, Inc. (a)

500,000

10,675,000

Corning, Inc. (a)

800,000

18,192,000

Harris Corp.

200,000

10,190,000

JDS Uniphase Corp. (a)

200,000

3,046,000

Juniper Networks, Inc. (a)

250,000

4,920,000

Nice Systems Ltd. sponsored ADR

225,000

7,654,500

Nokia Corp. sponsored ADR

600,000

13,752,000

QUALCOMM, Inc.

425,000

18,130,500

Tellabs, Inc. (a)

500,000

4,950,000

119,995,000

Computers & Peripherals - 2.9%

Apple, Inc. (a)

475,000

44,132,250

Dell, Inc. (a)

849,976

19,727,943

EMC Corp. (a)

1,100,000

15,235,000

Hewlett-Packard Co.

253,300

10,167,462

89,262,655

Electronic Equipment & Instruments - 1.3%

Arrow Electronics, Inc. (a)

150,000

5,662,500

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,681,000

11,277,788

Jabil Circuit, Inc.

500,000

10,705,000

LG.Philips LCD Co. Ltd. sponsored ADR (a)(d)

100,000

1,748,000

Motech Industries, Inc.

783,000

10,908,522

40,301,810

Shares

Value

Internet Software & Services - 3.7%

eBay, Inc. (a)

650,000

$ 21,547,500

Google, Inc. Class A (sub. vtg.) (a)

149,970

68,710,255

SAVVIS, Inc. (a)

100,000

4,788,000

Terremark Worldwide, Inc. (a)

700,000

5,642,000

The Knot, Inc. (a)

250,000

5,382,500

Yahoo!, Inc. (a)

300,000

9,387,000

115,457,255

IT Services - 1.3%

Cognizant Technology Solutions Corp. Class A (a)

125,000

11,033,750

Fidelity National Information Services, Inc.

50,000

2,273,000

First Data Corp.

400,000

10,760,000

Paychex, Inc.

175,000

6,627,250

The Western Union Co.

500,000

10,975,000

41,669,000

Semiconductors & Semiconductor Equipment - 4.9%

Altera Corp. (a)

500,000

9,995,000

Analog Devices, Inc.

375,000

12,933,750

ARM Holdings PLC sponsored ADR

1,850,000

14,522,500

ASML Holding NV (NY Shares) (a)

200,000

4,950,000

CSR PLC (a)

699,992

8,967,390

Intel Corp.

1,800,000

34,434,000

Lam Research Corp. (a)

125,000

5,917,500

LSI Logic Corp. (a)

1,000,000

10,440,000

Maxim Integrated Products, Inc.

300,000

8,820,000

MEMC Electronic Materials, Inc. (a)

250,000

15,145,000

National Semiconductor Corp.

275,020

6,638,983

Renesola Ltd.

150,000

1,505,405

Renewable Energy Corp. AS

96,500

2,182,827

Richtek Technology Corp.

53,000

523,753

Siliconware Precision Industries Co. Ltd. sponsored ADR

466,600

4,577,346

Taiwan Semiconductor Manufacturing Co. Ltd.

5,000,000

10,259,897

151,813,351

Software - 1.5%

Autodesk, Inc. (a)

100,000

3,760,000

Check Point Software Technologies Ltd. (a)

450,000

10,026,000

Guidance Software, Inc.

125,000

1,505,000

Nintendo Co. Ltd.

25,000

7,266,825

Oracle Corp. (a)

500,000

9,065,000

Quality Systems, Inc.

400,000

16,000,000

47,622,825

TOTAL INFORMATION TECHNOLOGY

606,121,896

MATERIALS - 2.7%

Chemicals - 1.9%

Ecolab, Inc.

150,000

6,450,000

Minerals Technologies, Inc.

100,000

6,216,000

Common Stocks - continued

Shares

Value

MATERIALS - continued

Chemicals - continued

Monsanto Co.

200,000

$ 10,992,000

Praxair, Inc.

200,010

12,592,630

Tokuyama Corp.

400,000

6,993,126

Yara International ASA

150,000

4,139,454

Zoltek Companies, Inc. (a)(d)

300,000

10,479,000

57,862,210

Metals & Mining - 0.8%

Arcelor Mittal

250,000

13,222,500

Meridian Gold, Inc. (a)

200,000

5,106,001

Olympic Steel, Inc.

125,000

3,873,750

Titanium Metals Corp.

100,000

3,588,000

25,790,251

TOTAL MATERIALS

83,652,461

TELECOMMUNICATION SERVICES - 2.4%

Diversified Telecommunication Services - 1.1%

Qwest Communications International, Inc. (a)

500,000

4,495,000

Verizon Communications, Inc.

825,000

31,284,000

35,779,000

Wireless Telecommunication Services - 1.3%

America Movil SA de CV Series L sponsored ADR

150,000

7,168,500

Bharti Airtel Ltd. (a)

700,000

12,402,300

China Mobile (Hong Kong) Ltd. sponsored ADR

150,000

6,727,500

Crown Castle International Corp. (a)

100,000

3,213,000

Orascom Telecom Holding SAE GDR

25,000

1,700,000

Sistema JSFC sponsored GDR

275,000

7,810,000

39,021,300

TOTAL TELECOMMUNICATION SERVICES

74,800,300

UTILITIES - 1.7%

Electric Utilities - 0.5%

Entergy Corp.

115,000

12,065,800

Reliant Energy, Inc. (a)

150,000

3,048,000

15,113,800

Independent Power Producers & Energy Traders - 0.9%

AES Corp. (a)

300,000

6,456,000

Constellation Energy Group, Inc.

125,000

10,868,750

NRG Energy, Inc.

150,000

10,806,000

28,130,750

Shares

Value

Multi-Utilities - 0.3%

Public Service Enterprise Group, Inc.

100,000

$ 8,304,000

TOTAL UTILITIES

51,548,550

TOTAL COMMON STOCKS

(Cost $3,011,119,833)

3,064,513,631

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(f)

262,000

3

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $1,418,699)

3

Convertible Bonds - 0.1%

Principal Amount

INDUSTRIALS - 0.1%

Electrical Equipment - 0.1%

Evergreen Solar, Inc. 4.375% 7/1/12

$ 2,500,000

3,562,500

TOTAL CONVERTIBLE BONDS

(Cost $2,868,750)

3,562,500

Money Market Funds - 1.9%

Shares

Fidelity Cash Central Fund, 5.41% (b)

36,220,471

36,220,471

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

22,820,550

22,820,550

TOTAL MONEY MARKET FUNDS

(Cost $59,041,021)

59,041,021

TOTAL INVESTMENT PORTFOLIO - 100.8%

(Cost $3,074,448,303)

3,127,117,155

NET OTHER ASSETS - (0.8)%

(24,749,065)

NET ASSETS - 100%

$ 3,102,368,090

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) 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 end of the period, the value of these securities amounted to $2,770,000 or 0.1% of net assets.

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

GeneProt, Inc. Series A

7/7/00

$ 1,418,699

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 1,581,275

Fidelity Securities Lending Cash Central Fund

249,630

Total

$ 1,830,905

Other Information

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

United States of America

79.5%

United Kingdom

3.1%

Switzerland

1.8%

Cayman Islands

1.7%

Germany

1.2%

Taiwan

1.1%

Russia

1.1%

Ireland

1.0%

Others (individually less than 1%)

9.5%

100.0%

Income Tax Information

At September 30, 2006, the fund had a capital loss carryforward of approximately $647,907,307 all of which will expire on September 30, 2011.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $22,171,606) - See accompanying schedule:

Unaffiliated issuers
(cost $3,015,407,282)

$ 3,068,076,134

Fidelity Central Funds
(cost $59,041,021)

59,041,021

Total Investments
(cost $3,074,448,303)

$ 3,127,117,155

Cash

12

Foreign currency held at value
(cost $1,789,061)

1,789,061

Receivable for investments sold

28,299,447

Receivable for fund shares sold

202,587

Dividends receivable

3,482,202

Interest receivable

27,040

Distributions receivable from Fidelity Central Funds

208,489

Prepaid expenses

13,132

Other receivables

230,923

Total assets

3,161,370,048

Liabilities

Payable for investments purchased

$ 32,391,246

Payable for fund shares redeemed

1,961,613

Accrued management fee

1,113,239

Distribution fees payable

47,496

Other affiliated payables

173,541

Other payables and accrued expenses

494,273

Collateral on securities loaned,
at value

22,820,550

Total liabilities

59,001,958

Net Assets

$ 3,102,368,090

Net Assets consist of:

Paid in capital

$ 3,337,820,676

Undistributed net investment income

6,989,272

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(294,827,325)

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

52,385,467

Net Assets

$ 3,102,368,090

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($2,863,022,226 ÷ 181,612,059 shares)

$ 15.76

Class A:
Net Asset Value
and redemption price per share ($159,169,487 ÷ 10,290,301 shares)

$ 15.47

Maximum offering price per share (100/94.25 of $15.47)

$ 16.41

Class T:
Net Asset Value
and redemption price per share ($25,032,268 ÷ 1,631,327 shares)

$ 15.34

Maximum offering price per share (100/96.50 of $15.34)

$ 15.90

Class B:
Net Asset Value
and offering price per share ($1,271,522 ÷ 83,194 shares)A

$ 15.28

Class C:
Net Asset Value
and offering price per share ($3,912,310 ÷ 255,961 shares)A

$ 15.28

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($49,960,277 ÷ 3,144,585 shares)

$ 15.89

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 19,934,084

Interest

261,920

Income from Fidelity Central Funds

1,830,905

Total income

22,026,909

Expenses

Management fee

$ 7,236,557

Transfer agent fees

548,947

Distribution fees

264,969

Accounting and security lending fees

509,569

Custodian fees and expenses

104,812

Independent trustees' compensation

5,510

Appreciation in deferred trustee compensation account

624

Registration fees

105,559

Audit

44,575

Legal

28,904

Interest

1,355

Miscellaneous

13,883

Total expenses before reductions

8,865,264

Expense reductions

(267,411)

8,597,853

Net investment income (loss)

13,429,056

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $135,682)

362,103,280

Foreign currency transactions

(55,676)

Futures contracts

793,920

Total net realized gain (loss)

362,841,524

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $287,016)

(120,027,418)

Assets and liabilities in foreign currencies

2,251

Total change in net unrealized appreciation (depreciation)

(120,025,167)

Net gain (loss)

242,816,357

Net increase (decrease) in net assets resulting from operations

$ 256,245,413

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 13,429,056

$ 29,709,248

Net realized gain (loss)

362,841,524

273,478,984

Change in net unrealized appreciation (depreciation)

(120,025,167)

16,232,614

Net increase (decrease) in net assets resulting from operations

256,245,413

319,420,846

Distributions to shareholders from net investment income

(30,071,435)

(25,013,044)

Share transactions - net increase (decrease)

(765,865,441)

277,444,856

Total increase (decrease) in net assets

(539,691,463)

571,852,658

Net Assets

Beginning of period

3,642,059,553

3,070,206,895

End of period (including undistributed net investment income of $6,989,272 and undistributed net investment income of $23,631,651, respectively)

$ 3,102,368,090

$ 3,642,059,553

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

$ 11.56

Income from Investment Operations

Net investment income (loss) E

.06

.13

.16 H

.10

.09

.10

Net realized and unrealized gain (loss)

1.03

1.29

1.66

.78

1.75

(2.23)

Total from investment operations

1.09

1.42

1.82

.88

1.84

(2.13)

Distributions from net investment income

(.15)

(.11)

(.16)

(.09)

(.09)

(.12)

Net asset value, end of period

$ 15.76

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

Total Return B, C, D

7.38%

10.55%

15.46%

7.96%

19.88%

(18.69)%

Ratios to Average Net Assets F, I

Expenses before reductions

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of fee waivers, if any

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of all reductions

.48% A

.48%

.44%

.47%

.46%

.44%

Net investment income (loss)

.84% A

.90%

1.27% H

.79%

.85%

.80%

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,863,022

$ 2,915,932

$ 2,988,758

$ 3,099,403

$ 3,144,123

$ 2,767,484

Portfolio turnover rate G

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .82%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

$ 11.40

Income from Investment Operations

Net investment income (loss) F

.03

.06

.08 I

- K

- K

(.01)

Net realized and unrealized gain (loss)

1.01

1.28

1.62

.77

1.73

(2.20)

Total from investment operations

1.04

1.34

1.70

.77

1.73

(2.21)

Distributions from net investment income

(.10)

(.05)

(.08)

(.02)

(.02)

(.03)

Net asset value, end of period

$ 15.47

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

Total Return B, C, D, E

7.17%

10.13%

14.68%

7.08%

18.91%

(19.46)%

Ratios to Average Net Assets G, J

Expenses before reductions

.91% A

.95%

1.09%

1.29%

1.36%

1.36%

Expenses net of fee waivers, if any

.91% A

.95%

1.08%

1.29%

1.36%

1.36%

Expenses net of all reductions

.89% A

.94%

1.03%

1.27%

1.32%

1.31%

Net investment income (loss)

.42% A

.44%

.67% I

-%

(.01)%

(.07)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 159,169

$ 130,332

$ 80,938

$ 52,741

$ 31,240

$ 12,572

Portfolio turnover rate H

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .22%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.45

$ 13.24

$ 12.84

Income from Investment Operations

Net investment income (loss) E

.01

.02

- J

Net realized and unrealized gain (loss)

.99

1.27

.40

Total from investment operations

1.00

1.29

.40

Distributions from net investment income

(.11)

(.08)

-

Net asset value, end of period

$ 15.34

$ 14.45

$ 13.24

Total Return B, C, D

6.95%

9.75%

3.12%

Ratios to Average Net Assets F, I

Expenses before reductions

1.24% A

1.25%

1.18% A

Expenses net of fee waivers, if any

1.24% A

1.25%

1.18% A

Expenses net of all reductions

1.22% A

1.24%

1.13% A

Net investment income (loss)

.09% A

.14%

(.04)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 25,032

$ 12,646

$ 199

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.38

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.27

.40

Total from investment operations

.96

1.21

.38

Distributions from net investment income

(.06)

(.05)

-

Net asset value, end of period

$ 15.28

$ 14.38

$ 13.22

Total Return B, C, D

6.65%

9.19%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.83% A

1.82%

1.72% A

Expenses net of fee waivers, if any

1.83% A

1.82%

1.72% A

Expenses net of all reductions

1.82% A

1.81%

1.67% A

Net investment income (loss)

(.51)% A

(.42)%

(.59)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,272

$ 909

$ 106

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.37

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.28

.40

Total from investment operations

.96

1.22

.38

Distributions from net investment income

(.05)

(.07)

-

Net asset value, end of period

$ 15.28

$ 14.37

$ 13.22

Total Return B, C, D

6.70%

9.20%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.82% A

1.84%

1.69% A

Expenses net of fee waivers, if any

1.82% A

1.84%

1.69% A

Expenses net of all reductions

1.80% A

1.84%

1.64% A

Net investment income (loss)

(.49)% A

(.45)%

(.56)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,912

$ 2,758

$ 103

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.77

$ 13.50

$ 13.08

Income from Investment Operations

Net investment income (loss) D

.05

.09

.01

Net realized and unrealized gain (loss)

1.07

1.29

.41

Total from investment operations

1.12

1.38

.42

Distributions from net investment income

-

(.11)

-

Net asset value, end of period

$ 15.89

$ 14.77

$ 13.50

Total Return B, C

7.58%

10.26%

3.21%

Ratios to Average Net Assets E, H

Expenses before reductions

.65% A

.77%

.69% A

Expenses net of fee waivers, if any

.65% A

.77%

.69% A

Expenses net of all reductions

.63% A

.76%

.64% A

Net investment income (loss)

.68% A

.62%

.41% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 49,960

$ 579,483

$ 103

Portfolio turnover rate F

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Diversified Stock Fund (the Fund) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans I: O and Destiny Plans I: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price.

Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 175,675,688

Unrealized depreciation

(129,518,941)

Net unrealized appreciation (depreciation)

$ 46,156,747

Cost for federal income tax purposes

$ 3,080,960,408

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,435,493,044 and $4,195,811,236, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .17% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .43% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 186,595

$ 25,205

Class T

.25%

.25%

53,232

3,258

Class B

.75%

.25%

6,766

5,171

Class C

.75%

.25%

18,376

9,381

$ 264,969

$ 43,015

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 19,921

Class T

3,003

Class B*

988

Class C*

3,067

$ 26,979

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 190,621

.01

Class A

134,420

.18

Class T

26,640

.25

Class B

2,360

.35

Class C

6,190

.34

Institutional Class

188,716

.17

$ 548,947

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $23,392 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 8,967,000

5.44%

$ 1,355

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $6,021 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $249,630.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $197,668 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,762. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,851

Class A

672

Class T

29

Institutional Class

674

$ 3,226

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 28,899,164

$ 24,229,472

Class A

976,371

321,631

Class T

177,927

1,411

Class B

5,391

610

Class C

12,582

1,082

Institutional Class

-

458,838

Total

$ 30,071,435

$ 25,013,044

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

2,133,221

5,789,224

$ 33,011,534

$ 84,710,510

Reinvestment of distributions

1,573,555

1,401,691

24,374,384

20,198,400

Shares redeemed

(18,851,400)

(31,715,161)

(293,177,666)

(457,755,224)

Net increase (decrease)

(15,144,624)

(24,524,246)

$ (235,791,748)

$ (352,846,314)

Class A

Shares sold

2,000,340

3,470,852

$ 30,404,980

$ 49,284,464

Reinvestment of distributions

61,138

20,568

930,519

291,651

Shares redeemed

(743,581)

(630,247)

(11,355,232)

(8,920,811)

Net increase (decrease)

1,317,897

2,861,173

$ 19,980,267

$ 40,655,304

Class T

Shares sold

931,715

906,681

$ 14,058,985

$ 12,885,472

Reinvestment of distributions

11,601

100

175,291

1,411

Shares redeemed

(187,396)

(46,443)

(2,862,616)

(658,325)

Net increase (decrease)

755,920

860,338

$ 11,371,660

$ 12,228,558

Class B

Shares sold

55,868

66,438

$ 832,583

$ 936,863

Reinvestment of distributions

325

43

4,907

610

Shares redeemed

(36,247)

(11,234)

(554,026)

(156,453)

Net increase (decrease)

19,946

55,247

$ 283,464

$ 781,020

Class C

Shares sold

136,603

203,408

$ 2,041,634

$ 2,869,624

Reinvestment of distributions

771

44

11,622

624

Shares redeemed

(73,248)

(19,405)

(1,113,846)

(268,904)

Net increase (decrease)

64,126

184,047

$ 939,410

$ 2,601,344

Institutional Class

Shares sold

2,362,349

47,475,937

$ 35,898,401

$ 693,596,234

Reinvestment of distributions

-

31,810

-

458,064

Shares redeemed

(38,441,811)

(8,291,345)

(598,546,895)

(120,029,354)

Net increase (decrease)

(36,079,462)

39,216,402

$ (562,648,494)

$ 574,024,944

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agent

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

DESIO-USAN-0507
1.791867.103

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Diversified Stock Fund -

Class A, Class T, Class B and Class C
(formerly Destiny
® I)

Semiannual Report

March 31, 2007

Class A, Class T, Class B, and
Class C were formerly known as
Fidelity Advisor Destiny ® I Fund
Class A, Class T, Class B, and
Class C

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,073.80

$ 2.53

Hypothetical A

$ 1,000.00

$ 1,022.49

$ 2.47

Class A

Actual

$ 1,000.00

$ 1,071.70

$ 4.70

Hypothetical A

$ 1,000.00

$ 1,020.39

$ 4.58

Class T

Actual

$ 1,000.00

$ 1,069.50

$ 6.40

Hypothetical A

$ 1,000.00

$ 1,018.75

$ 6.24

Class B

Actual

$ 1,000.00

$ 1,066.50

$ 9.43

Hypothetical A

$ 1,000.00

$ 1,015.81

$ 9.20

Class C

Actual

$ 1,000.00

$ 1,067.00

$ 9.38

Hypothetical A

$ 1,000.00

$ 1,015.86

$ 9.15

Institutional Class

Actual

$ 1,000.00

$ 1,075.80

$ 3.36

Hypothetical A

$ 1,000.00

$ 1,021.69

$ 3.28

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.49%

Class A

.91%

Class T

1.24%

Class B

1.83%

Class C

1.82%

Institutional Class

.65%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

General Electric Co.

3.5

7.7

Bank of America Corp.

3.0

4.5

American International Group, Inc.

2.6

6.5

Google, Inc. Class A (sub. vtg.)

2.2

3.0

Exxon Mobil Corp.

2.0

0.0

Procter & Gamble Co.

1.5

0.0

Apple, Inc.

1.4

0.0

Merck & Co., Inc.

1.3

0.0

ConocoPhillips

1.3

1.9

Nestle SA (Reg.)

1.3

0.7

20.1

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

19.5

17.9

Financials

17.5

21.0

Industrials

13.4

12.4

Health Care

13.1

13.5

Consumer Staples

10.2

4.1

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 98.8%

Stocks 98.5%

Convertible Securities 0.1%

Convertible Securities 0.0%

Short-Term
Investments and
Net Other Assets 1.1%

Short-Term
Investments and
Net Other Assets 1.5%

* Foreign investments

20.5%

** Foreign investments

15.4%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value

CONSUMER DISCRETIONARY - 9.6%

Auto Components - 0.1%

Aftermarket Technology Corp. (a)

150,000

$ 3,642,000

Automobiles - 0.6%

Renault SA

100,000

11,694,929

Toyota Motor Corp. sponsored ADR

45,000

5,767,200

17,462,129

Distributors - 0.6%

Li & Fung Ltd.

6,000,000

18,851,987

Diversified Consumer Services - 0.9%

Apollo Group, Inc. Class A (non-vtg.) (a)

375,031

16,463,861

New Oriental Education & Technology Group, Inc. sponsored ADR

250,000

10,132,500

26,596,361

Hotels, Restaurants & Leisure - 1.8%

Buffalo Wild Wings, Inc. (a)

100,000

6,370,000

Ctrip.com International Ltd. sponsored ADR

150,000

10,047,750

McCormick & Schmick's Seafood Restaurants (a)

200,000

5,362,000

Rare Hospitality International, Inc. (a)

125,000

3,761,250

Red Robin Gourmet Burgers, Inc. (a)

250,000

9,705,000

Starbucks Corp. (a)

400,000

12,544,000

Texas Roadhouse, Inc. Class A (a)

300,000

4,275,000

The Cheesecake Factory, Inc. (a)

140,000

3,731,000

55,796,000

Household Durables - 0.9%

D.R. Horton, Inc.

500,000

11,000,000

KB Home

149,952

6,398,452

Ryland Group, Inc.

100,000

4,219,000

Standard Pacific Corp.

350,000

7,304,500

28,921,952

Leisure Equipment & Products - 0.1%

Brunswick Corp.

50,000

1,592,500

Media - 0.8%

EchoStar Communications Corp.
Class A (a)

150,000

6,514,500

New Frontier Media, Inc.

825,000

7,425,000

Playboy Enterprises, Inc. Class B (non-vtg.) (a)

500,046

5,145,473

The DIRECTV Group, Inc. (a)

300,000

6,921,000

26,005,973

Multiline Retail - 1.4%

Federated Department Stores, Inc.

800,000

36,040,000

Marks & Spencer Group PLC

500,000

6,656,253

42,696,253

Specialty Retail - 1.8%

Best Buy Co., Inc.

250,031

12,181,510

Gymboree Corp. (a)

200,000

8,014,000

Home Depot, Inc.

700,040

25,719,470

PETsMART, Inc.

125,000

4,120,000

Shares

Value

Sports Direct International PLC

52,000

$ 284,217

Staples, Inc.

250,000

6,460,000

56,779,197

Textiles, Apparel & Luxury Goods - 0.6%

Carter's, Inc. (a)

250,000

6,335,000

Crocs, Inc.

125,000

5,906,250

Under Armour, Inc. Class A (sub. vtg.) (a)

125,000

6,412,500

18,653,750

TOTAL CONSUMER DISCRETIONARY

296,998,102

CONSUMER STAPLES - 10.2%

Beverages - 2.3%

Constellation Brands, Inc. Class A
(sub. vtg.)

500,000

10,590,000

InBev SA

125,000

9,024,999

Molson Coors Brewing Co. Class B

85,000

8,042,700

PepsiCo, Inc.

600,000

38,136,000

SABMiller PLC

250,000

5,485,382

71,279,081

Food & Staples Retailing - 2.3%

Tesco PLC

500,000

4,371,087

United Natural Foods, Inc. (a)

278,400

8,530,176

Wal-Mart Stores, Inc.

700,000

32,865,000

Whole Foods Market, Inc.

500,000

22,425,000

X5 Retail Group NV unit (a)(e)

100,000

2,770,000

70,961,263

Food Products - 2.9%

Archer-Daniels-Midland Co.

175,000

6,422,500

Bunge Ltd.

75,000

6,166,500

Cosan SA Industria E Comercio (a)

250,000

4,513,553

Dean Foods Co.

35,800

1,673,292

Diamond Foods, Inc.

400,000

6,660,000

Green Mountain Coffee Roasters, Inc. (a)

75,000

4,728,750

Groupe Danone

75,000

12,252,626

Marine Harvest ASA (a)

6,000,000

7,047,560

Nestle SA (Reg.)

100,000

38,937,798

88,402,579

Household Products - 2.3%

Colgate-Palmolive Co.

300,000

20,037,000

Procter & Gamble Co.

750,000

47,370,000

Reckitt Benckiser PLC

100,000

5,206,931

72,613,931

Personal Products - 0.2%

Avon Products, Inc.

200,000

7,452,000

Tobacco - 0.2%

Loews Corp. - Carolina Group

75,000

5,670,750

TOTAL CONSUMER STAPLES

316,379,604

Common Stocks - continued

Shares

Value

ENERGY - 8.8%

Energy Equipment & Services - 1.8%

GlobalSantaFe Corp.

100,000

$ 6,168,000

Nabors Industries Ltd. (a)

200,000

5,934,000

National Oilwell Varco, Inc. (a)

175,000

13,613,250

North American Energy Partners, Inc. (a)

500,000

10,393,660

Schlumberger Ltd. (NY Shares)

275,000

19,002,500

55,111,410

Oil, Gas & Consumable Fuels - 7.0%

Chesapeake Energy Corp.

425,000

13,124,000

ConocoPhillips

600,000

41,010,000

EOG Resources, Inc.

275,000

19,618,500

Exxon Mobil Corp.

800,000

60,360,000

Lukoil Oil Co. sponsored ADR

110,000

9,482,000

Marathon Oil Corp.

100,000

9,883,000

Massey Energy Co.

150,000

3,598,500

OAO Gazprom sponsored ADR

250,000

10,425,000

OJSC Rosneft unit (a)

900,000

7,542,000

Peabody Energy Corp.

300,006

12,072,241

Petroleo Brasileiro SA Petrobras sponsored ADR

75,000

7,463,250

Plains Exploration & Production Co. (a)

100,000

4,514,000

Suncor Energy, Inc.

25,000

1,902,256

Ultra Petroleum Corp. (a)

100,000

5,313,000

Valero Energy Corp.

175,000

11,285,750

217,593,497

TOTAL ENERGY

272,704,907

FINANCIALS - 17.5%

Capital Markets - 1.7%

KKR Private Equity Investors, LP

750,000

18,187,500

MarketAxess Holdings, Inc. (a)

275,000

4,603,500

Merrill Lynch & Co., Inc.

125,000

10,208,750

Morgan Stanley

125,000

9,845,000

UBS AG (NY Shares)

175,000

10,400,250

53,245,000

Commercial Banks - 3.5%

Anglo Irish Bank Corp. PLC

450,000

9,617,760

Banner Corp.

100,000

4,155,000

Commerce Bancorp, Inc., New Jersey

325,000

10,848,500

Erste Bank AG

150,000

11,681,571

HSBC Holdings PLC sponsored ADR (d)

100,000

8,781,000

M&T Bank Corp.

75,000

8,687,250

PNC Financial Services Group, Inc.

75,000

5,397,750

Royal Bank of Scotland Group PLC

100,000

3,904,214

Shinhan Financial Group Co. Ltd. sponsored ADR

25,000

2,847,000

Standard Chartered PLC (United Kingdom)

649,998

18,726,003

Wachovia Corp.

425,000

23,396,250

108,042,298

Shares

Value

Consumer Finance - 0.8%

American Express Co.

450,000

$ 25,380,000

Diversified Financial Services - 4.4%

African Bank Investments Ltd.

2,000,015

8,355,802

Bank of America Corp.

1,850,000

94,387,000

JPMorgan Chase & Co.

700,000

33,866,000

136,608,802

Insurance - 5.8%

ACE Ltd.

449,970

25,675,288

AFLAC, Inc.

250,000

11,765,000

American International Group, Inc.

1,200,033

80,666,218

Hartford Financial Services Group, Inc.

100,000

9,558,000

Max Re Capital Ltd.

5,000

127,400

MetLife, Inc.

200,000

12,630,000

Prudential Financial, Inc.

150,000

13,539,000

RenaissanceRe Holdings Ltd.

325,000

16,295,500

The Chubb Corp.

100,000

5,167,000

XL Capital Ltd. Class A

75,000

5,247,000

180,670,406

Real Estate Investment Trusts - 0.2%

Duke Realty LP

150,000

6,520,500

Thrifts & Mortgage Finance - 1.1%

Countrywide Financial Corp.

350,022

11,774,740

Fannie Mae

75,000

4,093,500

MGIC Investment Corp.

50,000

2,946,000

Radian Group, Inc.

250,000

13,720,000

32,534,240

TOTAL FINANCIALS

543,001,246

HEALTH CARE - 13.1%

Biotechnology - 2.5%

Alexion Pharmaceuticals, Inc. (a)

25,000

1,081,000

Alkermes, Inc. (a)

500,000

7,720,000

Alnylam Pharmaceuticals, Inc. (a)

41,800

752,400

Amgen, Inc. (a)

350,000

19,558,000

Amylin Pharmaceuticals, Inc. (a)

200,000

7,472,000

Celgene Corp. (a)

150,000

7,869,000

Cephalon, Inc. (a)

150,000

10,681,500

CytRx Corp. (a)

500,000

2,345,000

Genentech, Inc. (a)

99,970

8,209,536

MannKind Corp. (a)

299,640

4,284,852

Vertex Pharmaceuticals, Inc. (a)

299,961

8,410,906

78,384,194

Health Care Equipment & Supplies - 2.3%

Advanced Medical Optics, Inc. (a)

110,448

4,108,666

ArthroCare Corp. (a)

150,000

5,406,000

Atricure, Inc. (a)

200,000

2,042,000

Conceptus, Inc. (a)

450,000

9,000,000

Cooper Companies, Inc.

125,000

6,077,500

DENTSPLY International, Inc.

150,000

4,912,500

Hologic, Inc. (a)

50,000

2,882,000

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

IDEXX Laboratories, Inc. (a)

50,000

$ 4,381,500

Kyphon, Inc. (a)

75,000

3,385,500

Meridian Bioscience, Inc.

300,000

8,328,000

Mindray Medical International Ltd. sponsored ADR

475,000

11,309,750

NeuroMetrix, Inc. (a)

18,200

176,722

Sirona Dental Systems, Inc.

50,000

1,723,000

Thoratec Corp. (a)

300,000

6,270,000

70,003,138

Health Care Providers & Services - 1.9%

Brookdale Senior Living, Inc.

121,700

5,435,122

DaVita, Inc. (a)

125,000

6,665,000

Henry Schein, Inc. (a)

100,000

5,518,000

Humana, Inc. (a)

100,000

5,802,000

I-trax, Inc. (a)

1,000,000

3,930,000

MWI Veterinary Supply, Inc. (a)

250,000

8,250,000

UnitedHealth Group, Inc.

375,422

19,886,103

VCA Antech, Inc. (a)

100,000

3,631,000

59,117,225

Health Care Technology - 0.6%

Cerner Corp. (a)

177,300

9,653,985

Emdeon Corp. (a)

500,000

7,565,000

17,218,985

Life Sciences Tools & Services - 1.5%

Affymetrix, Inc. (a)

32,300

971,261

Charles River Laboratories International, Inc. (a)

100,000

4,626,000

Covance, Inc. (a)

100,000

5,934,000

ICON PLC sponsored ADR

140,705

5,994,033

Illumina, Inc. (a)

199,962

5,858,887

Millipore Corp. (a)

175,000

12,682,250

Pharmaceutical Product Development, Inc.

200,000

6,738,000

Ventana Medical Systems, Inc. (a)

100,000

4,190,000

46,994,431

Pharmaceuticals - 4.3%

Allergan, Inc.

75,000

8,311,500

Barr Pharmaceuticals, Inc. (a)

200,000

9,270,000

Elan Corp. PLC sponsored ADR (a)

400,022

5,316,292

Endo Pharmaceuticals Holdings, Inc. (a)

300,000

8,820,000

Johnson & Johnson

375,027

22,599,127

Medicis Pharmaceutical Corp. Class A

200,000

6,164,000

Merck & Co., Inc.

950,000

41,961,500

Nexmed, Inc. (a)

240,277

295,541

Roche Holding AG (participation certificate)

39,957

7,068,253

Shares

Value

Sepracor, Inc. (a)

50,000

$ 2,331,500

Wyeth

425,000

21,262,750

133,400,463

TOTAL HEALTH CARE

405,118,436

INDUSTRIALS - 13.3%

Aerospace & Defense - 1.8%

General Dynamics Corp.

225,000

17,190,000

Honeywell International, Inc.

450,000

20,727,000

United Technologies Corp.

300,000

19,500,000

57,417,000

Air Freight & Logistics - 1.2%

C.H. Robinson Worldwide, Inc.

200,017

9,550,812

United Parcel Service, Inc. Class B

400,000

28,040,000

37,590,812

Airlines - 1.1%

Allegiant Travel Co.

125,000

3,937,500

Ryanair Holdings PLC sponsored ADR (a)(d)

225,000

10,077,750

Southwest Airlines Co.

750,000

11,025,000

US Airways Group, Inc. (a)

200,000

9,096,000

34,136,250

Building Products - 0.4%

Masco Corp.

150,000

4,110,000

Universal Forest Products, Inc.

150,000

7,432,500

11,542,500

Commercial Services & Supplies - 0.8%

Corporate Executive Board Co.

100,000

7,596,000

CoStar Group, Inc. (a)

125,000

5,585,000

Healthcare Services Group, Inc.

18,340

525,441

Robert Half International, Inc.

274,980

10,177,010

23,883,451

Construction & Engineering - 0.6%

Chicago Bridge & Iron Co. NV (NY Shares)

17,300

531,975

Fluor Corp.

150,000

13,458,000

Infrasource Services, Inc. (a)

70,900

2,164,577

Quanta Services, Inc. (a)

122,000

3,076,840

19,231,392

Electrical Equipment - 1.9%

Energy Conversion Devices, Inc. (a)(d)

222,500

7,774,150

Evergreen Solar, Inc. (a)

550,000

5,362,500

First Solar, Inc.

75,000

3,900,750

Q-Cells AG

175,000

11,230,071

SGL Carbon AG (a)

100,000

3,284,732

SolarWorld AG

200,000

15,530,011

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

100,000

3,461,000

Suzlon Energy Ltd.

125,000

2,880,025

Ultralife Batteries, Inc. (a)

400,000

4,320,000

57,743,239

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 4.2%

General Electric Co.

3,099,961

$ 109,614,621

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

500,000

15,775,000

130,749,621

Machinery - 1.1%

Bucyrus International, Inc. Class A

100,000

5,150,000

Dover Corp.

75,000

3,660,750

Illinois Tool Works, Inc.

250,024

12,901,238

Joy Global, Inc.

200,000

8,580,000

Tata Motors Ltd. sponsored ADR (d)

250,000

4,052,500

34,344,488

Road & Rail - 0.1%

Canadian National Railway Co.

100,000

4,410,376

Trading Companies & Distributors - 0.1%

WESCO International, Inc. (a)

50,000

3,139,000

TOTAL INDUSTRIALS

414,188,129

INFORMATION TECHNOLOGY - 19.5%

Communications Equipment - 3.9%

Alcatel-Lucent SA sponsored ADR

250,000

2,955,000

Cisco Systems, Inc. (a)

1,000,000

25,530,000

Comverse Technology, Inc. (a)

500,000

10,675,000

Corning, Inc. (a)

800,000

18,192,000

Harris Corp.

200,000

10,190,000

JDS Uniphase Corp. (a)

200,000

3,046,000

Juniper Networks, Inc. (a)

250,000

4,920,000

Nice Systems Ltd. sponsored ADR

225,000

7,654,500

Nokia Corp. sponsored ADR

600,000

13,752,000

QUALCOMM, Inc.

425,000

18,130,500

Tellabs, Inc. (a)

500,000

4,950,000

119,995,000

Computers & Peripherals - 2.9%

Apple, Inc. (a)

475,000

44,132,250

Dell, Inc. (a)

849,976

19,727,943

EMC Corp. (a)

1,100,000

15,235,000

Hewlett-Packard Co.

253,300

10,167,462

89,262,655

Electronic Equipment & Instruments - 1.3%

Arrow Electronics, Inc. (a)

150,000

5,662,500

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,681,000

11,277,788

Jabil Circuit, Inc.

500,000

10,705,000

LG.Philips LCD Co. Ltd. sponsored ADR (a)(d)

100,000

1,748,000

Motech Industries, Inc.

783,000

10,908,522

40,301,810

Shares

Value

Internet Software & Services - 3.7%

eBay, Inc. (a)

650,000

$ 21,547,500

Google, Inc. Class A (sub. vtg.) (a)

149,970

68,710,255

SAVVIS, Inc. (a)

100,000

4,788,000

Terremark Worldwide, Inc. (a)

700,000

5,642,000

The Knot, Inc. (a)

250,000

5,382,500

Yahoo!, Inc. (a)

300,000

9,387,000

115,457,255

IT Services - 1.3%

Cognizant Technology Solutions Corp. Class A (a)

125,000

11,033,750

Fidelity National Information Services, Inc.

50,000

2,273,000

First Data Corp.

400,000

10,760,000

Paychex, Inc.

175,000

6,627,250

The Western Union Co.

500,000

10,975,000

41,669,000

Semiconductors & Semiconductor Equipment - 4.9%

Altera Corp. (a)

500,000

9,995,000

Analog Devices, Inc.

375,000

12,933,750

ARM Holdings PLC sponsored ADR

1,850,000

14,522,500

ASML Holding NV (NY Shares) (a)

200,000

4,950,000

CSR PLC (a)

699,992

8,967,390

Intel Corp.

1,800,000

34,434,000

Lam Research Corp. (a)

125,000

5,917,500

LSI Logic Corp. (a)

1,000,000

10,440,000

Maxim Integrated Products, Inc.

300,000

8,820,000

MEMC Electronic Materials, Inc. (a)

250,000

15,145,000

National Semiconductor Corp.

275,020

6,638,983

Renesola Ltd.

150,000

1,505,405

Renewable Energy Corp. AS

96,500

2,182,827

Richtek Technology Corp.

53,000

523,753

Siliconware Precision Industries Co. Ltd. sponsored ADR

466,600

4,577,346

Taiwan Semiconductor Manufacturing Co. Ltd.

5,000,000

10,259,897

151,813,351

Software - 1.5%

Autodesk, Inc. (a)

100,000

3,760,000

Check Point Software Technologies Ltd. (a)

450,000

10,026,000

Guidance Software, Inc.

125,000

1,505,000

Nintendo Co. Ltd.

25,000

7,266,825

Oracle Corp. (a)

500,000

9,065,000

Quality Systems, Inc.

400,000

16,000,000

47,622,825

TOTAL INFORMATION TECHNOLOGY

606,121,896

MATERIALS - 2.7%

Chemicals - 1.9%

Ecolab, Inc.

150,000

6,450,000

Minerals Technologies, Inc.

100,000

6,216,000

Common Stocks - continued

Shares

Value

MATERIALS - continued

Chemicals - continued

Monsanto Co.

200,000

$ 10,992,000

Praxair, Inc.

200,010

12,592,630

Tokuyama Corp.

400,000

6,993,126

Yara International ASA

150,000

4,139,454

Zoltek Companies, Inc. (a)(d)

300,000

10,479,000

57,862,210

Metals & Mining - 0.8%

Arcelor Mittal

250,000

13,222,500

Meridian Gold, Inc. (a)

200,000

5,106,001

Olympic Steel, Inc.

125,000

3,873,750

Titanium Metals Corp.

100,000

3,588,000

25,790,251

TOTAL MATERIALS

83,652,461

TELECOMMUNICATION SERVICES - 2.4%

Diversified Telecommunication Services - 1.1%

Qwest Communications International, Inc. (a)

500,000

4,495,000

Verizon Communications, Inc.

825,000

31,284,000

35,779,000

Wireless Telecommunication Services - 1.3%

America Movil SA de CV Series L sponsored ADR

150,000

7,168,500

Bharti Airtel Ltd. (a)

700,000

12,402,300

China Mobile (Hong Kong) Ltd. sponsored ADR

150,000

6,727,500

Crown Castle International Corp. (a)

100,000

3,213,000

Orascom Telecom Holding SAE GDR

25,000

1,700,000

Sistema JSFC sponsored GDR

275,000

7,810,000

39,021,300

TOTAL TELECOMMUNICATION SERVICES

74,800,300

UTILITIES - 1.7%

Electric Utilities - 0.5%

Entergy Corp.

115,000

12,065,800

Reliant Energy, Inc. (a)

150,000

3,048,000

15,113,800

Independent Power Producers & Energy Traders - 0.9%

AES Corp. (a)

300,000

6,456,000

Constellation Energy Group, Inc.

125,000

10,868,750

NRG Energy, Inc.

150,000

10,806,000

28,130,750

Shares

Value

Multi-Utilities - 0.3%

Public Service Enterprise Group, Inc.

100,000

$ 8,304,000

TOTAL UTILITIES

51,548,550

TOTAL COMMON STOCKS

(Cost $3,011,119,833)

3,064,513,631

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(f)

262,000

3

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $1,418,699)

3

Convertible Bonds - 0.1%

Principal Amount

INDUSTRIALS - 0.1%

Electrical Equipment - 0.1%

Evergreen Solar, Inc. 4.375% 7/1/12

$ 2,500,000

3,562,500

TOTAL CONVERTIBLE BONDS

(Cost $2,868,750)

3,562,500

Money Market Funds - 1.9%

Shares

Fidelity Cash Central Fund, 5.41% (b)

36,220,471

36,220,471

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

22,820,550

22,820,550

TOTAL MONEY MARKET FUNDS

(Cost $59,041,021)

59,041,021

TOTAL INVESTMENT PORTFOLIO - 100.8%

(Cost $3,074,448,303)

3,127,117,155

NET OTHER ASSETS - (0.8)%

(24,749,065)

NET ASSETS - 100%

$ 3,102,368,090

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) 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 end of the period, the value of these securities amounted to $2,770,000 or 0.1% of net assets.

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

GeneProt, Inc. Series A

7/7/00

$ 1,418,699

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 1,581,275

Fidelity Securities Lending Cash Central Fund

249,630

Total

$ 1,830,905

Other Information

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

United States of America

79.5%

United Kingdom

3.1%

Switzerland

1.8%

Cayman Islands

1.7%

Germany

1.2%

Taiwan

1.1%

Russia

1.1%

Ireland

1.0%

Others (individually less than 1%)

9.5%

100.0%

Income Tax Information

At September 30, 2006, the fund had a capital loss carryforward of approximately $647,907,307 all of which will expire on September 30, 2011.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $22,171,606) - See accompanying schedule:

Unaffiliated issuers
(cost $3,015,407,282)

$ 3,068,076,134

Fidelity Central Funds
(cost $59,041,021)

59,041,021

Total Investments
(cost $3,074,448,303)

$ 3,127,117,155

Cash

12

Foreign currency held at value
(cost $1,789,061)

1,789,061

Receivable for investments sold

28,299,447

Receivable for fund shares sold

202,587

Dividends receivable

3,482,202

Interest receivable

27,040

Distributions receivable from Fidelity Central Funds

208,489

Prepaid expenses

13,132

Other receivables

230,923

Total assets

3,161,370,048

Liabilities

Payable for investments purchased

$ 32,391,246

Payable for fund shares redeemed

1,961,613

Accrued management fee

1,113,239

Distribution fees payable

47,496

Other affiliated payables

173,541

Other payables and accrued expenses

494,273

Collateral on securities loaned,
at value

22,820,550

Total liabilities

59,001,958

Net Assets

$ 3,102,368,090

Net Assets consist of:

Paid in capital

$ 3,337,820,676

Undistributed net investment income

6,989,272

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(294,827,325)

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

52,385,467

Net Assets

$ 3,102,368,090

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($2,863,022,226 ÷ 181,612,059 shares)

$ 15.76

Class A:
Net Asset Value
and redemption price per share ($159,169,487 ÷ 10,290,301 shares)

$ 15.47

Maximum offering price per share (100/94.25 of $15.47)

$ 16.41

Class T:
Net Asset Value
and redemption price per share ($25,032,268 ÷ 1,631,327 shares)

$ 15.34

Maximum offering price per share (100/96.50 of $15.34)

$ 15.90

Class B:
Net Asset Value
and offering price per share ($1,271,522 ÷ 83,194 shares)A

$ 15.28

Class C:
Net Asset Value
and offering price per share ($3,912,310 ÷ 255,961 shares)A

$ 15.28

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($49,960,277 ÷ 3,144,585 shares)

$ 15.89

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 19,934,084

Interest

261,920

Income from Fidelity Central Funds

1,830,905

Total income

22,026,909

Expenses

Management fee

$ 7,236,557

Transfer agent fees

548,947

Distribution fees

264,969

Accounting and security lending fees

509,569

Custodian fees and expenses

104,812

Independent trustees' compensation

5,510

Appreciation in deferred trustee compensation account

624

Registration fees

105,559

Audit

44,575

Legal

28,904

Interest

1,355

Miscellaneous

13,883

Total expenses before reductions

8,865,264

Expense reductions

(267,411)

8,597,853

Net investment income (loss)

13,429,056

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $135,682)

362,103,280

Foreign currency transactions

(55,676)

Futures contracts

793,920

Total net realized gain (loss)

362,841,524

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $287,016)

(120,027,418)

Assets and liabilities in foreign currencies

2,251

Total change in net unrealized appreciation (depreciation)

(120,025,167)

Net gain (loss)

242,816,357

Net increase (decrease) in net assets resulting from operations

$ 256,245,413

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 13,429,056

$ 29,709,248

Net realized gain (loss)

362,841,524

273,478,984

Change in net unrealized appreciation (depreciation)

(120,025,167)

16,232,614

Net increase (decrease) in net assets resulting from operations

256,245,413

319,420,846

Distributions to shareholders from net investment income

(30,071,435)

(25,013,044)

Share transactions - net increase (decrease)

(765,865,441)

277,444,856

Total increase (decrease) in net assets

(539,691,463)

571,852,658

Net Assets

Beginning of period

3,642,059,553

3,070,206,895

End of period (including undistributed net investment income of $6,989,272 and undistributed net investment income of $23,631,651, respectively)

$ 3,102,368,090

$ 3,642,059,553

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

$ 11.56

Income from Investment Operations

Net investment income (loss) E

.06

.13

.16 H

.10

.09

.10

Net realized and unrealized gain (loss)

1.03

1.29

1.66

.78

1.75

(2.23)

Total from investment operations

1.09

1.42

1.82

.88

1.84

(2.13)

Distributions from net investment income

(.15)

(.11)

(.16)

(.09)

(.09)

(.12)

Net asset value, end of period

$ 15.76

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

Total Return B, C, D

7.38%

10.55%

15.46%

7.96%

19.88%

(18.69)%

Ratios to Average Net Assets F, I

Expenses before reductions

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of fee waivers, if any

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of all reductions

.48% A

.48%

.44%

.47%

.46%

.44%

Net investment income (loss)

.84% A

.90%

1.27% H

.79%

.85%

.80%

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,863,022

$ 2,915,932

$ 2,988,758

$ 3,099,403

$ 3,144,123

$ 2,767,484

Portfolio turnover rate G

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .82%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

$ 11.40

Income from Investment Operations

Net investment income (loss) F

.03

.06

.08 I

- K

- K

(.01)

Net realized and unrealized gain (loss)

1.01

1.28

1.62

.77

1.73

(2.20)

Total from investment operations

1.04

1.34

1.70

.77

1.73

(2.21)

Distributions from net investment income

(.10)

(.05)

(.08)

(.02)

(.02)

(.03)

Net asset value, end of period

$ 15.47

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

Total Return B, C, D, E

7.17%

10.13%

14.68%

7.08%

18.91%

(19.46)%

Ratios to Average Net Assets G, J

Expenses before reductions

.91% A

.95%

1.09%

1.29%

1.36%

1.36%

Expenses net of fee waivers, if any

.91% A

.95%

1.08%

1.29%

1.36%

1.36%

Expenses net of all reductions

.89% A

.94%

1.03%

1.27%

1.32%

1.31%

Net investment income (loss)

.42% A

.44%

.67% I

-%

(.01)%

(.07)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 159,169

$ 130,332

$ 80,938

$ 52,741

$ 31,240

$ 12,572

Portfolio turnover rate H

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .22%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.45

$ 13.24

$ 12.84

Income from Investment Operations

Net investment income (loss) E

.01

.02

- J

Net realized and unrealized gain (loss)

.99

1.27

.40

Total from investment operations

1.00

1.29

.40

Distributions from net investment income

(.11)

(.08)

-

Net asset value, end of period

$ 15.34

$ 14.45

$ 13.24

Total Return B, C, D

6.95%

9.75%

3.12%

Ratios to Average Net Assets F, I

Expenses before reductions

1.24% A

1.25%

1.18% A

Expenses net of fee waivers, if any

1.24% A

1.25%

1.18% A

Expenses net of all reductions

1.22% A

1.24%

1.13% A

Net investment income (loss)

.09% A

.14%

(.04)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 25,032

$ 12,646

$ 199

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.38

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.27

.40

Total from investment operations

.96

1.21

.38

Distributions from net investment income

(.06)

(.05)

-

Net asset value, end of period

$ 15.28

$ 14.38

$ 13.22

Total Return B, C, D

6.65%

9.19%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.83% A

1.82%

1.72% A

Expenses net of fee waivers, if any

1.83% A

1.82%

1.72% A

Expenses net of all reductions

1.82% A

1.81%

1.67% A

Net investment income (loss)

(.51)% A

(.42)%

(.59)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,272

$ 909

$ 106

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.37

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.28

.40

Total from investment operations

.96

1.22

.38

Distributions from net investment income

(.05)

(.07)

-

Net asset value, end of period

$ 15.28

$ 14.37

$ 13.22

Total Return B, C, D

6.70%

9.20%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.82% A

1.84%

1.69% A

Expenses net of fee waivers, if any

1.82% A

1.84%

1.69% A

Expenses net of all reductions

1.80% A

1.84%

1.64% A

Net investment income (loss)

(.49)% A

(.45)%

(.56)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,912

$ 2,758

$ 103

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.77

$ 13.50

$ 13.08

Income from Investment Operations

Net investment income (loss) D

.05

.09

.01

Net realized and unrealized gain (loss)

1.07

1.29

.41

Total from investment operations

1.12

1.38

.42

Distributions from net investment income

-

(.11)

-

Net asset value, end of period

$ 15.89

$ 14.77

$ 13.50

Total Return B, C

7.58%

10.26%

3.21%

Ratios to Average Net Assets E, H

Expenses before reductions

.65% A

.77%

.69% A

Expenses net of fee waivers, if any

.65% A

.77%

.69% A

Expenses net of all reductions

.63% A

.76%

.64% A

Net investment income (loss)

.68% A

.62%

.41% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 49,960

$ 579,483

$ 103

Portfolio turnover rate F

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Diversified Stock Fund (the Fund) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans I: O and Destiny Plans I: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price.

Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 175,675,688

Unrealized depreciation

(129,518,941)

Net unrealized appreciation (depreciation)

$ 46,156,747

Cost for federal income tax purposes

$ 3,080,960,408

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,435,493,044 and $4,195,811,236, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .17% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .43% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 186,595

$ 25,205

Class T

.25%

.25%

53,232

3,258

Class B

.75%

.25%

6,766

5,171

Class C

.75%

.25%

18,376

9,381

$ 264,969

$ 43,015

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 19,921

Class T

3,003

Class B*

988

Class C*

3,067

$ 26,979

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 190,621

.01

Class A

134,420

.18

Class T

26,640

.25

Class B

2,360

.35

Class C

6,190

.34

Institutional Class

188,716

.17

$ 548,947

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $23,392 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 8,967,000

5.44%

$ 1,355

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $6,021 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $249,630.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $197,668 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,762. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,851

Class A

672

Class T

29

Institutional Class

674

$ 3,226

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 28,899,164

$ 24,229,472

Class A

976,371

321,631

Class T

177,927

1,411

Class B

5,391

610

Class C

12,582

1,082

Institutional Class

-

458,838

Total

$ 30,071,435

$ 25,013,044

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

2,133,221

5,789,224

$ 33,011,534

$ 84,710,510

Reinvestment of distributions

1,573,555

1,401,691

24,374,384

20,198,400

Shares redeemed

(18,851,400)

(31,715,161)

(293,177,666)

(457,755,224)

Net increase (decrease)

(15,144,624)

(24,524,246)

$ (235,791,748)

$ (352,846,314)

Class A

Shares sold

2,000,340

3,470,852

$ 30,404,980

$ 49,284,464

Reinvestment of distributions

61,138

20,568

930,519

291,651

Shares redeemed

(743,581)

(630,247)

(11,355,232)

(8,920,811)

Net increase (decrease)

1,317,897

2,861,173

$ 19,980,267

$ 40,655,304

Class T

Shares sold

931,715

906,681

$ 14,058,985

$ 12,885,472

Reinvestment of distributions

11,601

100

175,291

1,411

Shares redeemed

(187,396)

(46,443)

(2,862,616)

(658,325)

Net increase (decrease)

755,920

860,338

$ 11,371,660

$ 12,228,558

Class B

Shares sold

55,868

66,438

$ 832,583

$ 936,863

Reinvestment of distributions

325

43

4,907

610

Shares redeemed

(36,247)

(11,234)

(554,026)

(156,453)

Net increase (decrease)

19,946

55,247

$ 283,464

$ 781,020

Class C

Shares sold

136,603

203,408

$ 2,041,634

$ 2,869,624

Reinvestment of distributions

771

44

11,622

624

Shares redeemed

(73,248)

(19,405)

(1,113,846)

(268,904)

Net increase (decrease)

64,126

184,047

$ 939,410

$ 2,601,344

Institutional Class

Shares sold

2,362,349

47,475,937

$ 35,898,401

$ 693,596,234

Reinvestment of distributions

-

31,810

-

458,064

Shares redeemed

(38,441,811)

(8,291,345)

(598,546,895)

(120,029,354)

Net increase (decrease)

(36,079,462)

39,216,402

$ (562,648,494)

$ 574,024,944

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

ADESI-USAN-0507
1.814746.101

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Diversified Stock Fund -

Institutional Class
(formerly Destiny
® I)

Semiannual Report

March 31, 2007

Institutional Class was formerly
known as Fidelity Advisor Destiny® I Fund
Institutional Class

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,073.80

$ 2.53

Hypothetical A

$ 1,000.00

$ 1,022.49

$ 2.47

Class A

Actual

$ 1,000.00

$ 1,071.70

$ 4.70

Hypothetical A

$ 1,000.00

$ 1,020.39

$ 4.58

Class T

Actual

$ 1,000.00

$ 1,069.50

$ 6.40

Hypothetical A

$ 1,000.00

$ 1,018.75

$ 6.24

Class B

Actual

$ 1,000.00

$ 1,066.50

$ 9.43

Hypothetical A

$ 1,000.00

$ 1,015.81

$ 9.20

Class C

Actual

$ 1,000.00

$ 1,067.00

$ 9.38

Hypothetical A

$ 1,000.00

$ 1,015.86

$ 9.15

Institutional Class

Actual

$ 1,000.00

$ 1,075.80

$ 3.36

Hypothetical A

$ 1,000.00

$ 1,021.69

$ 3.28

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.49%

Class A

.91%

Class T

1.24%

Class B

1.83%

Class C

1.82%

Institutional Class

.65%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

General Electric Co.

3.5

7.7

Bank of America Corp.

3.0

4.5

American International Group, Inc.

2.6

6.5

Google, Inc. Class A (sub. vtg.)

2.2

3.0

Exxon Mobil Corp.

2.0

0.0

Procter & Gamble Co.

1.5

0.0

Apple, Inc.

1.4

0.0

Merck & Co., Inc.

1.3

0.0

ConocoPhillips

1.3

1.9

Nestle SA (Reg.)

1.3

0.7

20.1

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

19.5

17.9

Financials

17.5

21.0

Industrials

13.4

12.4

Health Care

13.1

13.5

Consumer Staples

10.2

4.1

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 98.8%

Stocks 98.5%

Convertible Securities 0.1%

Convertible Securities 0.0%

Short-Term
Investments and
Net Other Assets 1.1%

Short-Term
Investments and
Net Other Assets 1.5%

* Foreign investments

20.5%

** Foreign investments

15.4%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value

CONSUMER DISCRETIONARY - 9.6%

Auto Components - 0.1%

Aftermarket Technology Corp. (a)

150,000

$ 3,642,000

Automobiles - 0.6%

Renault SA

100,000

11,694,929

Toyota Motor Corp. sponsored ADR

45,000

5,767,200

17,462,129

Distributors - 0.6%

Li & Fung Ltd.

6,000,000

18,851,987

Diversified Consumer Services - 0.9%

Apollo Group, Inc. Class A (non-vtg.) (a)

375,031

16,463,861

New Oriental Education & Technology Group, Inc. sponsored ADR

250,000

10,132,500

26,596,361

Hotels, Restaurants & Leisure - 1.8%

Buffalo Wild Wings, Inc. (a)

100,000

6,370,000

Ctrip.com International Ltd. sponsored ADR

150,000

10,047,750

McCormick & Schmick's Seafood Restaurants (a)

200,000

5,362,000

Rare Hospitality International, Inc. (a)

125,000

3,761,250

Red Robin Gourmet Burgers, Inc. (a)

250,000

9,705,000

Starbucks Corp. (a)

400,000

12,544,000

Texas Roadhouse, Inc. Class A (a)

300,000

4,275,000

The Cheesecake Factory, Inc. (a)

140,000

3,731,000

55,796,000

Household Durables - 0.9%

D.R. Horton, Inc.

500,000

11,000,000

KB Home

149,952

6,398,452

Ryland Group, Inc.

100,000

4,219,000

Standard Pacific Corp.

350,000

7,304,500

28,921,952

Leisure Equipment & Products - 0.1%

Brunswick Corp.

50,000

1,592,500

Media - 0.8%

EchoStar Communications Corp.
Class A (a)

150,000

6,514,500

New Frontier Media, Inc.

825,000

7,425,000

Playboy Enterprises, Inc. Class B (non-vtg.) (a)

500,046

5,145,473

The DIRECTV Group, Inc. (a)

300,000

6,921,000

26,005,973

Multiline Retail - 1.4%

Federated Department Stores, Inc.

800,000

36,040,000

Marks & Spencer Group PLC

500,000

6,656,253

42,696,253

Specialty Retail - 1.8%

Best Buy Co., Inc.

250,031

12,181,510

Gymboree Corp. (a)

200,000

8,014,000

Home Depot, Inc.

700,040

25,719,470

PETsMART, Inc.

125,000

4,120,000

Shares

Value

Sports Direct International PLC

52,000

$ 284,217

Staples, Inc.

250,000

6,460,000

56,779,197

Textiles, Apparel & Luxury Goods - 0.6%

Carter's, Inc. (a)

250,000

6,335,000

Crocs, Inc.

125,000

5,906,250

Under Armour, Inc. Class A (sub. vtg.) (a)

125,000

6,412,500

18,653,750

TOTAL CONSUMER DISCRETIONARY

296,998,102

CONSUMER STAPLES - 10.2%

Beverages - 2.3%

Constellation Brands, Inc. Class A
(sub. vtg.)

500,000

10,590,000

InBev SA

125,000

9,024,999

Molson Coors Brewing Co. Class B

85,000

8,042,700

PepsiCo, Inc.

600,000

38,136,000

SABMiller PLC

250,000

5,485,382

71,279,081

Food & Staples Retailing - 2.3%

Tesco PLC

500,000

4,371,087

United Natural Foods, Inc. (a)

278,400

8,530,176

Wal-Mart Stores, Inc.

700,000

32,865,000

Whole Foods Market, Inc.

500,000

22,425,000

X5 Retail Group NV unit (a)(e)

100,000

2,770,000

70,961,263

Food Products - 2.9%

Archer-Daniels-Midland Co.

175,000

6,422,500

Bunge Ltd.

75,000

6,166,500

Cosan SA Industria E Comercio (a)

250,000

4,513,553

Dean Foods Co.

35,800

1,673,292

Diamond Foods, Inc.

400,000

6,660,000

Green Mountain Coffee Roasters, Inc. (a)

75,000

4,728,750

Groupe Danone

75,000

12,252,626

Marine Harvest ASA (a)

6,000,000

7,047,560

Nestle SA (Reg.)

100,000

38,937,798

88,402,579

Household Products - 2.3%

Colgate-Palmolive Co.

300,000

20,037,000

Procter & Gamble Co.

750,000

47,370,000

Reckitt Benckiser PLC

100,000

5,206,931

72,613,931

Personal Products - 0.2%

Avon Products, Inc.

200,000

7,452,000

Tobacco - 0.2%

Loews Corp. - Carolina Group

75,000

5,670,750

TOTAL CONSUMER STAPLES

316,379,604

Common Stocks - continued

Shares

Value

ENERGY - 8.8%

Energy Equipment & Services - 1.8%

GlobalSantaFe Corp.

100,000

$ 6,168,000

Nabors Industries Ltd. (a)

200,000

5,934,000

National Oilwell Varco, Inc. (a)

175,000

13,613,250

North American Energy Partners, Inc. (a)

500,000

10,393,660

Schlumberger Ltd. (NY Shares)

275,000

19,002,500

55,111,410

Oil, Gas & Consumable Fuels - 7.0%

Chesapeake Energy Corp.

425,000

13,124,000

ConocoPhillips

600,000

41,010,000

EOG Resources, Inc.

275,000

19,618,500

Exxon Mobil Corp.

800,000

60,360,000

Lukoil Oil Co. sponsored ADR

110,000

9,482,000

Marathon Oil Corp.

100,000

9,883,000

Massey Energy Co.

150,000

3,598,500

OAO Gazprom sponsored ADR

250,000

10,425,000

OJSC Rosneft unit (a)

900,000

7,542,000

Peabody Energy Corp.

300,006

12,072,241

Petroleo Brasileiro SA Petrobras sponsored ADR

75,000

7,463,250

Plains Exploration & Production Co. (a)

100,000

4,514,000

Suncor Energy, Inc.

25,000

1,902,256

Ultra Petroleum Corp. (a)

100,000

5,313,000

Valero Energy Corp.

175,000

11,285,750

217,593,497

TOTAL ENERGY

272,704,907

FINANCIALS - 17.5%

Capital Markets - 1.7%

KKR Private Equity Investors, LP

750,000

18,187,500

MarketAxess Holdings, Inc. (a)

275,000

4,603,500

Merrill Lynch & Co., Inc.

125,000

10,208,750

Morgan Stanley

125,000

9,845,000

UBS AG (NY Shares)

175,000

10,400,250

53,245,000

Commercial Banks - 3.5%

Anglo Irish Bank Corp. PLC

450,000

9,617,760

Banner Corp.

100,000

4,155,000

Commerce Bancorp, Inc., New Jersey

325,000

10,848,500

Erste Bank AG

150,000

11,681,571

HSBC Holdings PLC sponsored ADR (d)

100,000

8,781,000

M&T Bank Corp.

75,000

8,687,250

PNC Financial Services Group, Inc.

75,000

5,397,750

Royal Bank of Scotland Group PLC

100,000

3,904,214

Shinhan Financial Group Co. Ltd. sponsored ADR

25,000

2,847,000

Standard Chartered PLC (United Kingdom)

649,998

18,726,003

Wachovia Corp.

425,000

23,396,250

108,042,298

Shares

Value

Consumer Finance - 0.8%

American Express Co.

450,000

$ 25,380,000

Diversified Financial Services - 4.4%

African Bank Investments Ltd.

2,000,015

8,355,802

Bank of America Corp.

1,850,000

94,387,000

JPMorgan Chase & Co.

700,000

33,866,000

136,608,802

Insurance - 5.8%

ACE Ltd.

449,970

25,675,288

AFLAC, Inc.

250,000

11,765,000

American International Group, Inc.

1,200,033

80,666,218

Hartford Financial Services Group, Inc.

100,000

9,558,000

Max Re Capital Ltd.

5,000

127,400

MetLife, Inc.

200,000

12,630,000

Prudential Financial, Inc.

150,000

13,539,000

RenaissanceRe Holdings Ltd.

325,000

16,295,500

The Chubb Corp.

100,000

5,167,000

XL Capital Ltd. Class A

75,000

5,247,000

180,670,406

Real Estate Investment Trusts - 0.2%

Duke Realty LP

150,000

6,520,500

Thrifts & Mortgage Finance - 1.1%

Countrywide Financial Corp.

350,022

11,774,740

Fannie Mae

75,000

4,093,500

MGIC Investment Corp.

50,000

2,946,000

Radian Group, Inc.

250,000

13,720,000

32,534,240

TOTAL FINANCIALS

543,001,246

HEALTH CARE - 13.1%

Biotechnology - 2.5%

Alexion Pharmaceuticals, Inc. (a)

25,000

1,081,000

Alkermes, Inc. (a)

500,000

7,720,000

Alnylam Pharmaceuticals, Inc. (a)

41,800

752,400

Amgen, Inc. (a)

350,000

19,558,000

Amylin Pharmaceuticals, Inc. (a)

200,000

7,472,000

Celgene Corp. (a)

150,000

7,869,000

Cephalon, Inc. (a)

150,000

10,681,500

CytRx Corp. (a)

500,000

2,345,000

Genentech, Inc. (a)

99,970

8,209,536

MannKind Corp. (a)

299,640

4,284,852

Vertex Pharmaceuticals, Inc. (a)

299,961

8,410,906

78,384,194

Health Care Equipment & Supplies - 2.3%

Advanced Medical Optics, Inc. (a)

110,448

4,108,666

ArthroCare Corp. (a)

150,000

5,406,000

Atricure, Inc. (a)

200,000

2,042,000

Conceptus, Inc. (a)

450,000

9,000,000

Cooper Companies, Inc.

125,000

6,077,500

DENTSPLY International, Inc.

150,000

4,912,500

Hologic, Inc. (a)

50,000

2,882,000

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

IDEXX Laboratories, Inc. (a)

50,000

$ 4,381,500

Kyphon, Inc. (a)

75,000

3,385,500

Meridian Bioscience, Inc.

300,000

8,328,000

Mindray Medical International Ltd. sponsored ADR

475,000

11,309,750

NeuroMetrix, Inc. (a)

18,200

176,722

Sirona Dental Systems, Inc.

50,000

1,723,000

Thoratec Corp. (a)

300,000

6,270,000

70,003,138

Health Care Providers & Services - 1.9%

Brookdale Senior Living, Inc.

121,700

5,435,122

DaVita, Inc. (a)

125,000

6,665,000

Henry Schein, Inc. (a)

100,000

5,518,000

Humana, Inc. (a)

100,000

5,802,000

I-trax, Inc. (a)

1,000,000

3,930,000

MWI Veterinary Supply, Inc. (a)

250,000

8,250,000

UnitedHealth Group, Inc.

375,422

19,886,103

VCA Antech, Inc. (a)

100,000

3,631,000

59,117,225

Health Care Technology - 0.6%

Cerner Corp. (a)

177,300

9,653,985

Emdeon Corp. (a)

500,000

7,565,000

17,218,985

Life Sciences Tools & Services - 1.5%

Affymetrix, Inc. (a)

32,300

971,261

Charles River Laboratories International, Inc. (a)

100,000

4,626,000

Covance, Inc. (a)

100,000

5,934,000

ICON PLC sponsored ADR

140,705

5,994,033

Illumina, Inc. (a)

199,962

5,858,887

Millipore Corp. (a)

175,000

12,682,250

Pharmaceutical Product Development, Inc.

200,000

6,738,000

Ventana Medical Systems, Inc. (a)

100,000

4,190,000

46,994,431

Pharmaceuticals - 4.3%

Allergan, Inc.

75,000

8,311,500

Barr Pharmaceuticals, Inc. (a)

200,000

9,270,000

Elan Corp. PLC sponsored ADR (a)

400,022

5,316,292

Endo Pharmaceuticals Holdings, Inc. (a)

300,000

8,820,000

Johnson & Johnson

375,027

22,599,127

Medicis Pharmaceutical Corp. Class A

200,000

6,164,000

Merck & Co., Inc.

950,000

41,961,500

Nexmed, Inc. (a)

240,277

295,541

Roche Holding AG (participation certificate)

39,957

7,068,253

Shares

Value

Sepracor, Inc. (a)

50,000

$ 2,331,500

Wyeth

425,000

21,262,750

133,400,463

TOTAL HEALTH CARE

405,118,436

INDUSTRIALS - 13.3%

Aerospace & Defense - 1.8%

General Dynamics Corp.

225,000

17,190,000

Honeywell International, Inc.

450,000

20,727,000

United Technologies Corp.

300,000

19,500,000

57,417,000

Air Freight & Logistics - 1.2%

C.H. Robinson Worldwide, Inc.

200,017

9,550,812

United Parcel Service, Inc. Class B

400,000

28,040,000

37,590,812

Airlines - 1.1%

Allegiant Travel Co.

125,000

3,937,500

Ryanair Holdings PLC sponsored ADR (a)(d)

225,000

10,077,750

Southwest Airlines Co.

750,000

11,025,000

US Airways Group, Inc. (a)

200,000

9,096,000

34,136,250

Building Products - 0.4%

Masco Corp.

150,000

4,110,000

Universal Forest Products, Inc.

150,000

7,432,500

11,542,500

Commercial Services & Supplies - 0.8%

Corporate Executive Board Co.

100,000

7,596,000

CoStar Group, Inc. (a)

125,000

5,585,000

Healthcare Services Group, Inc.

18,340

525,441

Robert Half International, Inc.

274,980

10,177,010

23,883,451

Construction & Engineering - 0.6%

Chicago Bridge & Iron Co. NV (NY Shares)

17,300

531,975

Fluor Corp.

150,000

13,458,000

Infrasource Services, Inc. (a)

70,900

2,164,577

Quanta Services, Inc. (a)

122,000

3,076,840

19,231,392

Electrical Equipment - 1.9%

Energy Conversion Devices, Inc. (a)(d)

222,500

7,774,150

Evergreen Solar, Inc. (a)

550,000

5,362,500

First Solar, Inc.

75,000

3,900,750

Q-Cells AG

175,000

11,230,071

SGL Carbon AG (a)

100,000

3,284,732

SolarWorld AG

200,000

15,530,011

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

100,000

3,461,000

Suzlon Energy Ltd.

125,000

2,880,025

Ultralife Batteries, Inc. (a)

400,000

4,320,000

57,743,239

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 4.2%

General Electric Co.

3,099,961

$ 109,614,621

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

500,000

15,775,000

130,749,621

Machinery - 1.1%

Bucyrus International, Inc. Class A

100,000

5,150,000

Dover Corp.

75,000

3,660,750

Illinois Tool Works, Inc.

250,024

12,901,238

Joy Global, Inc.

200,000

8,580,000

Tata Motors Ltd. sponsored ADR (d)

250,000

4,052,500

34,344,488

Road & Rail - 0.1%

Canadian National Railway Co.

100,000

4,410,376

Trading Companies & Distributors - 0.1%

WESCO International, Inc. (a)

50,000

3,139,000

TOTAL INDUSTRIALS

414,188,129

INFORMATION TECHNOLOGY - 19.5%

Communications Equipment - 3.9%

Alcatel-Lucent SA sponsored ADR

250,000

2,955,000

Cisco Systems, Inc. (a)

1,000,000

25,530,000

Comverse Technology, Inc. (a)

500,000

10,675,000

Corning, Inc. (a)

800,000

18,192,000

Harris Corp.

200,000

10,190,000

JDS Uniphase Corp. (a)

200,000

3,046,000

Juniper Networks, Inc. (a)

250,000

4,920,000

Nice Systems Ltd. sponsored ADR

225,000

7,654,500

Nokia Corp. sponsored ADR

600,000

13,752,000

QUALCOMM, Inc.

425,000

18,130,500

Tellabs, Inc. (a)

500,000

4,950,000

119,995,000

Computers & Peripherals - 2.9%

Apple, Inc. (a)

475,000

44,132,250

Dell, Inc. (a)

849,976

19,727,943

EMC Corp. (a)

1,100,000

15,235,000

Hewlett-Packard Co.

253,300

10,167,462

89,262,655

Electronic Equipment & Instruments - 1.3%

Arrow Electronics, Inc. (a)

150,000

5,662,500

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,681,000

11,277,788

Jabil Circuit, Inc.

500,000

10,705,000

LG.Philips LCD Co. Ltd. sponsored ADR (a)(d)

100,000

1,748,000

Motech Industries, Inc.

783,000

10,908,522

40,301,810

Shares

Value

Internet Software & Services - 3.7%

eBay, Inc. (a)

650,000

$ 21,547,500

Google, Inc. Class A (sub. vtg.) (a)

149,970

68,710,255

SAVVIS, Inc. (a)

100,000

4,788,000

Terremark Worldwide, Inc. (a)

700,000

5,642,000

The Knot, Inc. (a)

250,000

5,382,500

Yahoo!, Inc. (a)

300,000

9,387,000

115,457,255

IT Services - 1.3%

Cognizant Technology Solutions Corp. Class A (a)

125,000

11,033,750

Fidelity National Information Services, Inc.

50,000

2,273,000

First Data Corp.

400,000

10,760,000

Paychex, Inc.

175,000

6,627,250

The Western Union Co.

500,000

10,975,000

41,669,000

Semiconductors & Semiconductor Equipment - 4.9%

Altera Corp. (a)

500,000

9,995,000

Analog Devices, Inc.

375,000

12,933,750

ARM Holdings PLC sponsored ADR

1,850,000

14,522,500

ASML Holding NV (NY Shares) (a)

200,000

4,950,000

CSR PLC (a)

699,992

8,967,390

Intel Corp.

1,800,000

34,434,000

Lam Research Corp. (a)

125,000

5,917,500

LSI Logic Corp. (a)

1,000,000

10,440,000

Maxim Integrated Products, Inc.

300,000

8,820,000

MEMC Electronic Materials, Inc. (a)

250,000

15,145,000

National Semiconductor Corp.

275,020

6,638,983

Renesola Ltd.

150,000

1,505,405

Renewable Energy Corp. AS

96,500

2,182,827

Richtek Technology Corp.

53,000

523,753

Siliconware Precision Industries Co. Ltd. sponsored ADR

466,600

4,577,346

Taiwan Semiconductor Manufacturing Co. Ltd.

5,000,000

10,259,897

151,813,351

Software - 1.5%

Autodesk, Inc. (a)

100,000

3,760,000

Check Point Software Technologies Ltd. (a)

450,000

10,026,000

Guidance Software, Inc.

125,000

1,505,000

Nintendo Co. Ltd.

25,000

7,266,825

Oracle Corp. (a)

500,000

9,065,000

Quality Systems, Inc.

400,000

16,000,000

47,622,825

TOTAL INFORMATION TECHNOLOGY

606,121,896

MATERIALS - 2.7%

Chemicals - 1.9%

Ecolab, Inc.

150,000

6,450,000

Minerals Technologies, Inc.

100,000

6,216,000

Common Stocks - continued

Shares

Value

MATERIALS - continued

Chemicals - continued

Monsanto Co.

200,000

$ 10,992,000

Praxair, Inc.

200,010

12,592,630

Tokuyama Corp.

400,000

6,993,126

Yara International ASA

150,000

4,139,454

Zoltek Companies, Inc. (a)(d)

300,000

10,479,000

57,862,210

Metals & Mining - 0.8%

Arcelor Mittal

250,000

13,222,500

Meridian Gold, Inc. (a)

200,000

5,106,001

Olympic Steel, Inc.

125,000

3,873,750

Titanium Metals Corp.

100,000

3,588,000

25,790,251

TOTAL MATERIALS

83,652,461

TELECOMMUNICATION SERVICES - 2.4%

Diversified Telecommunication Services - 1.1%

Qwest Communications International, Inc. (a)

500,000

4,495,000

Verizon Communications, Inc.

825,000

31,284,000

35,779,000

Wireless Telecommunication Services - 1.3%

America Movil SA de CV Series L sponsored ADR

150,000

7,168,500

Bharti Airtel Ltd. (a)

700,000

12,402,300

China Mobile (Hong Kong) Ltd. sponsored ADR

150,000

6,727,500

Crown Castle International Corp. (a)

100,000

3,213,000

Orascom Telecom Holding SAE GDR

25,000

1,700,000

Sistema JSFC sponsored GDR

275,000

7,810,000

39,021,300

TOTAL TELECOMMUNICATION SERVICES

74,800,300

UTILITIES - 1.7%

Electric Utilities - 0.5%

Entergy Corp.

115,000

12,065,800

Reliant Energy, Inc. (a)

150,000

3,048,000

15,113,800

Independent Power Producers & Energy Traders - 0.9%

AES Corp. (a)

300,000

6,456,000

Constellation Energy Group, Inc.

125,000

10,868,750

NRG Energy, Inc.

150,000

10,806,000

28,130,750

Shares

Value

Multi-Utilities - 0.3%

Public Service Enterprise Group, Inc.

100,000

$ 8,304,000

TOTAL UTILITIES

51,548,550

TOTAL COMMON STOCKS

(Cost $3,011,119,833)

3,064,513,631

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(f)

262,000

3

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $1,418,699)

3

Convertible Bonds - 0.1%

Principal Amount

INDUSTRIALS - 0.1%

Electrical Equipment - 0.1%

Evergreen Solar, Inc. 4.375% 7/1/12

$ 2,500,000

3,562,500

TOTAL CONVERTIBLE BONDS

(Cost $2,868,750)

3,562,500

Money Market Funds - 1.9%

Shares

Fidelity Cash Central Fund, 5.41% (b)

36,220,471

36,220,471

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

22,820,550

22,820,550

TOTAL MONEY MARKET FUNDS

(Cost $59,041,021)

59,041,021

TOTAL INVESTMENT PORTFOLIO - 100.8%

(Cost $3,074,448,303)

3,127,117,155

NET OTHER ASSETS - (0.8)%

(24,749,065)

NET ASSETS - 100%

$ 3,102,368,090

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) 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 end of the period, the value of these securities amounted to $2,770,000 or 0.1% of net assets.

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

GeneProt, Inc. Series A

7/7/00

$ 1,418,699

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 1,581,275

Fidelity Securities Lending Cash Central Fund

249,630

Total

$ 1,830,905

Other Information

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

United States of America

79.5%

United Kingdom

3.1%

Switzerland

1.8%

Cayman Islands

1.7%

Germany

1.2%

Taiwan

1.1%

Russia

1.1%

Ireland

1.0%

Others (individually less than 1%)

9.5%

100.0%

Income Tax Information

At September 30, 2006, the fund had a capital loss carryforward of approximately $647,907,307 all of which will expire on September 30, 2011.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $22,171,606) - See accompanying schedule:

Unaffiliated issuers
(cost $3,015,407,282)

$ 3,068,076,134

Fidelity Central Funds
(cost $59,041,021)

59,041,021

Total Investments
(cost $3,074,448,303)

$ 3,127,117,155

Cash

12

Foreign currency held at value
(cost $1,789,061)

1,789,061

Receivable for investments sold

28,299,447

Receivable for fund shares sold

202,587

Dividends receivable

3,482,202

Interest receivable

27,040

Distributions receivable from Fidelity Central Funds

208,489

Prepaid expenses

13,132

Other receivables

230,923

Total assets

3,161,370,048

Liabilities

Payable for investments purchased

$ 32,391,246

Payable for fund shares redeemed

1,961,613

Accrued management fee

1,113,239

Distribution fees payable

47,496

Other affiliated payables

173,541

Other payables and accrued expenses

494,273

Collateral on securities loaned,
at value

22,820,550

Total liabilities

59,001,958

Net Assets

$ 3,102,368,090

Net Assets consist of:

Paid in capital

$ 3,337,820,676

Undistributed net investment income

6,989,272

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(294,827,325)

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

52,385,467

Net Assets

$ 3,102,368,090

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($2,863,022,226 ÷ 181,612,059 shares)

$ 15.76

Class A:
Net Asset Value
and redemption price per share ($159,169,487 ÷ 10,290,301 shares)

$ 15.47

Maximum offering price per share (100/94.25 of $15.47)

$ 16.41

Class T:
Net Asset Value
and redemption price per share ($25,032,268 ÷ 1,631,327 shares)

$ 15.34

Maximum offering price per share (100/96.50 of $15.34)

$ 15.90

Class B:
Net Asset Value
and offering price per share ($1,271,522 ÷ 83,194 shares)A

$ 15.28

Class C:
Net Asset Value
and offering price per share ($3,912,310 ÷ 255,961 shares)A

$ 15.28

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($49,960,277 ÷ 3,144,585 shares)

$ 15.89

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 19,934,084

Interest

261,920

Income from Fidelity Central Funds

1,830,905

Total income

22,026,909

Expenses

Management fee

$ 7,236,557

Transfer agent fees

548,947

Distribution fees

264,969

Accounting and security lending fees

509,569

Custodian fees and expenses

104,812

Independent trustees' compensation

5,510

Appreciation in deferred trustee compensation account

624

Registration fees

105,559

Audit

44,575

Legal

28,904

Interest

1,355

Miscellaneous

13,883

Total expenses before reductions

8,865,264

Expense reductions

(267,411)

8,597,853

Net investment income (loss)

13,429,056

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $135,682)

362,103,280

Foreign currency transactions

(55,676)

Futures contracts

793,920

Total net realized gain (loss)

362,841,524

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $287,016)

(120,027,418)

Assets and liabilities in foreign currencies

2,251

Total change in net unrealized appreciation (depreciation)

(120,025,167)

Net gain (loss)

242,816,357

Net increase (decrease) in net assets resulting from operations

$ 256,245,413

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 13,429,056

$ 29,709,248

Net realized gain (loss)

362,841,524

273,478,984

Change in net unrealized appreciation (depreciation)

(120,025,167)

16,232,614

Net increase (decrease) in net assets resulting from operations

256,245,413

319,420,846

Distributions to shareholders from net investment income

(30,071,435)

(25,013,044)

Share transactions - net increase (decrease)

(765,865,441)

277,444,856

Total increase (decrease) in net assets

(539,691,463)

571,852,658

Net Assets

Beginning of period

3,642,059,553

3,070,206,895

End of period (including undistributed net investment income of $6,989,272 and undistributed net investment income of $23,631,651, respectively)

$ 3,102,368,090

$ 3,642,059,553

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

$ 11.56

Income from Investment Operations

Net investment income (loss) E

.06

.13

.16 H

.10

.09

.10

Net realized and unrealized gain (loss)

1.03

1.29

1.66

.78

1.75

(2.23)

Total from investment operations

1.09

1.42

1.82

.88

1.84

(2.13)

Distributions from net investment income

(.15)

(.11)

(.16)

(.09)

(.09)

(.12)

Net asset value, end of period

$ 15.76

$ 14.82

$ 13.51

$ 11.85

$ 11.06

$ 9.31

Total Return B, C, D

7.38%

10.55%

15.46%

7.96%

19.88%

(18.69)%

Ratios to Average Net Assets F, I

Expenses before reductions

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of fee waivers, if any

.49% A

.49%

.49%

.49%

.49%

.48%

Expenses net of all reductions

.48% A

.48%

.44%

.47%

.46%

.44%

Net investment income (loss)

.84% A

.90%

1.27% H

.79%

.85%

.80%

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,863,022

$ 2,915,932

$ 2,988,758

$ 3,099,403

$ 3,144,123

$ 2,767,484

Portfolio turnover rate G

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .82%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

$ 11.40

Income from Investment Operations

Net investment income (loss) F

.03

.06

.08 I

- K

- K

(.01)

Net realized and unrealized gain (loss)

1.01

1.28

1.62

.77

1.73

(2.20)

Total from investment operations

1.04

1.34

1.70

.77

1.73

(2.21)

Distributions from net investment income

(.10)

(.05)

(.08)

(.02)

(.02)

(.03)

Net asset value, end of period

$ 15.47

$ 14.53

$ 13.24

$ 11.62

$ 10.87

$ 9.16

Total Return B, C, D, E

7.17%

10.13%

14.68%

7.08%

18.91%

(19.46)%

Ratios to Average Net Assets G, J

Expenses before reductions

.91% A

.95%

1.09%

1.29%

1.36%

1.36%

Expenses net of fee waivers, if any

.91% A

.95%

1.08%

1.29%

1.36%

1.36%

Expenses net of all reductions

.89% A

.94%

1.03%

1.27%

1.32%

1.31%

Net investment income (loss)

.42% A

.44%

.67% I

-%

(.01)%

(.07)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 159,169

$ 130,332

$ 80,938

$ 52,741

$ 31,240

$ 12,572

Portfolio turnover rate H

211% A

66%

130%

52%

71%

93%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.06 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .22%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.45

$ 13.24

$ 12.84

Income from Investment Operations

Net investment income (loss) E

.01

.02

- J

Net realized and unrealized gain (loss)

.99

1.27

.40

Total from investment operations

1.00

1.29

.40

Distributions from net investment income

(.11)

(.08)

-

Net asset value, end of period

$ 15.34

$ 14.45

$ 13.24

Total Return B, C, D

6.95%

9.75%

3.12%

Ratios to Average Net Assets F, I

Expenses before reductions

1.24% A

1.25%

1.18% A

Expenses net of fee waivers, if any

1.24% A

1.25%

1.18% A

Expenses net of all reductions

1.22% A

1.24%

1.13% A

Net investment income (loss)

.09% A

.14%

(.04)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 25,032

$ 12,646

$ 199

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.38

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.27

.40

Total from investment operations

.96

1.21

.38

Distributions from net investment income

(.06)

(.05)

-

Net asset value, end of period

$ 15.28

$ 14.38

$ 13.22

Total Return B, C, D

6.65%

9.19%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.83% A

1.82%

1.72% A

Expenses net of fee waivers, if any

1.83% A

1.82%

1.72% A

Expenses net of all reductions

1.82% A

1.81%

1.67% A

Net investment income (loss)

(.51)% A

(.42)%

(.59)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,272

$ 909

$ 106

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 14.37

$ 13.22

$ 12.84

Income from Investment Operations

Net investment income (loss) E

(.04)

(.06)

(.02)

Net realized and unrealized gain (loss)

1.00

1.28

.40

Total from investment operations

.96

1.22

.38

Distributions from net investment income

(.05)

(.07)

-

Net asset value, end of period

$ 15.28

$ 14.37

$ 13.22

Total Return B, C, D

6.70%

9.20%

2.96%

Ratios to Average Net Assets F, I

Expenses before reductions

1.82% A

1.84%

1.69% A

Expenses net of fee waivers, if any

1.82% A

1.84%

1.69% A

Expenses net of all reductions

1.80% A

1.84%

1.64% A

Net investment income (loss)

(.49)% A

(.45)%

(.56)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,912

$ 2,758

$ 103

Portfolio turnover rate G

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.77

$ 13.50

$ 13.08

Income from Investment Operations

Net investment income (loss) D

.05

.09

.01

Net realized and unrealized gain (loss)

1.07

1.29

.41

Total from investment operations

1.12

1.38

.42

Distributions from net investment income

-

(.11)

-

Net asset value, end of period

$ 15.89

$ 14.77

$ 13.50

Total Return B, C

7.58%

10.26%

3.21%

Ratios to Average Net Assets E, H

Expenses before reductions

.65% A

.77%

.69% A

Expenses net of fee waivers, if any

.65% A

.77%

.69% A

Expenses net of all reductions

.63% A

.76%

.64% A

Net investment income (loss)

.68% A

.62%

.41% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 49,960

$ 579,483

$ 103

Portfolio turnover rate F

211% A

66%

130%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Diversified Stock Fund (the Fund) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans I: O and Destiny Plans I: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price.

Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 175,675,688

Unrealized depreciation

(129,518,941)

Net unrealized appreciation (depreciation)

$ 46,156,747

Cost for federal income tax purposes

$ 3,080,960,408

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,435,493,044 and $4,195,811,236, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .17% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .43% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 186,595

$ 25,205

Class T

.25%

.25%

53,232

3,258

Class B

.75%

.25%

6,766

5,171

Class C

.75%

.25%

18,376

9,381

$ 264,969

$ 43,015

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 19,921

Class T

3,003

Class B*

988

Class C*

3,067

$ 26,979

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 190,621

.01

Class A

134,420

.18

Class T

26,640

.25

Class B

2,360

.35

Class C

6,190

.34

Institutional Class

188,716

.17

$ 548,947

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $23,392 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 8,967,000

5.44%

$ 1,355

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $6,021 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $249,630.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $197,668 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,762. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,851

Class A

672

Class T

29

Institutional Class

674

$ 3,226

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 28,899,164

$ 24,229,472

Class A

976,371

321,631

Class T

177,927

1,411

Class B

5,391

610

Class C

12,582

1,082

Institutional Class

-

458,838

Total

$ 30,071,435

$ 25,013,044

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

2,133,221

5,789,224

$ 33,011,534

$ 84,710,510

Reinvestment of distributions

1,573,555

1,401,691

24,374,384

20,198,400

Shares redeemed

(18,851,400)

(31,715,161)

(293,177,666)

(457,755,224)

Net increase (decrease)

(15,144,624)

(24,524,246)

$ (235,791,748)

$ (352,846,314)

Class A

Shares sold

2,000,340

3,470,852

$ 30,404,980

$ 49,284,464

Reinvestment of distributions

61,138

20,568

930,519

291,651

Shares redeemed

(743,581)

(630,247)

(11,355,232)

(8,920,811)

Net increase (decrease)

1,317,897

2,861,173

$ 19,980,267

$ 40,655,304

Class T

Shares sold

931,715

906,681

$ 14,058,985

$ 12,885,472

Reinvestment of distributions

11,601

100

175,291

1,411

Shares redeemed

(187,396)

(46,443)

(2,862,616)

(658,325)

Net increase (decrease)

755,920

860,338

$ 11,371,660

$ 12,228,558

Class B

Shares sold

55,868

66,438

$ 832,583

$ 936,863

Reinvestment of distributions

325

43

4,907

610

Shares redeemed

(36,247)

(11,234)

(554,026)

(156,453)

Net increase (decrease)

19,946

55,247

$ 283,464

$ 781,020

Class C

Shares sold

136,603

203,408

$ 2,041,634

$ 2,869,624

Reinvestment of distributions

771

44

11,622

624

Shares redeemed

(73,248)

(19,405)

(1,113,846)

(268,904)

Net increase (decrease)

64,126

184,047

$ 939,410

$ 2,601,344

Institutional Class

Shares sold

2,362,349

47,475,937

$ 35,898,401

$ 693,596,234

Reinvestment of distributions

-

31,810

-

458,064

Shares redeemed

(38,441,811)

(8,291,345)

(598,546,895)

(120,029,354)

Net increase (decrease)

(36,079,462)

39,216,402

$ (562,648,494)

$ 574,024,944

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

ADESI-I-USAN-0507
1.814752.101

(Fidelity Investment logo)(registered trademark)

Fidelity Destiny® Portfolios:
Fidelity
® Advisor

Capital Development Fund -

Class A
(formerly Destiny II)

Semiannual Report

March 31, 2007

Class A was formerly known as
Fidelity Advisor Destiny® II
Class A

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,056.40

$ 3.08

Hypothetical A

$ 1,000.00

$ 1,021.94

$ 3.02

Class A

Actual

$ 1,000.00

$ 1,053.50

$ 5.07

Hypothetical A

$ 1,000.00

$ 1,020.00

$ 4.99

Class T

Actual

$ 1,000.00

$ 1,052.00

$ 7.42

Hypothetical A

$ 1,000.00

$ 1,017.70

$ 7.29

Class B

Actual

$ 1,000.00

$ 1,048.80

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Class C

Actual

$ 1,000.00

$ 1,048.50

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Institutional Class

Actual

$ 1,000.00

$ 1,054.80

$ 3.79

Hypothetical A

$ 1,000.00

$ 1,021.24

$ 3.73

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.60%

Class A

.99%

Class T

1.45%

Class B

1.94%

Class C

1.94%

Institutional Class

.74%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Microsoft Corp.

6.8

6.6

General Electric Co.

3.8

6.3

Nintendo Co. Ltd.

3.5

1.2

American International Group, Inc.

3.4

5.4

American Tower Corp. Class A

2.5

1.4

EMC Corp.

2.1

1.7

Tyco International Ltd.

2.0

0.0

Wyeth

2.0

2.1

News Corp. Class A

1.9

0.0

AT&T, Inc.

1.9

1.0

29.9

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

30.8

30.1

Health Care

14.9

18.5

Consumer Discretionary

13.8

5.6

Financials

10.9

15.7

Industrials

10.7

10.7

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 94.4%

Stocks 93.8%

Convertible
Securities 0.4%

Convertible
Securities 0.4%

Short-Term
Investments and
Net Other Assets 5.2%

Short-Term
Investments and
Net Other Assets 5.8%

* Foreign investments

16.1%

** Foreign investments

12.6%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

CONSUMER DISCRETIONARY - 13.8%

Auto Components - 0.4%

The Goodyear Tire & Rubber Co. (a)

700,900

$ 21,861,071

Hotels, Restaurants & Leisure - 1.2%

International Game Technology

1,411,350

56,990,313

WMS Industries, Inc. (a)

228,900

8,982,036

65,972,349

Household Durables - 1.2%

KB Home

308,900

13,180,763

Koninklijke Philips Electronics NV (NY Shares)

1,326,100

50,524,410

63,705,173

Internet & Catalog Retail - 0.8%

Amazon.com, Inc. (a)

1,102,600

43,872,454

Media - 7.7%

CKX, Inc. (a)

1,532,706

17,013,037

Clear Channel Communications, Inc.

343,800

12,046,752

DreamWorks Animation SKG, Inc. Class A (a)

2,720,757

83,200,749

Getty Images, Inc. (a)

948,100

46,106,103

Martha Stewart Living Omnimedia, Inc. Class A (d)(e)

1,636,274

27,833,021

McGraw-Hill Companies, Inc.

74,940

4,712,227

News Corp. Class A

4,549,500

105,184,440

Regal Entertainment Group Class A

300,000

5,961,000

The Walt Disney Co.

400,000

13,772,000

Time Warner, Inc.

2,525,000

49,793,000

Virgin Media, Inc.

2,148,130

54,240,283

419,862,612

Multiline Retail - 0.5%

Target Corp.

445,000

26,370,700

Specialty Retail - 2.0%

Best Buy Co., Inc.

3,900

190,008

Gamestop Corp. Class A (a)

1,142,600

37,214,482

Staples, Inc.

2,679,737

69,244,404

The Game Group PLC

2,032,530

5,619,598

112,268,492

Textiles, Apparel & Luxury Goods - 0.0%

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

82,689

2,775,870

TOTAL CONSUMER DISCRETIONARY

756,688,721

CONSUMER STAPLES - 3.9%

Beverages - 0.5%

The Coca-Cola Co.

550,800

26,438,400

Food & Staples Retailing - 0.4%

Wal-Mart Stores, Inc.

348,100

16,343,295

Winn-Dixie Stores, Inc. (a)

241,300

4,258,945

20,602,240

Shares

Value

Food Products - 2.6%

Bunge Ltd.

198,000

$ 16,279,560

Green Mountain Coffee Roasters, Inc. (a)

88,887

5,604,325

Nestle SA:

(Reg.)

148,276

57,735,410

sponsored ADR

638,700

62,049,705

141,669,000

Tobacco - 0.4%

Loews Corp. - Carolina Group

297,400

22,486,414

TOTAL CONSUMER STAPLES

211,196,054

ENERGY - 3.4%

Energy Equipment & Services - 0.6%

National Oilwell Varco, Inc. (a)

59,600

4,636,284

Schlumberger Ltd. (NY Shares)

395,900

27,356,690

31,992,974

Oil, Gas & Consumable Fuels - 2.8%

Chesapeake Energy Corp.

225,000

6,948,000

EOG Resources, Inc.

120,000

8,560,800

Exxon Mobil Corp.

1,147,690

86,593,211

OAO Gazprom sponsored ADR

604,800

25,220,160

Petroleo Brasileiro SA Petrobras sponsored ADR

177,300

17,643,123

Valero Energy Corp.

100,000

6,449,000

151,414,294

TOTAL ENERGY

183,407,268

FINANCIALS - 10.9%

Capital Markets - 1.1%

Northern Trust Corp.

21,500

1,293,010

State Street Corp.

960,485

62,191,404

63,484,414

Commercial Banks - 0.4%

Boston Private Financial Holdings, Inc.

42,142

1,176,605

JSC Halyk Bank of Kazakhstan GDR (a)(f)

47,100

1,130,400

Standard Chartered PLC (United Kingdom)

727,600

20,961,664

23,268,669

Consumer Finance - 0.6%

SLM Corp.

763,718

31,236,066

Diversified Financial Services - 1.4%

Bank of America Corp.

1,312,700

66,973,954

JPMorgan Chase & Co.

160,500

7,764,990

74,738,944

Insurance - 7.4%

ACE Ltd.

1,137,998

64,934,166

American International Group, Inc.

2,797,731

188,063,478

Aspen Insurance Holdings Ltd.

482,300

12,641,083

Axis Capital Holdings Ltd.

250,039

8,466,321

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

Berkshire Hathaway, Inc. Class A (a)

662

$ 72,151,380

IPC Holdings Ltd.

862,200

24,874,470

Montpelier Re Holdings Ltd.

1,657,000

28,732,380

Platinum Underwriters Holdings Ltd.

140,400

4,504,032

404,367,310

TOTAL FINANCIALS

597,095,403

HEALTH CARE - 14.9%

Biotechnology - 3.5%

Amgen, Inc. (a)

454,100

25,375,108

Biogen Idec, Inc. (a)

1,130,000

50,149,400

Gilead Sciences, Inc. (a)

1,320,691

101,032,862

Human Genome Sciences, Inc. (a)

1,262,200

13,404,564

189,961,934

Health Care Equipment & Supplies - 2.5%

ArthroCare Corp. (a)

584,488

21,064,948

Becton, Dickinson & Co.

701,324

53,924,802

Boston Scientific Corp. (a)

141,800

2,061,772

C.R. Bard, Inc.

654,900

52,071,099

Inverness Medical Innovations, Inc. (a)

175,000

7,661,500

136,784,121

Health Care Providers & Services - 1.6%

Diagnosticos da America SA (a)

150,000

3,310,745

Humana, Inc. (a)

625,000

36,262,500

UnitedHealth Group, Inc.

955,000

50,586,350

90,159,595

Life Sciences Tools & Services - 0.9%

Charles River Laboratories International, Inc. (a)

1,086,685

50,270,048

Pharmaceuticals - 6.4%

Adams Respiratory Therapeutics, Inc. (a)(d)

145,000

4,876,350

Allergan, Inc.

753,699

83,524,923

Barr Pharmaceuticals, Inc. (a)

46,900

2,173,815

Cipla Ltd.

4,271,050

23,267,606

Johnson & Johnson

1,388,930

83,696,922

Roche Holding AG (participation certificate)

240,192

42,489,123

Wyeth

2,178,380

108,984,351

349,013,090

TOTAL HEALTH CARE

816,188,788

INDUSTRIALS - 10.7%

Aerospace & Defense - 4.0%

General Dynamics Corp.

721,100

55,092,040

Honeywell International, Inc.

2,256,900

103,952,814

Raytheon Co.

1,098,000

57,601,080

216,645,934

Shares

Value

Construction & Engineering - 0.3%

Chicago Bridge & Iron Co. NV (NY Shares)

90,700

$ 2,789,025

Fluor Corp.

65,500

5,876,660

Granite Construction, Inc.

100,000

5,526,000

14,191,685

Electrical Equipment - 0.0%

ABB Ltd. sponsored ADR

100,000

1,718,000

Industrial Conglomerates - 5.9%

General Electric Co.

5,795,930

204,944,085

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

3,532,800

111,459,840

321,763,925

Machinery - 0.5%

Toro Co.

588,300

30,144,492

Road & Rail - 0.0%

Knight Transportation, Inc.

4,600

81,972

TOTAL INDUSTRIALS

584,546,008

INFORMATION TECHNOLOGY - 30.4%

Communications Equipment - 6.2%

Alcatel-Lucent SA sponsored ADR

4,860,259

57,448,261

Avanex Corp. (a)

1,387,371

2,483,394

Ciena Corp. (a)

2,571,592

71,875,996

Cisco Systems, Inc. (a)

3,691,461

94,242,999

Corning, Inc. (a)

6,587

149,788

D-Link Corp.

2,425,000

4,257,857

Harris Corp.

1,497,900

76,318,005

Oplink Communications, Inc. (a)

57,608

1,035,216

Tellabs, Inc. (a)

3,039,300

30,089,070

337,900,586

Computers & Peripherals - 2.6%

EMC Corp. (a)

8,173,900

113,208,515

Hewlett-Packard Co.

671,500

26,954,010

140,162,525

Electronic Equipment & Instruments - 0.0%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

50,000

335,449

Internet Software & Services - 2.2%

Akamai Technologies, Inc. (a)

1,234,700

61,636,224

Google, Inc. Class A (sub. vtg.) (a)

110,442

50,600,107

Omniture, Inc.

255,000

4,648,650

Yahoo!, Inc. (a)

115,000

3,598,350

120,483,331

IT Services - 0.1%

Infosys Technologies Ltd.

100,673

4,675,299

Semiconductors & Semiconductor Equipment - 5.8%

Applied Micro Circuits Corp. (a)

1,259,243

4,596,237

ARM Holdings PLC sponsored ADR

6,600

51,810

Broadcom Corp. Class A (a)

940,000

30,145,800

Hittite Microwave Corp. (a)

545,676

21,919,805

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Integrated Device Technology, Inc. (a)

3,038,182

$ 46,848,766

Intel Corp.

1,126,200

21,544,206

Intersil Corp. Class A

25,000

662,250

Linear Technology Corp. (d)

2,276,400

71,911,476

Microchip Technology, Inc.

1,969,286

69,968,732

PMC-Sierra, Inc. (a)

3,675,396

25,764,526

Siliconware Precision Industries Co. Ltd.

8,413,000

15,763,251

Siliconware Precision Industries Co. Ltd. sponsored ADR

1,067,300

10,470,213

319,647,072

Software - 13.5%

Electronic Arts, Inc. (a)

1,602,227

80,688,152

Microsoft Corp.

13,303,246

370,761,463

Nintendo Co. Ltd.

661,000

192,134,855

Oracle Corp. (a)

570,000

10,334,100

Ubisoft Entertainment SA (a)

1,719,367

83,945,498

737,864,068

TOTAL INFORMATION TECHNOLOGY

1,661,068,330

MATERIALS - 0.3%

Chemicals - 0.3%

Airgas, Inc.

427,550

18,021,233

TELECOMMUNICATION SERVICES - 5.0%

Diversified Telecommunication Services - 1.9%

AT&T, Inc.

2,645,062

104,294,795

Qwest Communications International, Inc. (a)

200,000

1,798,000

106,092,795

Wireless Telecommunication Services - 3.1%

American Tower Corp. Class A (a)

3,460,902

134,802,133

Crown Castle International Corp. (a)

271,500

8,723,295

SBA Communications Corp. Class A (a)

314,204

9,284,728

Sprint Nextel Corp.

848,500

16,087,560

168,897,716

TOTAL TELECOMMUNICATION SERVICES

274,990,511

UTILITIES - 1.1%

Electric Utilities - 0.0%

Entergy Corp.

25,000

2,623,000

Shares

Value

Independent Power Producers & Energy Traders - 1.1%

Constellation Energy Group, Inc.

587,300

$ 51,065,735

NRG Energy, Inc.

110,000

7,924,400

58,990,135

TOTAL UTILITIES

61,613,135

TOTAL COMMON STOCKS

(Cost $4,664,865,731)

5,164,815,451

Preferred Stocks - 0.0%

Convertible Preferred Stocks - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Chorum Technologies, Inc. Series E (a)(g)

27,000

0

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(g)
(Cost $1,785,845)

255,000

3

Convertible Bonds - 0.4%

Principal
Amount

INFORMATION TECHNOLOGY - 0.4%

Communications Equipment - 0.4%

Ciena Corp. 3.75% 2/1/08

$ 22,990,000

22,530,200

TOTAL CONVERTIBLE BONDS

(Cost $22,417,801)

22,530,200

Money Market Funds - 6.2%

Shares

Value

Fidelity Cash Central Fund, 5.41% (b)

304,049,911

$ 304,049,911

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

36,391,475

36,391,475

TOTAL MONEY MARKET FUNDS

(Cost $340,441,386)

340,441,386

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $5,029,510,763)

5,527,787,040

NET OTHER ASSETS - (1.0)%

(57,186,423)

NET ASSETS - 100%

$ 5,470,600,617

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) 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 end of the period, the value of these securities amounted to $1,130,400 or 0.0% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Chorum Technologies, Inc. Series E

9/19/00

$ 405,050

GeneProt, Inc. Series A

7/7/00

$ 1,380,795

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 7,651,667

Fidelity Securities Lending Cash Central Fund

62,139

Total

$ 7,713,806

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Ciena Corp.

$ 106,087,384

$ 40,853,425

$ 85,878,325

$ -

$ -

Martha Stewart Living Omnimedia, Inc. Class A

-

32,944,780

-

-

27,833,021

NMS Communications Corp.

12,878,376

-

8,120,188

-

-

Total

$ 118,965,760

$ 73,798,205

$ 93,998,513

$ -

$ 27,833,021

Other Information

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

United States of America

83.9%

Japan

3.5%

Switzerland

3.0%

France

2.6%

Bermuda

1.8%

Cayman Islands

1.2%

Netherlands

1.0%

Others (individually less than 1%)

3.0%

100.0%

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $35,308,509) -
See accompanying schedule:

Unaffiliated issuers
(cost $4,656,124,597)

$ 5,159,512,633

Fidelity Central Funds
(cost $340,441,386)

340,441,386

Other affiliated issuers
(cost $32,944,780)

27,833,021

Total Investments
(cost $5,029,510,763)

$ 5,527,787,040

Cash

567,055

Foreign currency held at value
(cost $3,695,077)

3,695,080

Receivable for investments sold

81,221,798

Receivable for fund shares sold

396,570

Dividends receivable

8,633,653

Interest receivable

141,293

Distributions receivable from Fidelity Central Funds

1,445,258

Prepaid expenses

26,055

Other receivables

179,429

Total assets

5,624,093,231

Liabilities

Payable for investments purchased

$ 110,036,765

Payable for fund shares redeemed

2,224,035

Accrued management fee

2,541,799

Distribution fees payable

85,654

Other affiliated payables

240,725

Other payables and accrued expenses

1,972,161

Collateral on securities loaned,
at value

36,391,475

Total liabilities

153,492,614

Net Assets

$ 5,470,600,617

Net Assets consist of:

Paid in capital

$ 4,705,108,540

Undistributed net investment income

15,221,436

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

253,706,319

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

496,564,322

Net Assets

$ 5,470,600,617

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($5,056,529,036 ÷ 397,983,253 shares)

$ 12.71

Class A:
Net Asset Value
and redemption price per share ($410,331,725 ÷ 32,983,890 shares)

$ 12.44

Maximum offering price per share (100/94.25 of $12.44)

$ 13.20

Class T:
Net Asset Value
and redemption price per share ($918,297 ÷ 74,382 shares)

$ 12.35

Maximum offering price per share (100/96.50 of $12.35)

$ 12.80

Class B:
Net Asset Value
and offering price per share ($405,136 ÷ 32,929 shares)A

$ 12.30

Class C:
Net Asset Value
and offering price per share ($311,774 ÷ 25,301 shares)A

$ 12.32

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,104,649 ÷ 165,962 shares)

$ 12.68

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 33,712,602

Interest

777,303

Income from Fidelity Central Funds

7,713,806

Total income

42,203,711

Expenses

Management fee

$ 15,545,619

Transfer agent fees

457,476

Distribution fees

504,457

Accounting and security lending fees

574,933

Custodian fees and expenses

160,651

Independent trustees' compensation

8,766

Appreciation in deferred trustee compensation account

389

Registration fees

34,900

Audit

53,685

Legal

51,608

Miscellaneous

14,056

Total expenses before reductions

17,406,540

Expense reductions

(244,967)

17,161,573

Net investment income (loss)

25,042,138

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

326,592,031

Other affiliated issuers

13,451,801

Foreign currency transactions

(145,532)

Futures contracts

(71,193)

Total net realized gain (loss)

339,827,107

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $195,187)

(65,413,923)

Assets and liabilities in foreign currencies

92,819

Total change in net unrealized appreciation (depreciation)

(65,321,104)

Net gain (loss)

274,506,003

Net increase (decrease) in net assets resulting from operations

$ 299,548,141

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 25,042,138

$ 58,404,121

Net realized gain (loss)

339,827,107

271,901,009

Change in net unrealized appreciation (depreciation)

(65,321,104)

235,803,176

Net increase (decrease) in net assets resulting from operations

299,548,141

566,108,306

Distributions to shareholders from net investment income

(56,633,642)

(53,677,847)

Distributions to shareholders from net realized gain

(319,652,384)

(83,077,836)

Total distributions

(376,286,026)

(136,755,683)

Share transactions - net increase (decrease)

139,515,640

(281,347,752)

Total increase (decrease) in net assets

62,777,755

148,004,871

Net Assets

Beginning of period

5,407,822,862

5,259,817,991

End of period (including undistributed net investment income of $15,221,436 and undistributed net investment income of $49,545,615, respectively)

$ 5,470,600,617

$ 5,407,822,862

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

$ 10.14

Income from Investment Operations

Net investment income (loss) E

.06

.14

.19 H

.12

.08

.09

Net realized and unrealized gain (loss)

.65

1.18

.86

.97

1.63

(1.73)

Total from investment operations

.71

1.32

1.05

1.09

1.71

(1.64)

Distributions from net investment income

(.14)

(.13)

(.17)

(.08)

(.09)

(.10)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.91)

(.32)

(.17)

(.08)

(.09)

(.10)

Net asset value, end of period

$ 12.71

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

Total Return B, C, D

5.64%

11.25%

9.51%

10.91%

20.45%

(16.39)%

Ratios to Average Net Assets F, I

Expenses before reductions

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of fee waivers, if any

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of all reductions

.59% A

.57%

.51%

.55%

.50%

.43%

Net investment income (loss)

.93% A

1.13%

1.68% H

1.13%

.88%

.86%

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,056,529

$ 5,034,751

$ 4,965,789

$ 4,998,159

$ 4,633,668

$ 3,811,815

Portfolio turnover rate G

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.05 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.28%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

$ 9.97

Income from Investment Operations

Net investment income (loss) F

.03

.08

.13 I

.04

- K

- K

Net realized and unrealized gain (loss)

.63

1.16

.83

.96

1.59

(1.70)

Total from investment operations

.66

1.24

.96

1.00

1.59

(1.70)

Distributions from net investment income

(.09)

(.07)

(.10)

(.01)

(.03)

(.02)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.86)

(.26)

(.10)

(.01)

(.03)

(.02)

Net asset value, end of period

$ 12.44

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

Total Return B, C, D, E

5.35%

10.81%

8.86%

10.20%

19.30%

(17.10)%

Ratios to Average Net Assets G, J

Expenses before reductions

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of fee waivers, if any

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of all reductions

.98% A

1.02%

1.06%

1.27%

1.37%

1.30%

Net investment income (loss)

.54% A

.68%

1.14% I

.40%

-%

(.01)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 410,332

$ 372,010

$ 293,602

$ 216,223

$ 137,691

$ 65,844

Portfolio turnover rate H

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .74%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.57

$ 11.66

$ 11.34

Income from Investment Operations

Net investment income (loss) E

.01

.04

.01

Net realized and unrealized gain (loss)

.63

1.14

.31

Total from investment operations

.64

1.18

.32

Distributions from net investment income

(.09)

(.08)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.86)

(.27)

-

Net asset value, end of period

$ 12.35

$ 12.57

$ 11.66

Total Return B, C, D

5.20%

10.31%

2.82%

Ratios to Average Net Assets F, I

Expenses before reductions

1.45% A

1.43%

1.33% A

Expenses net of fee waivers, if any

1.45% A

1.43%

1.33% A

Expenses net of all reductions

1.44% A

1.39%

1.21% A

Net investment income (loss)

.08% A

.31%

.19% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 918

$ 434

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.51

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.02)

(.03)

(.01)

Net realized and unrealized gain (loss)

.62

1.15

.31

Total from investment operations

.60

1.12

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.30

$ 12.51

$ 11.64

Total Return B, C, D

4.88%

9.74%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.95%

1.85% A

Expenses net of fee waivers, if any

1.94% A

1.95%

1.85% A

Expenses net of all reductions

1.93% A

1.91%

1.74% A

Net investment income (loss)

(.40)% A

(.21)%

(.32)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 405

$ 284

$ 118

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.53

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.03)

(.01)

(.01)

Net realized and unrealized gain (loss)

.63

1.15

.31

Total from investment operations

.60

1.14

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.32

$ 12.53

$ 11.64

Total Return B, C, D

4.85%

9.89%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.86%

1.82% A

Expenses net of fee waivers, if any

1.94% A

1.86%

1.82% A

Expenses net of all reductions

1.93% A

1.82%

1.71% A

Net investment income (loss)

(.40)% A

(.12)%

(.30)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 312

$ 229

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.90

$ 11.91

$ 11.57

Income from Investment Operations

Net investment income (loss) D

.06

.12

.02

Net realized and unrealized gain (loss)

.63

1.17

.32

Total from investment operations

.69

1.29

.34

Distributions from net investment income

(.14)

(.11)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.91)

(.30)

-

Net asset value, end of period

$ 12.68

$ 12.90

$ 11.91

Total Return B, C

5.48%

11.04%

2.94%

Ratios to Average Net Assets E, H

Expenses before reductions

.74% A

.78%

.83% A

Expenses net of fee waivers, if any

.74% A

.78%

.83% A

Expenses net of all reductions

.66% A

.74%

.71% A

Net investment income (loss)

.87% A

.96%

.67% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,105

$ 114

$ 103

Portfolio turnover rate F

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Capital Development Fund (the Fund) (formerly Destiny II) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans II: O and Destiny Plans II: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 559,802,812

Unrealized depreciation

(77,866,953)

Net unrealized appreciation (depreciation)

$ 481,935,859

Cost for federal income tax purposes

$ 5,045,851,181

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $4,568,781,842 and $4,750,369,186, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .56% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 499,281

$ 23,508

Class T

.25%

.25%

1,892

295

Class B

.75%

.25%

1,887

1,561

Class C

.75%

.25%

1,397

1,157

$ 504,457

$ 26,521

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 1,634

Class T

624

Class B*

319

Class C*

139

$ 2,716

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 159,966

.01

Class A

293,494

.15

Class T

1,334

.35

Class B

638

.34

Class C

475

.34

Institutional Class

1,569

.15

$ 457,476

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $40,334 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $9,423 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending - continued

loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $62,139.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $140,014 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $3,466. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,524

Class A

8

Institutional Class

830

$ 2,362

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 53,852,625

$ 51,786,409

Class A

2,750,872

1,888,604

Class T

4,756

741

Class B

1,145

620

Class C

803

496

Institutional Class

23,441

977

Total

$ 56,633,642

$ 53,677,847

From net realized gain

Class O

$ 296,173,523

$ 78,085,736

Class A

23,268,414

4,985,069

Class T

41,151

1,675

Class B

23,203

2,032

Class C

17,168

1,682

Institutional Class

128,925

1,642

Total

$ 319,652,384

$ 83,077,836

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

9,066,650

21,570,310

$ 116,599,369

$ 264,820,798

Reinvestment of distributions

27,086,419

10,290,012

337,496,766

123,685,398

Shares redeemed

(28,103,899)

(58,861,494)

(361,197,331)

(721,523,302)

Net increase (decrease)

8,049,170

(27,001,172)

$ 92,898,804

$ (333,017,106)

Class A

Shares sold

3,097,000

6,389,797

$ 39,001,303

$ 76,767,777

Reinvestment of distributions

2,112,943

570,507

25,820,160

6,737,690

Shares redeemed

(1,665,023)

(2,695,665)

(20,957,644)

(32,418,260)

Net increase (decrease)

3,544,920

4,264,639

$ 43,863,819

$ 51,087,207

Class T

Shares sold

41,312

25,581

$ 519,885

$ 310,180

Reinvestment of distributions

3,782

205

45,908

2,416

Shares redeemed

(5,232)

(84)

(64,485)

(1,057)

Net increase (decrease)

39,862

25,702

$ 501,308

$ 311,539

Class B

Shares sold

11,851

12,494

$ 149,284

$ 151,306

Reinvestment of distributions

1,910

225

23,154

2,652

Shares redeemed

(3,562)

(112)

(43,893)

(1,355)

Net increase (decrease)

10,199

12,607

$ 128,545

$ 152,603

Class C

Shares sold

8,199

10,424

$ 103,359

$ 127,563

Reinvestment of distributions

1,465

185

17,782

2,178

Shares redeemed

(2,649)

(1,146)

(33,105)

(14,355)

Net increase (decrease)

7,015

9,463

$ 88,036

$ 115,386

Institutional Class

Shares sold

176,199

-

$ 2,288,560

$ -

Reinvestment of distributions

12,238

218

152,366

2,619

Shares redeemed

(31,336)

-

(405,798)

-

Net increase (decrease)

157,101

218

$ 2,035,128

$ 2,619

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agent

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

DESIIN-USAN-0507
1.791870.103

(Fidelity Investment logo)(registered trademark)

Fidelity Destiny® Portfolios:
Fidelity
® Advisor

Capital Development Fund -

Class O
(formerly Destiny II)

Semiannual Report

March 31, 2007

Class O was formerly known as
Fidelity Advisor Destiny® II
Class O

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,056.40

$ 3.08

Hypothetical A

$ 1,000.00

$ 1,021.94

$ 3.02

Class A

Actual

$ 1,000.00

$ 1,053.50

$ 5.07

Hypothetical A

$ 1,000.00

$ 1,020.00

$ 4.99

Class T

Actual

$ 1,000.00

$ 1,052.00

$ 7.42

Hypothetical A

$ 1,000.00

$ 1,017.70

$ 7.29

Class B

Actual

$ 1,000.00

$ 1,048.80

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Class C

Actual

$ 1,000.00

$ 1,048.50

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Institutional Class

Actual

$ 1,000.00

$ 1,054.80

$ 3.79

Hypothetical A

$ 1,000.00

$ 1,021.24

$ 3.73

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.60%

Class A

.99%

Class T

1.45%

Class B

1.94%

Class C

1.94%

Institutional Class

.74%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Microsoft Corp.

6.8

6.6

General Electric Co.

3.8

6.3

Nintendo Co. Ltd.

3.5

1.2

American International Group, Inc.

3.4

5.4

American Tower Corp. Class A

2.5

1.4

EMC Corp.

2.1

1.7

Tyco International Ltd.

2.0

0.0

Wyeth

2.0

2.1

News Corp. Class A

1.9

0.0

AT&T, Inc.

1.9

1.0

29.9

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

30.8

30.1

Health Care

14.9

18.5

Consumer Discretionary

13.8

5.6

Financials

10.9

15.7

Industrials

10.7

10.7

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 94.4%

Stocks 93.8%

Convertible
Securities 0.4%

Convertible
Securities 0.4%

Short-Term
Investments and
Net Other Assets 5.2%

Short-Term
Investments and
Net Other Assets 5.8%

* Foreign investments

16.1%

** Foreign investments

12.6%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

CONSUMER DISCRETIONARY - 13.8%

Auto Components - 0.4%

The Goodyear Tire & Rubber Co. (a)

700,900

$ 21,861,071

Hotels, Restaurants & Leisure - 1.2%

International Game Technology

1,411,350

56,990,313

WMS Industries, Inc. (a)

228,900

8,982,036

65,972,349

Household Durables - 1.2%

KB Home

308,900

13,180,763

Koninklijke Philips Electronics NV (NY Shares)

1,326,100

50,524,410

63,705,173

Internet & Catalog Retail - 0.8%

Amazon.com, Inc. (a)

1,102,600

43,872,454

Media - 7.7%

CKX, Inc. (a)

1,532,706

17,013,037

Clear Channel Communications, Inc.

343,800

12,046,752

DreamWorks Animation SKG, Inc. Class A (a)

2,720,757

83,200,749

Getty Images, Inc. (a)

948,100

46,106,103

Martha Stewart Living Omnimedia, Inc. Class A (d)(e)

1,636,274

27,833,021

McGraw-Hill Companies, Inc.

74,940

4,712,227

News Corp. Class A

4,549,500

105,184,440

Regal Entertainment Group Class A

300,000

5,961,000

The Walt Disney Co.

400,000

13,772,000

Time Warner, Inc.

2,525,000

49,793,000

Virgin Media, Inc.

2,148,130

54,240,283

419,862,612

Multiline Retail - 0.5%

Target Corp.

445,000

26,370,700

Specialty Retail - 2.0%

Best Buy Co., Inc.

3,900

190,008

Gamestop Corp. Class A (a)

1,142,600

37,214,482

Staples, Inc.

2,679,737

69,244,404

The Game Group PLC

2,032,530

5,619,598

112,268,492

Textiles, Apparel & Luxury Goods - 0.0%

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

82,689

2,775,870

TOTAL CONSUMER DISCRETIONARY

756,688,721

CONSUMER STAPLES - 3.9%

Beverages - 0.5%

The Coca-Cola Co.

550,800

26,438,400

Food & Staples Retailing - 0.4%

Wal-Mart Stores, Inc.

348,100

16,343,295

Winn-Dixie Stores, Inc. (a)

241,300

4,258,945

20,602,240

Shares

Value

Food Products - 2.6%

Bunge Ltd.

198,000

$ 16,279,560

Green Mountain Coffee Roasters, Inc. (a)

88,887

5,604,325

Nestle SA:

(Reg.)

148,276

57,735,410

sponsored ADR

638,700

62,049,705

141,669,000

Tobacco - 0.4%

Loews Corp. - Carolina Group

297,400

22,486,414

TOTAL CONSUMER STAPLES

211,196,054

ENERGY - 3.4%

Energy Equipment & Services - 0.6%

National Oilwell Varco, Inc. (a)

59,600

4,636,284

Schlumberger Ltd. (NY Shares)

395,900

27,356,690

31,992,974

Oil, Gas & Consumable Fuels - 2.8%

Chesapeake Energy Corp.

225,000

6,948,000

EOG Resources, Inc.

120,000

8,560,800

Exxon Mobil Corp.

1,147,690

86,593,211

OAO Gazprom sponsored ADR

604,800

25,220,160

Petroleo Brasileiro SA Petrobras sponsored ADR

177,300

17,643,123

Valero Energy Corp.

100,000

6,449,000

151,414,294

TOTAL ENERGY

183,407,268

FINANCIALS - 10.9%

Capital Markets - 1.1%

Northern Trust Corp.

21,500

1,293,010

State Street Corp.

960,485

62,191,404

63,484,414

Commercial Banks - 0.4%

Boston Private Financial Holdings, Inc.

42,142

1,176,605

JSC Halyk Bank of Kazakhstan GDR (a)(f)

47,100

1,130,400

Standard Chartered PLC (United Kingdom)

727,600

20,961,664

23,268,669

Consumer Finance - 0.6%

SLM Corp.

763,718

31,236,066

Diversified Financial Services - 1.4%

Bank of America Corp.

1,312,700

66,973,954

JPMorgan Chase & Co.

160,500

7,764,990

74,738,944

Insurance - 7.4%

ACE Ltd.

1,137,998

64,934,166

American International Group, Inc.

2,797,731

188,063,478

Aspen Insurance Holdings Ltd.

482,300

12,641,083

Axis Capital Holdings Ltd.

250,039

8,466,321

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

Berkshire Hathaway, Inc. Class A (a)

662

$ 72,151,380

IPC Holdings Ltd.

862,200

24,874,470

Montpelier Re Holdings Ltd.

1,657,000

28,732,380

Platinum Underwriters Holdings Ltd.

140,400

4,504,032

404,367,310

TOTAL FINANCIALS

597,095,403

HEALTH CARE - 14.9%

Biotechnology - 3.5%

Amgen, Inc. (a)

454,100

25,375,108

Biogen Idec, Inc. (a)

1,130,000

50,149,400

Gilead Sciences, Inc. (a)

1,320,691

101,032,862

Human Genome Sciences, Inc. (a)

1,262,200

13,404,564

189,961,934

Health Care Equipment & Supplies - 2.5%

ArthroCare Corp. (a)

584,488

21,064,948

Becton, Dickinson & Co.

701,324

53,924,802

Boston Scientific Corp. (a)

141,800

2,061,772

C.R. Bard, Inc.

654,900

52,071,099

Inverness Medical Innovations, Inc. (a)

175,000

7,661,500

136,784,121

Health Care Providers & Services - 1.6%

Diagnosticos da America SA (a)

150,000

3,310,745

Humana, Inc. (a)

625,000

36,262,500

UnitedHealth Group, Inc.

955,000

50,586,350

90,159,595

Life Sciences Tools & Services - 0.9%

Charles River Laboratories International, Inc. (a)

1,086,685

50,270,048

Pharmaceuticals - 6.4%

Adams Respiratory Therapeutics, Inc. (a)(d)

145,000

4,876,350

Allergan, Inc.

753,699

83,524,923

Barr Pharmaceuticals, Inc. (a)

46,900

2,173,815

Cipla Ltd.

4,271,050

23,267,606

Johnson & Johnson

1,388,930

83,696,922

Roche Holding AG (participation certificate)

240,192

42,489,123

Wyeth

2,178,380

108,984,351

349,013,090

TOTAL HEALTH CARE

816,188,788

INDUSTRIALS - 10.7%

Aerospace & Defense - 4.0%

General Dynamics Corp.

721,100

55,092,040

Honeywell International, Inc.

2,256,900

103,952,814

Raytheon Co.

1,098,000

57,601,080

216,645,934

Shares

Value

Construction & Engineering - 0.3%

Chicago Bridge & Iron Co. NV (NY Shares)

90,700

$ 2,789,025

Fluor Corp.

65,500

5,876,660

Granite Construction, Inc.

100,000

5,526,000

14,191,685

Electrical Equipment - 0.0%

ABB Ltd. sponsored ADR

100,000

1,718,000

Industrial Conglomerates - 5.9%

General Electric Co.

5,795,930

204,944,085

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

3,532,800

111,459,840

321,763,925

Machinery - 0.5%

Toro Co.

588,300

30,144,492

Road & Rail - 0.0%

Knight Transportation, Inc.

4,600

81,972

TOTAL INDUSTRIALS

584,546,008

INFORMATION TECHNOLOGY - 30.4%

Communications Equipment - 6.2%

Alcatel-Lucent SA sponsored ADR

4,860,259

57,448,261

Avanex Corp. (a)

1,387,371

2,483,394

Ciena Corp. (a)

2,571,592

71,875,996

Cisco Systems, Inc. (a)

3,691,461

94,242,999

Corning, Inc. (a)

6,587

149,788

D-Link Corp.

2,425,000

4,257,857

Harris Corp.

1,497,900

76,318,005

Oplink Communications, Inc. (a)

57,608

1,035,216

Tellabs, Inc. (a)

3,039,300

30,089,070

337,900,586

Computers & Peripherals - 2.6%

EMC Corp. (a)

8,173,900

113,208,515

Hewlett-Packard Co.

671,500

26,954,010

140,162,525

Electronic Equipment & Instruments - 0.0%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

50,000

335,449

Internet Software & Services - 2.2%

Akamai Technologies, Inc. (a)

1,234,700

61,636,224

Google, Inc. Class A (sub. vtg.) (a)

110,442

50,600,107

Omniture, Inc.

255,000

4,648,650

Yahoo!, Inc. (a)

115,000

3,598,350

120,483,331

IT Services - 0.1%

Infosys Technologies Ltd.

100,673

4,675,299

Semiconductors & Semiconductor Equipment - 5.8%

Applied Micro Circuits Corp. (a)

1,259,243

4,596,237

ARM Holdings PLC sponsored ADR

6,600

51,810

Broadcom Corp. Class A (a)

940,000

30,145,800

Hittite Microwave Corp. (a)

545,676

21,919,805

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Integrated Device Technology, Inc. (a)

3,038,182

$ 46,848,766

Intel Corp.

1,126,200

21,544,206

Intersil Corp. Class A

25,000

662,250

Linear Technology Corp. (d)

2,276,400

71,911,476

Microchip Technology, Inc.

1,969,286

69,968,732

PMC-Sierra, Inc. (a)

3,675,396

25,764,526

Siliconware Precision Industries Co. Ltd.

8,413,000

15,763,251

Siliconware Precision Industries Co. Ltd. sponsored ADR

1,067,300

10,470,213

319,647,072

Software - 13.5%

Electronic Arts, Inc. (a)

1,602,227

80,688,152

Microsoft Corp.

13,303,246

370,761,463

Nintendo Co. Ltd.

661,000

192,134,855

Oracle Corp. (a)

570,000

10,334,100

Ubisoft Entertainment SA (a)

1,719,367

83,945,498

737,864,068

TOTAL INFORMATION TECHNOLOGY

1,661,068,330

MATERIALS - 0.3%

Chemicals - 0.3%

Airgas, Inc.

427,550

18,021,233

TELECOMMUNICATION SERVICES - 5.0%

Diversified Telecommunication Services - 1.9%

AT&T, Inc.

2,645,062

104,294,795

Qwest Communications International, Inc. (a)

200,000

1,798,000

106,092,795

Wireless Telecommunication Services - 3.1%

American Tower Corp. Class A (a)

3,460,902

134,802,133

Crown Castle International Corp. (a)

271,500

8,723,295

SBA Communications Corp. Class A (a)

314,204

9,284,728

Sprint Nextel Corp.

848,500

16,087,560

168,897,716

TOTAL TELECOMMUNICATION SERVICES

274,990,511

UTILITIES - 1.1%

Electric Utilities - 0.0%

Entergy Corp.

25,000

2,623,000

Shares

Value

Independent Power Producers & Energy Traders - 1.1%

Constellation Energy Group, Inc.

587,300

$ 51,065,735

NRG Energy, Inc.

110,000

7,924,400

58,990,135

TOTAL UTILITIES

61,613,135

TOTAL COMMON STOCKS

(Cost $4,664,865,731)

5,164,815,451

Preferred Stocks - 0.0%

Convertible Preferred Stocks - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Chorum Technologies, Inc. Series E (a)(g)

27,000

0

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(g)
(Cost $1,785,845)

255,000

3

Convertible Bonds - 0.4%

Principal
Amount

INFORMATION TECHNOLOGY - 0.4%

Communications Equipment - 0.4%

Ciena Corp. 3.75% 2/1/08

$ 22,990,000

22,530,200

TOTAL CONVERTIBLE BONDS

(Cost $22,417,801)

22,530,200

Money Market Funds - 6.2%

Shares

Value

Fidelity Cash Central Fund, 5.41% (b)

304,049,911

$ 304,049,911

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

36,391,475

36,391,475

TOTAL MONEY MARKET FUNDS

(Cost $340,441,386)

340,441,386

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $5,029,510,763)

5,527,787,040

NET OTHER ASSETS - (1.0)%

(57,186,423)

NET ASSETS - 100%

$ 5,470,600,617

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) 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 end of the period, the value of these securities amounted to $1,130,400 or 0.0% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Chorum Technologies, Inc. Series E

9/19/00

$ 405,050

GeneProt, Inc. Series A

7/7/00

$ 1,380,795

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 7,651,667

Fidelity Securities Lending Cash Central Fund

62,139

Total

$ 7,713,806

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Ciena Corp.

$ 106,087,384

$ 40,853,425

$ 85,878,325

$ -

$ -

Martha Stewart Living Omnimedia, Inc. Class A

-

32,944,780

-

-

27,833,021

NMS Communications Corp.

12,878,376

-

8,120,188

-

-

Total

$ 118,965,760

$ 73,798,205

$ 93,998,513

$ -

$ 27,833,021

Other Information

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

United States of America

83.9%

Japan

3.5%

Switzerland

3.0%

France

2.6%

Bermuda

1.8%

Cayman Islands

1.2%

Netherlands

1.0%

Others (individually less than 1%)

3.0%

100.0%

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $35,308,509) -
See accompanying schedule:

Unaffiliated issuers
(cost $4,656,124,597)

$ 5,159,512,633

Fidelity Central Funds
(cost $340,441,386)

340,441,386

Other affiliated issuers
(cost $32,944,780)

27,833,021

Total Investments
(cost $5,029,510,763)

$ 5,527,787,040

Cash

567,055

Foreign currency held at value
(cost $3,695,077)

3,695,080

Receivable for investments sold

81,221,798

Receivable for fund shares sold

396,570

Dividends receivable

8,633,653

Interest receivable

141,293

Distributions receivable from Fidelity Central Funds

1,445,258

Prepaid expenses

26,055

Other receivables

179,429

Total assets

5,624,093,231

Liabilities

Payable for investments purchased

$ 110,036,765

Payable for fund shares redeemed

2,224,035

Accrued management fee

2,541,799

Distribution fees payable

85,654

Other affiliated payables

240,725

Other payables and accrued expenses

1,972,161

Collateral on securities loaned,
at value

36,391,475

Total liabilities

153,492,614

Net Assets

$ 5,470,600,617

Net Assets consist of:

Paid in capital

$ 4,705,108,540

Undistributed net investment income

15,221,436

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

253,706,319

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

496,564,322

Net Assets

$ 5,470,600,617

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($5,056,529,036 ÷ 397,983,253 shares)

$ 12.71

Class A:
Net Asset Value
and redemption price per share ($410,331,725 ÷ 32,983,890 shares)

$ 12.44

Maximum offering price per share (100/94.25 of $12.44)

$ 13.20

Class T:
Net Asset Value
and redemption price per share ($918,297 ÷ 74,382 shares)

$ 12.35

Maximum offering price per share (100/96.50 of $12.35)

$ 12.80

Class B:
Net Asset Value
and offering price per share ($405,136 ÷ 32,929 shares)A

$ 12.30

Class C:
Net Asset Value
and offering price per share ($311,774 ÷ 25,301 shares)A

$ 12.32

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,104,649 ÷ 165,962 shares)

$ 12.68

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 33,712,602

Interest

777,303

Income from Fidelity Central Funds

7,713,806

Total income

42,203,711

Expenses

Management fee

$ 15,545,619

Transfer agent fees

457,476

Distribution fees

504,457

Accounting and security lending fees

574,933

Custodian fees and expenses

160,651

Independent trustees' compensation

8,766

Appreciation in deferred trustee compensation account

389

Registration fees

34,900

Audit

53,685

Legal

51,608

Miscellaneous

14,056

Total expenses before reductions

17,406,540

Expense reductions

(244,967)

17,161,573

Net investment income (loss)

25,042,138

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

326,592,031

Other affiliated issuers

13,451,801

Foreign currency transactions

(145,532)

Futures contracts

(71,193)

Total net realized gain (loss)

339,827,107

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $195,187)

(65,413,923)

Assets and liabilities in foreign currencies

92,819

Total change in net unrealized appreciation (depreciation)

(65,321,104)

Net gain (loss)

274,506,003

Net increase (decrease) in net assets resulting from operations

$ 299,548,141

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 25,042,138

$ 58,404,121

Net realized gain (loss)

339,827,107

271,901,009

Change in net unrealized appreciation (depreciation)

(65,321,104)

235,803,176

Net increase (decrease) in net assets resulting from operations

299,548,141

566,108,306

Distributions to shareholders from net investment income

(56,633,642)

(53,677,847)

Distributions to shareholders from net realized gain

(319,652,384)

(83,077,836)

Total distributions

(376,286,026)

(136,755,683)

Share transactions - net increase (decrease)

139,515,640

(281,347,752)

Total increase (decrease) in net assets

62,777,755

148,004,871

Net Assets

Beginning of period

5,407,822,862

5,259,817,991

End of period (including undistributed net investment income of $15,221,436 and undistributed net investment income of $49,545,615, respectively)

$ 5,470,600,617

$ 5,407,822,862

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

$ 10.14

Income from Investment Operations

Net investment income (loss) E

.06

.14

.19 H

.12

.08

.09

Net realized and unrealized gain (loss)

.65

1.18

.86

.97

1.63

(1.73)

Total from investment operations

.71

1.32

1.05

1.09

1.71

(1.64)

Distributions from net investment income

(.14)

(.13)

(.17)

(.08)

(.09)

(.10)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.91)

(.32)

(.17)

(.08)

(.09)

(.10)

Net asset value, end of period

$ 12.71

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

Total Return B, C, D

5.64%

11.25%

9.51%

10.91%

20.45%

(16.39)%

Ratios to Average Net Assets F, I

Expenses before reductions

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of fee waivers, if any

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of all reductions

.59% A

.57%

.51%

.55%

.50%

.43%

Net investment income (loss)

.93% A

1.13%

1.68% H

1.13%

.88%

.86%

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,056,529

$ 5,034,751

$ 4,965,789

$ 4,998,159

$ 4,633,668

$ 3,811,815

Portfolio turnover rate G

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.05 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.28%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

$ 9.97

Income from Investment Operations

Net investment income (loss) F

.03

.08

.13 I

.04

- K

- K

Net realized and unrealized gain (loss)

.63

1.16

.83

.96

1.59

(1.70)

Total from investment operations

.66

1.24

.96

1.00

1.59

(1.70)

Distributions from net investment income

(.09)

(.07)

(.10)

(.01)

(.03)

(.02)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.86)

(.26)

(.10)

(.01)

(.03)

(.02)

Net asset value, end of period

$ 12.44

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

Total Return B, C, D, E

5.35%

10.81%

8.86%

10.20%

19.30%

(17.10)%

Ratios to Average Net Assets G, J

Expenses before reductions

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of fee waivers, if any

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of all reductions

.98% A

1.02%

1.06%

1.27%

1.37%

1.30%

Net investment income (loss)

.54% A

.68%

1.14% I

.40%

-%

(.01)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 410,332

$ 372,010

$ 293,602

$ 216,223

$ 137,691

$ 65,844

Portfolio turnover rate H

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .74%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.57

$ 11.66

$ 11.34

Income from Investment Operations

Net investment income (loss) E

.01

.04

.01

Net realized and unrealized gain (loss)

.63

1.14

.31

Total from investment operations

.64

1.18

.32

Distributions from net investment income

(.09)

(.08)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.86)

(.27)

-

Net asset value, end of period

$ 12.35

$ 12.57

$ 11.66

Total Return B, C, D

5.20%

10.31%

2.82%

Ratios to Average Net Assets F, I

Expenses before reductions

1.45% A

1.43%

1.33% A

Expenses net of fee waivers, if any

1.45% A

1.43%

1.33% A

Expenses net of all reductions

1.44% A

1.39%

1.21% A

Net investment income (loss)

.08% A

.31%

.19% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 918

$ 434

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.51

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.02)

(.03)

(.01)

Net realized and unrealized gain (loss)

.62

1.15

.31

Total from investment operations

.60

1.12

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.30

$ 12.51

$ 11.64

Total Return B, C, D

4.88%

9.74%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.95%

1.85% A

Expenses net of fee waivers, if any

1.94% A

1.95%

1.85% A

Expenses net of all reductions

1.93% A

1.91%

1.74% A

Net investment income (loss)

(.40)% A

(.21)%

(.32)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 405

$ 284

$ 118

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.53

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.03)

(.01)

(.01)

Net realized and unrealized gain (loss)

.63

1.15

.31

Total from investment operations

.60

1.14

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.32

$ 12.53

$ 11.64

Total Return B, C, D

4.85%

9.89%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.86%

1.82% A

Expenses net of fee waivers, if any

1.94% A

1.86%

1.82% A

Expenses net of all reductions

1.93% A

1.82%

1.71% A

Net investment income (loss)

(.40)% A

(.12)%

(.30)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 312

$ 229

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.90

$ 11.91

$ 11.57

Income from Investment Operations

Net investment income (loss) D

.06

.12

.02

Net realized and unrealized gain (loss)

.63

1.17

.32

Total from investment operations

.69

1.29

.34

Distributions from net investment income

(.14)

(.11)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.91)

(.30)

-

Net asset value, end of period

$ 12.68

$ 12.90

$ 11.91

Total Return B, C

5.48%

11.04%

2.94%

Ratios to Average Net Assets E, H

Expenses before reductions

.74% A

.78%

.83% A

Expenses net of fee waivers, if any

.74% A

.78%

.83% A

Expenses net of all reductions

.66% A

.74%

.71% A

Net investment income (loss)

.87% A

.96%

.67% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,105

$ 114

$ 103

Portfolio turnover rate F

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Capital Development Fund (the Fund) (formerly Destiny II) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans II: O and Destiny Plans II: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 559,802,812

Unrealized depreciation

(77,866,953)

Net unrealized appreciation (depreciation)

$ 481,935,859

Cost for federal income tax purposes

$ 5,045,851,181

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $4,568,781,842 and $4,750,369,186, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .56% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 499,281

$ 23,508

Class T

.25%

.25%

1,892

295

Class B

.75%

.25%

1,887

1,561

Class C

.75%

.25%

1,397

1,157

$ 504,457

$ 26,521

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 1,634

Class T

624

Class B*

319

Class C*

139

$ 2,716

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 159,966

.01

Class A

293,494

.15

Class T

1,334

.35

Class B

638

.34

Class C

475

.34

Institutional Class

1,569

.15

$ 457,476

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $40,334 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $9,423 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending - continued

loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $62,139.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $140,014 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $3,466. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,524

Class A

8

Institutional Class

830

$ 2,362

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 53,852,625

$ 51,786,409

Class A

2,750,872

1,888,604

Class T

4,756

741

Class B

1,145

620

Class C

803

496

Institutional Class

23,441

977

Total

$ 56,633,642

$ 53,677,847

From net realized gain

Class O

$ 296,173,523

$ 78,085,736

Class A

23,268,414

4,985,069

Class T

41,151

1,675

Class B

23,203

2,032

Class C

17,168

1,682

Institutional Class

128,925

1,642

Total

$ 319,652,384

$ 83,077,836

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

9,066,650

21,570,310

$ 116,599,369

$ 264,820,798

Reinvestment of distributions

27,086,419

10,290,012

337,496,766

123,685,398

Shares redeemed

(28,103,899)

(58,861,494)

(361,197,331)

(721,523,302)

Net increase (decrease)

8,049,170

(27,001,172)

$ 92,898,804

$ (333,017,106)

Class A

Shares sold

3,097,000

6,389,797

$ 39,001,303

$ 76,767,777

Reinvestment of distributions

2,112,943

570,507

25,820,160

6,737,690

Shares redeemed

(1,665,023)

(2,695,665)

(20,957,644)

(32,418,260)

Net increase (decrease)

3,544,920

4,264,639

$ 43,863,819

$ 51,087,207

Class T

Shares sold

41,312

25,581

$ 519,885

$ 310,180

Reinvestment of distributions

3,782

205

45,908

2,416

Shares redeemed

(5,232)

(84)

(64,485)

(1,057)

Net increase (decrease)

39,862

25,702

$ 501,308

$ 311,539

Class B

Shares sold

11,851

12,494

$ 149,284

$ 151,306

Reinvestment of distributions

1,910

225

23,154

2,652

Shares redeemed

(3,562)

(112)

(43,893)

(1,355)

Net increase (decrease)

10,199

12,607

$ 128,545

$ 152,603

Class C

Shares sold

8,199

10,424

$ 103,359

$ 127,563

Reinvestment of distributions

1,465

185

17,782

2,178

Shares redeemed

(2,649)

(1,146)

(33,105)

(14,355)

Net increase (decrease)

7,015

9,463

$ 88,036

$ 115,386

Institutional Class

Shares sold

176,199

-

$ 2,288,560

$ -

Reinvestment of distributions

12,238

218

152,366

2,619

Shares redeemed

(31,336)

-

(405,798)

-

Net increase (decrease)

157,101

218

$ 2,035,128

$ 2,619

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agent

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

DESIIO-USAN-0507
1.791868.103

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Capital Development Fund -

Class A, Class T, Class B and Class C
(formerly Destiny II)

Semiannual Report

March 31, 2007

Class A, Class T, Class B, and
Class C were formerly known as
Fidelity Advisor Destiny® II
Class A, Class T, Class B, and
Class C

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,056.40

$ 3.08

Hypothetical A

$ 1,000.00

$ 1,021.94

$ 3.02

Class A

Actual

$ 1,000.00

$ 1,053.50

$ 5.07

Hypothetical A

$ 1,000.00

$ 1,020.00

$ 4.99

Class T

Actual

$ 1,000.00

$ 1,052.00

$ 7.42

Hypothetical A

$ 1,000.00

$ 1,017.70

$ 7.29

Class B

Actual

$ 1,000.00

$ 1,048.80

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Class C

Actual

$ 1,000.00

$ 1,048.50

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Institutional Class

Actual

$ 1,000.00

$ 1,054.80

$ 3.79

Hypothetical A

$ 1,000.00

$ 1,021.24

$ 3.73

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.60%

Class A

.99%

Class T

1.45%

Class B

1.94%

Class C

1.94%

Institutional Class

.74%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Microsoft Corp.

6.8

6.6

General Electric Co.

3.8

6.3

Nintendo Co. Ltd.

3.5

1.2

American International Group, Inc.

3.4

5.4

American Tower Corp. Class A

2.5

1.4

EMC Corp.

2.1

1.7

Tyco International Ltd.

2.0

0.0

Wyeth

2.0

2.1

News Corp. Class A

1.9

0.0

AT&T, Inc.

1.9

1.0

29.9

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

30.8

30.1

Health Care

14.9

18.5

Consumer Discretionary

13.8

5.6

Financials

10.9

15.7

Industrials

10.7

10.7

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 94.4%

Stocks 93.8%

Convertible
Securities 0.4%

Convertible
Securities 0.4%

Short-Term
Investments and
Net Other Assets 5.2%

Short-Term
Investments and
Net Other Assets 5.8%

* Foreign investments

16.1%

** Foreign investments

12.6%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

CONSUMER DISCRETIONARY - 13.8%

Auto Components - 0.4%

The Goodyear Tire & Rubber Co. (a)

700,900

$ 21,861,071

Hotels, Restaurants & Leisure - 1.2%

International Game Technology

1,411,350

56,990,313

WMS Industries, Inc. (a)

228,900

8,982,036

65,972,349

Household Durables - 1.2%

KB Home

308,900

13,180,763

Koninklijke Philips Electronics NV (NY Shares)

1,326,100

50,524,410

63,705,173

Internet & Catalog Retail - 0.8%

Amazon.com, Inc. (a)

1,102,600

43,872,454

Media - 7.7%

CKX, Inc. (a)

1,532,706

17,013,037

Clear Channel Communications, Inc.

343,800

12,046,752

DreamWorks Animation SKG, Inc. Class A (a)

2,720,757

83,200,749

Getty Images, Inc. (a)

948,100

46,106,103

Martha Stewart Living Omnimedia, Inc. Class A (d)(e)

1,636,274

27,833,021

McGraw-Hill Companies, Inc.

74,940

4,712,227

News Corp. Class A

4,549,500

105,184,440

Regal Entertainment Group Class A

300,000

5,961,000

The Walt Disney Co.

400,000

13,772,000

Time Warner, Inc.

2,525,000

49,793,000

Virgin Media, Inc.

2,148,130

54,240,283

419,862,612

Multiline Retail - 0.5%

Target Corp.

445,000

26,370,700

Specialty Retail - 2.0%

Best Buy Co., Inc.

3,900

190,008

Gamestop Corp. Class A (a)

1,142,600

37,214,482

Staples, Inc.

2,679,737

69,244,404

The Game Group PLC

2,032,530

5,619,598

112,268,492

Textiles, Apparel & Luxury Goods - 0.0%

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

82,689

2,775,870

TOTAL CONSUMER DISCRETIONARY

756,688,721

CONSUMER STAPLES - 3.9%

Beverages - 0.5%

The Coca-Cola Co.

550,800

26,438,400

Food & Staples Retailing - 0.4%

Wal-Mart Stores, Inc.

348,100

16,343,295

Winn-Dixie Stores, Inc. (a)

241,300

4,258,945

20,602,240

Shares

Value

Food Products - 2.6%

Bunge Ltd.

198,000

$ 16,279,560

Green Mountain Coffee Roasters, Inc. (a)

88,887

5,604,325

Nestle SA:

(Reg.)

148,276

57,735,410

sponsored ADR

638,700

62,049,705

141,669,000

Tobacco - 0.4%

Loews Corp. - Carolina Group

297,400

22,486,414

TOTAL CONSUMER STAPLES

211,196,054

ENERGY - 3.4%

Energy Equipment & Services - 0.6%

National Oilwell Varco, Inc. (a)

59,600

4,636,284

Schlumberger Ltd. (NY Shares)

395,900

27,356,690

31,992,974

Oil, Gas & Consumable Fuels - 2.8%

Chesapeake Energy Corp.

225,000

6,948,000

EOG Resources, Inc.

120,000

8,560,800

Exxon Mobil Corp.

1,147,690

86,593,211

OAO Gazprom sponsored ADR

604,800

25,220,160

Petroleo Brasileiro SA Petrobras sponsored ADR

177,300

17,643,123

Valero Energy Corp.

100,000

6,449,000

151,414,294

TOTAL ENERGY

183,407,268

FINANCIALS - 10.9%

Capital Markets - 1.1%

Northern Trust Corp.

21,500

1,293,010

State Street Corp.

960,485

62,191,404

63,484,414

Commercial Banks - 0.4%

Boston Private Financial Holdings, Inc.

42,142

1,176,605

JSC Halyk Bank of Kazakhstan GDR (a)(f)

47,100

1,130,400

Standard Chartered PLC (United Kingdom)

727,600

20,961,664

23,268,669

Consumer Finance - 0.6%

SLM Corp.

763,718

31,236,066

Diversified Financial Services - 1.4%

Bank of America Corp.

1,312,700

66,973,954

JPMorgan Chase & Co.

160,500

7,764,990

74,738,944

Insurance - 7.4%

ACE Ltd.

1,137,998

64,934,166

American International Group, Inc.

2,797,731

188,063,478

Aspen Insurance Holdings Ltd.

482,300

12,641,083

Axis Capital Holdings Ltd.

250,039

8,466,321

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

Berkshire Hathaway, Inc. Class A (a)

662

$ 72,151,380

IPC Holdings Ltd.

862,200

24,874,470

Montpelier Re Holdings Ltd.

1,657,000

28,732,380

Platinum Underwriters Holdings Ltd.

140,400

4,504,032

404,367,310

TOTAL FINANCIALS

597,095,403

HEALTH CARE - 14.9%

Biotechnology - 3.5%

Amgen, Inc. (a)

454,100

25,375,108

Biogen Idec, Inc. (a)

1,130,000

50,149,400

Gilead Sciences, Inc. (a)

1,320,691

101,032,862

Human Genome Sciences, Inc. (a)

1,262,200

13,404,564

189,961,934

Health Care Equipment & Supplies - 2.5%

ArthroCare Corp. (a)

584,488

21,064,948

Becton, Dickinson & Co.

701,324

53,924,802

Boston Scientific Corp. (a)

141,800

2,061,772

C.R. Bard, Inc.

654,900

52,071,099

Inverness Medical Innovations, Inc. (a)

175,000

7,661,500

136,784,121

Health Care Providers & Services - 1.6%

Diagnosticos da America SA (a)

150,000

3,310,745

Humana, Inc. (a)

625,000

36,262,500

UnitedHealth Group, Inc.

955,000

50,586,350

90,159,595

Life Sciences Tools & Services - 0.9%

Charles River Laboratories International, Inc. (a)

1,086,685

50,270,048

Pharmaceuticals - 6.4%

Adams Respiratory Therapeutics, Inc. (a)(d)

145,000

4,876,350

Allergan, Inc.

753,699

83,524,923

Barr Pharmaceuticals, Inc. (a)

46,900

2,173,815

Cipla Ltd.

4,271,050

23,267,606

Johnson & Johnson

1,388,930

83,696,922

Roche Holding AG (participation certificate)

240,192

42,489,123

Wyeth

2,178,380

108,984,351

349,013,090

TOTAL HEALTH CARE

816,188,788

INDUSTRIALS - 10.7%

Aerospace & Defense - 4.0%

General Dynamics Corp.

721,100

55,092,040

Honeywell International, Inc.

2,256,900

103,952,814

Raytheon Co.

1,098,000

57,601,080

216,645,934

Shares

Value

Construction & Engineering - 0.3%

Chicago Bridge & Iron Co. NV (NY Shares)

90,700

$ 2,789,025

Fluor Corp.

65,500

5,876,660

Granite Construction, Inc.

100,000

5,526,000

14,191,685

Electrical Equipment - 0.0%

ABB Ltd. sponsored ADR

100,000

1,718,000

Industrial Conglomerates - 5.9%

General Electric Co.

5,795,930

204,944,085

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

3,532,800

111,459,840

321,763,925

Machinery - 0.5%

Toro Co.

588,300

30,144,492

Road & Rail - 0.0%

Knight Transportation, Inc.

4,600

81,972

TOTAL INDUSTRIALS

584,546,008

INFORMATION TECHNOLOGY - 30.4%

Communications Equipment - 6.2%

Alcatel-Lucent SA sponsored ADR

4,860,259

57,448,261

Avanex Corp. (a)

1,387,371

2,483,394

Ciena Corp. (a)

2,571,592

71,875,996

Cisco Systems, Inc. (a)

3,691,461

94,242,999

Corning, Inc. (a)

6,587

149,788

D-Link Corp.

2,425,000

4,257,857

Harris Corp.

1,497,900

76,318,005

Oplink Communications, Inc. (a)

57,608

1,035,216

Tellabs, Inc. (a)

3,039,300

30,089,070

337,900,586

Computers & Peripherals - 2.6%

EMC Corp. (a)

8,173,900

113,208,515

Hewlett-Packard Co.

671,500

26,954,010

140,162,525

Electronic Equipment & Instruments - 0.0%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

50,000

335,449

Internet Software & Services - 2.2%

Akamai Technologies, Inc. (a)

1,234,700

61,636,224

Google, Inc. Class A (sub. vtg.) (a)

110,442

50,600,107

Omniture, Inc.

255,000

4,648,650

Yahoo!, Inc. (a)

115,000

3,598,350

120,483,331

IT Services - 0.1%

Infosys Technologies Ltd.

100,673

4,675,299

Semiconductors & Semiconductor Equipment - 5.8%

Applied Micro Circuits Corp. (a)

1,259,243

4,596,237

ARM Holdings PLC sponsored ADR

6,600

51,810

Broadcom Corp. Class A (a)

940,000

30,145,800

Hittite Microwave Corp. (a)

545,676

21,919,805

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Integrated Device Technology, Inc. (a)

3,038,182

$ 46,848,766

Intel Corp.

1,126,200

21,544,206

Intersil Corp. Class A

25,000

662,250

Linear Technology Corp. (d)

2,276,400

71,911,476

Microchip Technology, Inc.

1,969,286

69,968,732

PMC-Sierra, Inc. (a)

3,675,396

25,764,526

Siliconware Precision Industries Co. Ltd.

8,413,000

15,763,251

Siliconware Precision Industries Co. Ltd. sponsored ADR

1,067,300

10,470,213

319,647,072

Software - 13.5%

Electronic Arts, Inc. (a)

1,602,227

80,688,152

Microsoft Corp.

13,303,246

370,761,463

Nintendo Co. Ltd.

661,000

192,134,855

Oracle Corp. (a)

570,000

10,334,100

Ubisoft Entertainment SA (a)

1,719,367

83,945,498

737,864,068

TOTAL INFORMATION TECHNOLOGY

1,661,068,330

MATERIALS - 0.3%

Chemicals - 0.3%

Airgas, Inc.

427,550

18,021,233

TELECOMMUNICATION SERVICES - 5.0%

Diversified Telecommunication Services - 1.9%

AT&T, Inc.

2,645,062

104,294,795

Qwest Communications International, Inc. (a)

200,000

1,798,000

106,092,795

Wireless Telecommunication Services - 3.1%

American Tower Corp. Class A (a)

3,460,902

134,802,133

Crown Castle International Corp. (a)

271,500

8,723,295

SBA Communications Corp. Class A (a)

314,204

9,284,728

Sprint Nextel Corp.

848,500

16,087,560

168,897,716

TOTAL TELECOMMUNICATION SERVICES

274,990,511

UTILITIES - 1.1%

Electric Utilities - 0.0%

Entergy Corp.

25,000

2,623,000

Shares

Value

Independent Power Producers & Energy Traders - 1.1%

Constellation Energy Group, Inc.

587,300

$ 51,065,735

NRG Energy, Inc.

110,000

7,924,400

58,990,135

TOTAL UTILITIES

61,613,135

TOTAL COMMON STOCKS

(Cost $4,664,865,731)

5,164,815,451

Preferred Stocks - 0.0%

Convertible Preferred Stocks - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Chorum Technologies, Inc. Series E (a)(g)

27,000

0

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(g)
(Cost $1,785,845)

255,000

3

Convertible Bonds - 0.4%

Principal
Amount

INFORMATION TECHNOLOGY - 0.4%

Communications Equipment - 0.4%

Ciena Corp. 3.75% 2/1/08

$ 22,990,000

22,530,200

TOTAL CONVERTIBLE BONDS

(Cost $22,417,801)

22,530,200

Money Market Funds - 6.2%

Shares

Value

Fidelity Cash Central Fund, 5.41% (b)

304,049,911

$ 304,049,911

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

36,391,475

36,391,475

TOTAL MONEY MARKET FUNDS

(Cost $340,441,386)

340,441,386

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $5,029,510,763)

5,527,787,040

NET OTHER ASSETS - (1.0)%

(57,186,423)

NET ASSETS - 100%

$ 5,470,600,617

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) 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 end of the period, the value of these securities amounted to $1,130,400 or 0.0% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Chorum Technologies, Inc. Series E

9/19/00

$ 405,050

GeneProt, Inc. Series A

7/7/00

$ 1,380,795

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 7,651,667

Fidelity Securities Lending Cash Central Fund

62,139

Total

$ 7,713,806

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Ciena Corp.

$ 106,087,384

$ 40,853,425

$ 85,878,325

$ -

$ -

Martha Stewart Living Omnimedia, Inc. Class A

-

32,944,780

-

-

27,833,021

NMS Communications Corp.

12,878,376

-

8,120,188

-

-

Total

$ 118,965,760

$ 73,798,205

$ 93,998,513

$ -

$ 27,833,021

Other Information

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

United States of America

83.9%

Japan

3.5%

Switzerland

3.0%

France

2.6%

Bermuda

1.8%

Cayman Islands

1.2%

Netherlands

1.0%

Others (individually less than 1%)

3.0%

100.0%

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $35,308,509) -
See accompanying schedule:

Unaffiliated issuers
(cost $4,656,124,597)

$ 5,159,512,633

Fidelity Central Funds
(cost $340,441,386)

340,441,386

Other affiliated issuers
(cost $32,944,780)

27,833,021

Total Investments
(cost $5,029,510,763)

$ 5,527,787,040

Cash

567,055

Foreign currency held at value
(cost $3,695,077)

3,695,080

Receivable for investments sold

81,221,798

Receivable for fund shares sold

396,570

Dividends receivable

8,633,653

Interest receivable

141,293

Distributions receivable from Fidelity Central Funds

1,445,258

Prepaid expenses

26,055

Other receivables

179,429

Total assets

5,624,093,231

Liabilities

Payable for investments purchased

$ 110,036,765

Payable for fund shares redeemed

2,224,035

Accrued management fee

2,541,799

Distribution fees payable

85,654

Other affiliated payables

240,725

Other payables and accrued expenses

1,972,161

Collateral on securities loaned,
at value

36,391,475

Total liabilities

153,492,614

Net Assets

$ 5,470,600,617

Net Assets consist of:

Paid in capital

$ 4,705,108,540

Undistributed net investment income

15,221,436

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

253,706,319

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

496,564,322

Net Assets

$ 5,470,600,617

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($5,056,529,036 ÷ 397,983,253 shares)

$ 12.71

Class A:
Net Asset Value
and redemption price per share ($410,331,725 ÷ 32,983,890 shares)

$ 12.44

Maximum offering price per share (100/94.25 of $12.44)

$ 13.20

Class T:
Net Asset Value
and redemption price per share ($918,297 ÷ 74,382 shares)

$ 12.35

Maximum offering price per share (100/96.50 of $12.35)

$ 12.80

Class B:
Net Asset Value
and offering price per share ($405,136 ÷ 32,929 shares)A

$ 12.30

Class C:
Net Asset Value
and offering price per share ($311,774 ÷ 25,301 shares)A

$ 12.32

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,104,649 ÷ 165,962 shares)

$ 12.68

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 33,712,602

Interest

777,303

Income from Fidelity Central Funds

7,713,806

Total income

42,203,711

Expenses

Management fee

$ 15,545,619

Transfer agent fees

457,476

Distribution fees

504,457

Accounting and security lending fees

574,933

Custodian fees and expenses

160,651

Independent trustees' compensation

8,766

Appreciation in deferred trustee compensation account

389

Registration fees

34,900

Audit

53,685

Legal

51,608

Miscellaneous

14,056

Total expenses before reductions

17,406,540

Expense reductions

(244,967)

17,161,573

Net investment income (loss)

25,042,138

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

326,592,031

Other affiliated issuers

13,451,801

Foreign currency transactions

(145,532)

Futures contracts

(71,193)

Total net realized gain (loss)

339,827,107

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $195,187)

(65,413,923)

Assets and liabilities in foreign currencies

92,819

Total change in net unrealized appreciation (depreciation)

(65,321,104)

Net gain (loss)

274,506,003

Net increase (decrease) in net assets resulting from operations

$ 299,548,141

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 25,042,138

$ 58,404,121

Net realized gain (loss)

339,827,107

271,901,009

Change in net unrealized appreciation (depreciation)

(65,321,104)

235,803,176

Net increase (decrease) in net assets resulting from operations

299,548,141

566,108,306

Distributions to shareholders from net investment income

(56,633,642)

(53,677,847)

Distributions to shareholders from net realized gain

(319,652,384)

(83,077,836)

Total distributions

(376,286,026)

(136,755,683)

Share transactions - net increase (decrease)

139,515,640

(281,347,752)

Total increase (decrease) in net assets

62,777,755

148,004,871

Net Assets

Beginning of period

5,407,822,862

5,259,817,991

End of period (including undistributed net investment income of $15,221,436 and undistributed net investment income of $49,545,615, respectively)

$ 5,470,600,617

$ 5,407,822,862

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

$ 10.14

Income from Investment Operations

Net investment income (loss) E

.06

.14

.19 H

.12

.08

.09

Net realized and unrealized gain (loss)

.65

1.18

.86

.97

1.63

(1.73)

Total from investment operations

.71

1.32

1.05

1.09

1.71

(1.64)

Distributions from net investment income

(.14)

(.13)

(.17)

(.08)

(.09)

(.10)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.91)

(.32)

(.17)

(.08)

(.09)

(.10)

Net asset value, end of period

$ 12.71

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

Total Return B, C, D

5.64%

11.25%

9.51%

10.91%

20.45%

(16.39)%

Ratios to Average Net Assets F, I

Expenses before reductions

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of fee waivers, if any

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of all reductions

.59% A

.57%

.51%

.55%

.50%

.43%

Net investment income (loss)

.93% A

1.13%

1.68% H

1.13%

.88%

.86%

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,056,529

$ 5,034,751

$ 4,965,789

$ 4,998,159

$ 4,633,668

$ 3,811,815

Portfolio turnover rate G

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.05 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.28%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

$ 9.97

Income from Investment Operations

Net investment income (loss) F

.03

.08

.13 I

.04

- K

- K

Net realized and unrealized gain (loss)

.63

1.16

.83

.96

1.59

(1.70)

Total from investment operations

.66

1.24

.96

1.00

1.59

(1.70)

Distributions from net investment income

(.09)

(.07)

(.10)

(.01)

(.03)

(.02)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.86)

(.26)

(.10)

(.01)

(.03)

(.02)

Net asset value, end of period

$ 12.44

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

Total Return B, C, D, E

5.35%

10.81%

8.86%

10.20%

19.30%

(17.10)%

Ratios to Average Net Assets G, J

Expenses before reductions

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of fee waivers, if any

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of all reductions

.98% A

1.02%

1.06%

1.27%

1.37%

1.30%

Net investment income (loss)

.54% A

.68%

1.14% I

.40%

-%

(.01)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 410,332

$ 372,010

$ 293,602

$ 216,223

$ 137,691

$ 65,844

Portfolio turnover rate H

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .74%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.57

$ 11.66

$ 11.34

Income from Investment Operations

Net investment income (loss) E

.01

.04

.01

Net realized and unrealized gain (loss)

.63

1.14

.31

Total from investment operations

.64

1.18

.32

Distributions from net investment income

(.09)

(.08)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.86)

(.27)

-

Net asset value, end of period

$ 12.35

$ 12.57

$ 11.66

Total Return B, C, D

5.20%

10.31%

2.82%

Ratios to Average Net Assets F, I

Expenses before reductions

1.45% A

1.43%

1.33% A

Expenses net of fee waivers, if any

1.45% A

1.43%

1.33% A

Expenses net of all reductions

1.44% A

1.39%

1.21% A

Net investment income (loss)

.08% A

.31%

.19% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 918

$ 434

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.51

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.02)

(.03)

(.01)

Net realized and unrealized gain (loss)

.62

1.15

.31

Total from investment operations

.60

1.12

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.30

$ 12.51

$ 11.64

Total Return B, C, D

4.88%

9.74%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.95%

1.85% A

Expenses net of fee waivers, if any

1.94% A

1.95%

1.85% A

Expenses net of all reductions

1.93% A

1.91%

1.74% A

Net investment income (loss)

(.40)% A

(.21)%

(.32)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 405

$ 284

$ 118

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.53

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.03)

(.01)

(.01)

Net realized and unrealized gain (loss)

.63

1.15

.31

Total from investment operations

.60

1.14

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.32

$ 12.53

$ 11.64

Total Return B, C, D

4.85%

9.89%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.86%

1.82% A

Expenses net of fee waivers, if any

1.94% A

1.86%

1.82% A

Expenses net of all reductions

1.93% A

1.82%

1.71% A

Net investment income (loss)

(.40)% A

(.12)%

(.30)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 312

$ 229

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.90

$ 11.91

$ 11.57

Income from Investment Operations

Net investment income (loss) D

.06

.12

.02

Net realized and unrealized gain (loss)

.63

1.17

.32

Total from investment operations

.69

1.29

.34

Distributions from net investment income

(.14)

(.11)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.91)

(.30)

-

Net asset value, end of period

$ 12.68

$ 12.90

$ 11.91

Total Return B, C

5.48%

11.04%

2.94%

Ratios to Average Net Assets E, H

Expenses before reductions

.74% A

.78%

.83% A

Expenses net of fee waivers, if any

.74% A

.78%

.83% A

Expenses net of all reductions

.66% A

.74%

.71% A

Net investment income (loss)

.87% A

.96%

.67% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,105

$ 114

$ 103

Portfolio turnover rate F

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Capital Development Fund (the Fund) (formerly Destiny II) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans II: O and Destiny Plans II: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 559,802,812

Unrealized depreciation

(77,866,953)

Net unrealized appreciation (depreciation)

$ 481,935,859

Cost for federal income tax purposes

$ 5,045,851,181

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $4,568,781,842 and $4,750,369,186, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .56% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 499,281

$ 23,508

Class T

.25%

.25%

1,892

295

Class B

.75%

.25%

1,887

1,561

Class C

.75%

.25%

1,397

1,157

$ 504,457

$ 26,521

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 1,634

Class T

624

Class B*

319

Class C*

139

$ 2,716

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 159,966

.01

Class A

293,494

.15

Class T

1,334

.35

Class B

638

.34

Class C

475

.34

Institutional Class

1,569

.15

$ 457,476

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $40,334 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $9,423 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending - continued

loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $62,139.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $140,014 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $3,466. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,524

Class A

8

Institutional Class

830

$ 2,362

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 53,852,625

$ 51,786,409

Class A

2,750,872

1,888,604

Class T

4,756

741

Class B

1,145

620

Class C

803

496

Institutional Class

23,441

977

Total

$ 56,633,642

$ 53,677,847

From net realized gain

Class O

$ 296,173,523

$ 78,085,736

Class A

23,268,414

4,985,069

Class T

41,151

1,675

Class B

23,203

2,032

Class C

17,168

1,682

Institutional Class

128,925

1,642

Total

$ 319,652,384

$ 83,077,836

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

9,066,650

21,570,310

$ 116,599,369

$ 264,820,798

Reinvestment of distributions

27,086,419

10,290,012

337,496,766

123,685,398

Shares redeemed

(28,103,899)

(58,861,494)

(361,197,331)

(721,523,302)

Net increase (decrease)

8,049,170

(27,001,172)

$ 92,898,804

$ (333,017,106)

Class A

Shares sold

3,097,000

6,389,797

$ 39,001,303

$ 76,767,777

Reinvestment of distributions

2,112,943

570,507

25,820,160

6,737,690

Shares redeemed

(1,665,023)

(2,695,665)

(20,957,644)

(32,418,260)

Net increase (decrease)

3,544,920

4,264,639

$ 43,863,819

$ 51,087,207

Class T

Shares sold

41,312

25,581

$ 519,885

$ 310,180

Reinvestment of distributions

3,782

205

45,908

2,416

Shares redeemed

(5,232)

(84)

(64,485)

(1,057)

Net increase (decrease)

39,862

25,702

$ 501,308

$ 311,539

Class B

Shares sold

11,851

12,494

$ 149,284

$ 151,306

Reinvestment of distributions

1,910

225

23,154

2,652

Shares redeemed

(3,562)

(112)

(43,893)

(1,355)

Net increase (decrease)

10,199

12,607

$ 128,545

$ 152,603

Class C

Shares sold

8,199

10,424

$ 103,359

$ 127,563

Reinvestment of distributions

1,465

185

17,782

2,178

Shares redeemed

(2,649)

(1,146)

(33,105)

(14,355)

Net increase (decrease)

7,015

9,463

$ 88,036

$ 115,386

Institutional Class

Shares sold

176,199

-

$ 2,288,560

$ -

Reinvestment of distributions

12,238

218

152,366

2,619

Shares redeemed

(31,336)

-

(405,798)

-

Net increase (decrease)

157,101

218

$ 2,035,128

$ 2,619

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

ADESII-USAN-0507
1.814758.101

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Capital Development Fund -

Institutional Class
(formerly Destiny II)

Semiannual Report

March 31, 2007

Institutional Class was formerly
known as Fidelity Advisor Destiny® II
Institutional Class

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

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.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(Photograph of Edward C. Johnson 3d.)

Dear Shareholder:

Substantial single-day losses are not uncommon in the equity markets, and when they occur - as in late February - investors can be better served in the long term by buying good stocks at lower prices than by moving their money to the sidelines. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies

indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including Destiny Plan Creation and Sales Charges on purchases of Class O and certain purchases of Class A, sales charges (loads) on purchase payments or redemption proceeds and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2006 to March 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
October 1, 2006

Ending
Account Value
March 31, 2007

Expenses Paid
During Period
*
October 1, 2006
to March 31, 2007

Class O

Actual

$ 1,000.00

$ 1,056.40

$ 3.08

Hypothetical A

$ 1,000.00

$ 1,021.94

$ 3.02

Class A

Actual

$ 1,000.00

$ 1,053.50

$ 5.07

Hypothetical A

$ 1,000.00

$ 1,020.00

$ 4.99

Class T

Actual

$ 1,000.00

$ 1,052.00

$ 7.42

Hypothetical A

$ 1,000.00

$ 1,017.70

$ 7.29

Class B

Actual

$ 1,000.00

$ 1,048.80

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Class C

Actual

$ 1,000.00

$ 1,048.50

$ 9.91

Hypothetical A

$ 1,000.00

$ 1,015.26

$ 9.75

Institutional Class

Actual

$ 1,000.00

$ 1,054.80

$ 3.79

Hypothetical A

$ 1,000.00

$ 1,021.24

$ 3.73

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class O

.60%

Class A

.99%

Class T

1.45%

Class B

1.94%

Class C

1.94%

Institutional Class

.74%

Semiannual Report

Investment Changes

Top Ten Stocks as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Microsoft Corp.

6.8

6.6

General Electric Co.

3.8

6.3

Nintendo Co. Ltd.

3.5

1.2

American International Group, Inc.

3.4

5.4

American Tower Corp. Class A

2.5

1.4

EMC Corp.

2.1

1.7

Tyco International Ltd.

2.0

0.0

Wyeth

2.0

2.1

News Corp. Class A

1.9

0.0

AT&T, Inc.

1.9

1.0

29.9

Top Five Market Sectors as of March 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

30.8

30.1

Health Care

14.9

18.5

Consumer Discretionary

13.8

5.6

Financials

10.9

15.7

Industrials

10.7

10.7

Asset Allocation (% of fund's net assets)

As of March 31, 2007 *

As of September 30, 2006 **

Stocks 94.4%

Stocks 93.8%

Convertible
Securities 0.4%

Convertible
Securities 0.4%

Short-Term
Investments and
Net Other Assets 5.2%

Short-Term
Investments and
Net Other Assets 5.8%

* Foreign investments

16.1%

** Foreign investments

12.6%

Semiannual Report

Investments March 31, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

CONSUMER DISCRETIONARY - 13.8%

Auto Components - 0.4%

The Goodyear Tire & Rubber Co. (a)

700,900

$ 21,861,071

Hotels, Restaurants & Leisure - 1.2%

International Game Technology

1,411,350

56,990,313

WMS Industries, Inc. (a)

228,900

8,982,036

65,972,349

Household Durables - 1.2%

KB Home

308,900

13,180,763

Koninklijke Philips Electronics NV (NY Shares)

1,326,100

50,524,410

63,705,173

Internet & Catalog Retail - 0.8%

Amazon.com, Inc. (a)

1,102,600

43,872,454

Media - 7.7%

CKX, Inc. (a)

1,532,706

17,013,037

Clear Channel Communications, Inc.

343,800

12,046,752

DreamWorks Animation SKG, Inc. Class A (a)

2,720,757

83,200,749

Getty Images, Inc. (a)

948,100

46,106,103

Martha Stewart Living Omnimedia, Inc. Class A (d)(e)

1,636,274

27,833,021

McGraw-Hill Companies, Inc.

74,940

4,712,227

News Corp. Class A

4,549,500

105,184,440

Regal Entertainment Group Class A

300,000

5,961,000

The Walt Disney Co.

400,000

13,772,000

Time Warner, Inc.

2,525,000

49,793,000

Virgin Media, Inc.

2,148,130

54,240,283

419,862,612

Multiline Retail - 0.5%

Target Corp.

445,000

26,370,700

Specialty Retail - 2.0%

Best Buy Co., Inc.

3,900

190,008

Gamestop Corp. Class A (a)

1,142,600

37,214,482

Staples, Inc.

2,679,737

69,244,404

The Game Group PLC

2,032,530

5,619,598

112,268,492

Textiles, Apparel & Luxury Goods - 0.0%

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

82,689

2,775,870

TOTAL CONSUMER DISCRETIONARY

756,688,721

CONSUMER STAPLES - 3.9%

Beverages - 0.5%

The Coca-Cola Co.

550,800

26,438,400

Food & Staples Retailing - 0.4%

Wal-Mart Stores, Inc.

348,100

16,343,295

Winn-Dixie Stores, Inc. (a)

241,300

4,258,945

20,602,240

Shares

Value

Food Products - 2.6%

Bunge Ltd.

198,000

$ 16,279,560

Green Mountain Coffee Roasters, Inc. (a)

88,887

5,604,325

Nestle SA:

(Reg.)

148,276

57,735,410

sponsored ADR

638,700

62,049,705

141,669,000

Tobacco - 0.4%

Loews Corp. - Carolina Group

297,400

22,486,414

TOTAL CONSUMER STAPLES

211,196,054

ENERGY - 3.4%

Energy Equipment & Services - 0.6%

National Oilwell Varco, Inc. (a)

59,600

4,636,284

Schlumberger Ltd. (NY Shares)

395,900

27,356,690

31,992,974

Oil, Gas & Consumable Fuels - 2.8%

Chesapeake Energy Corp.

225,000

6,948,000

EOG Resources, Inc.

120,000

8,560,800

Exxon Mobil Corp.

1,147,690

86,593,211

OAO Gazprom sponsored ADR

604,800

25,220,160

Petroleo Brasileiro SA Petrobras sponsored ADR

177,300

17,643,123

Valero Energy Corp.

100,000

6,449,000

151,414,294

TOTAL ENERGY

183,407,268

FINANCIALS - 10.9%

Capital Markets - 1.1%

Northern Trust Corp.

21,500

1,293,010

State Street Corp.

960,485

62,191,404

63,484,414

Commercial Banks - 0.4%

Boston Private Financial Holdings, Inc.

42,142

1,176,605

JSC Halyk Bank of Kazakhstan GDR (a)(f)

47,100

1,130,400

Standard Chartered PLC (United Kingdom)

727,600

20,961,664

23,268,669

Consumer Finance - 0.6%

SLM Corp.

763,718

31,236,066

Diversified Financial Services - 1.4%

Bank of America Corp.

1,312,700

66,973,954

JPMorgan Chase & Co.

160,500

7,764,990

74,738,944

Insurance - 7.4%

ACE Ltd.

1,137,998

64,934,166

American International Group, Inc.

2,797,731

188,063,478

Aspen Insurance Holdings Ltd.

482,300

12,641,083

Axis Capital Holdings Ltd.

250,039

8,466,321

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

Berkshire Hathaway, Inc. Class A (a)

662

$ 72,151,380

IPC Holdings Ltd.

862,200

24,874,470

Montpelier Re Holdings Ltd.

1,657,000

28,732,380

Platinum Underwriters Holdings Ltd.

140,400

4,504,032

404,367,310

TOTAL FINANCIALS

597,095,403

HEALTH CARE - 14.9%

Biotechnology - 3.5%

Amgen, Inc. (a)

454,100

25,375,108

Biogen Idec, Inc. (a)

1,130,000

50,149,400

Gilead Sciences, Inc. (a)

1,320,691

101,032,862

Human Genome Sciences, Inc. (a)

1,262,200

13,404,564

189,961,934

Health Care Equipment & Supplies - 2.5%

ArthroCare Corp. (a)

584,488

21,064,948

Becton, Dickinson & Co.

701,324

53,924,802

Boston Scientific Corp. (a)

141,800

2,061,772

C.R. Bard, Inc.

654,900

52,071,099

Inverness Medical Innovations, Inc. (a)

175,000

7,661,500

136,784,121

Health Care Providers & Services - 1.6%

Diagnosticos da America SA (a)

150,000

3,310,745

Humana, Inc. (a)

625,000

36,262,500

UnitedHealth Group, Inc.

955,000

50,586,350

90,159,595

Life Sciences Tools & Services - 0.9%

Charles River Laboratories International, Inc. (a)

1,086,685

50,270,048

Pharmaceuticals - 6.4%

Adams Respiratory Therapeutics, Inc. (a)(d)

145,000

4,876,350

Allergan, Inc.

753,699

83,524,923

Barr Pharmaceuticals, Inc. (a)

46,900

2,173,815

Cipla Ltd.

4,271,050

23,267,606

Johnson & Johnson

1,388,930

83,696,922

Roche Holding AG (participation certificate)

240,192

42,489,123

Wyeth

2,178,380

108,984,351

349,013,090

TOTAL HEALTH CARE

816,188,788

INDUSTRIALS - 10.7%

Aerospace & Defense - 4.0%

General Dynamics Corp.

721,100

55,092,040

Honeywell International, Inc.

2,256,900

103,952,814

Raytheon Co.

1,098,000

57,601,080

216,645,934

Shares

Value

Construction & Engineering - 0.3%

Chicago Bridge & Iron Co. NV (NY Shares)

90,700

$ 2,789,025

Fluor Corp.

65,500

5,876,660

Granite Construction, Inc.

100,000

5,526,000

14,191,685

Electrical Equipment - 0.0%

ABB Ltd. sponsored ADR

100,000

1,718,000

Industrial Conglomerates - 5.9%

General Electric Co.

5,795,930

204,944,085

Siemens AG sponsored ADR

50,000

5,360,000

Tyco International Ltd.

3,532,800

111,459,840

321,763,925

Machinery - 0.5%

Toro Co.

588,300

30,144,492

Road & Rail - 0.0%

Knight Transportation, Inc.

4,600

81,972

TOTAL INDUSTRIALS

584,546,008

INFORMATION TECHNOLOGY - 30.4%

Communications Equipment - 6.2%

Alcatel-Lucent SA sponsored ADR

4,860,259

57,448,261

Avanex Corp. (a)

1,387,371

2,483,394

Ciena Corp. (a)

2,571,592

71,875,996

Cisco Systems, Inc. (a)

3,691,461

94,242,999

Corning, Inc. (a)

6,587

149,788

D-Link Corp.

2,425,000

4,257,857

Harris Corp.

1,497,900

76,318,005

Oplink Communications, Inc. (a)

57,608

1,035,216

Tellabs, Inc. (a)

3,039,300

30,089,070

337,900,586

Computers & Peripherals - 2.6%

EMC Corp. (a)

8,173,900

113,208,515

Hewlett-Packard Co.

671,500

26,954,010

140,162,525

Electronic Equipment & Instruments - 0.0%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

50,000

335,449

Internet Software & Services - 2.2%

Akamai Technologies, Inc. (a)

1,234,700

61,636,224

Google, Inc. Class A (sub. vtg.) (a)

110,442

50,600,107

Omniture, Inc.

255,000

4,648,650

Yahoo!, Inc. (a)

115,000

3,598,350

120,483,331

IT Services - 0.1%

Infosys Technologies Ltd.

100,673

4,675,299

Semiconductors & Semiconductor Equipment - 5.8%

Applied Micro Circuits Corp. (a)

1,259,243

4,596,237

ARM Holdings PLC sponsored ADR

6,600

51,810

Broadcom Corp. Class A (a)

940,000

30,145,800

Hittite Microwave Corp. (a)

545,676

21,919,805

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Integrated Device Technology, Inc. (a)

3,038,182

$ 46,848,766

Intel Corp.

1,126,200

21,544,206

Intersil Corp. Class A

25,000

662,250

Linear Technology Corp. (d)

2,276,400

71,911,476

Microchip Technology, Inc.

1,969,286

69,968,732

PMC-Sierra, Inc. (a)

3,675,396

25,764,526

Siliconware Precision Industries Co. Ltd.

8,413,000

15,763,251

Siliconware Precision Industries Co. Ltd. sponsored ADR

1,067,300

10,470,213

319,647,072

Software - 13.5%

Electronic Arts, Inc. (a)

1,602,227

80,688,152

Microsoft Corp.

13,303,246

370,761,463

Nintendo Co. Ltd.

661,000

192,134,855

Oracle Corp. (a)

570,000

10,334,100

Ubisoft Entertainment SA (a)

1,719,367

83,945,498

737,864,068

TOTAL INFORMATION TECHNOLOGY

1,661,068,330

MATERIALS - 0.3%

Chemicals - 0.3%

Airgas, Inc.

427,550

18,021,233

TELECOMMUNICATION SERVICES - 5.0%

Diversified Telecommunication Services - 1.9%

AT&T, Inc.

2,645,062

104,294,795

Qwest Communications International, Inc. (a)

200,000

1,798,000

106,092,795

Wireless Telecommunication Services - 3.1%

American Tower Corp. Class A (a)

3,460,902

134,802,133

Crown Castle International Corp. (a)

271,500

8,723,295

SBA Communications Corp. Class A (a)

314,204

9,284,728

Sprint Nextel Corp.

848,500

16,087,560

168,897,716

TOTAL TELECOMMUNICATION SERVICES

274,990,511

UTILITIES - 1.1%

Electric Utilities - 0.0%

Entergy Corp.

25,000

2,623,000

Shares

Value

Independent Power Producers & Energy Traders - 1.1%

Constellation Energy Group, Inc.

587,300

$ 51,065,735

NRG Energy, Inc.

110,000

7,924,400

58,990,135

TOTAL UTILITIES

61,613,135

TOTAL COMMON STOCKS

(Cost $4,664,865,731)

5,164,815,451

Preferred Stocks - 0.0%

Convertible Preferred Stocks - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Chorum Technologies, Inc. Series E (a)(g)

27,000

0

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Life Sciences Tools & Services - 0.0%

GeneProt, Inc. Series A (a)(g)
(Cost $1,785,845)

255,000

3

Convertible Bonds - 0.4%

Principal
Amount

INFORMATION TECHNOLOGY - 0.4%

Communications Equipment - 0.4%

Ciena Corp. 3.75% 2/1/08

$ 22,990,000

22,530,200

TOTAL CONVERTIBLE BONDS

(Cost $22,417,801)

22,530,200

Money Market Funds - 6.2%

Shares

Value

Fidelity Cash Central Fund, 5.41% (b)

304,049,911

$ 304,049,911

Fidelity Securities Lending Cash Central Fund, 5.41% (b)(c)

36,391,475

36,391,475

TOTAL MONEY MARKET FUNDS

(Cost $340,441,386)

340,441,386

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $5,029,510,763)

5,527,787,040

NET OTHER ASSETS - (1.0)%

(57,186,423)

NET ASSETS - 100%

$ 5,470,600,617

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) 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 end of the period, the value of these securities amounted to $1,130,400 or 0.0% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Chorum Technologies, Inc. Series E

9/19/00

$ 405,050

GeneProt, Inc. Series A

7/7/00

$ 1,380,795

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 7,651,667

Fidelity Securities Lending Cash Central Fund

62,139

Total

$ 7,713,806

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Ciena Corp.

$ 106,087,384

$ 40,853,425

$ 85,878,325

$ -

$ -

Martha Stewart Living Omnimedia, Inc. Class A

-

32,944,780

-

-

27,833,021

NMS Communications Corp.

12,878,376

-

8,120,188

-

-

Total

$ 118,965,760

$ 73,798,205

$ 93,998,513

$ -

$ 27,833,021

Other Information

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

United States of America

83.9%

Japan

3.5%

Switzerland

3.0%

France

2.6%

Bermuda

1.8%

Cayman Islands

1.2%

Netherlands

1.0%

Others (individually less than 1%)

3.0%

100.0%

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

March 31, 2007 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $35,308,509) -
See accompanying schedule:

Unaffiliated issuers
(cost $4,656,124,597)

$ 5,159,512,633

Fidelity Central Funds
(cost $340,441,386)

340,441,386

Other affiliated issuers
(cost $32,944,780)

27,833,021

Total Investments
(cost $5,029,510,763)

$ 5,527,787,040

Cash

567,055

Foreign currency held at value
(cost $3,695,077)

3,695,080

Receivable for investments sold

81,221,798

Receivable for fund shares sold

396,570

Dividends receivable

8,633,653

Interest receivable

141,293

Distributions receivable from Fidelity Central Funds

1,445,258

Prepaid expenses

26,055

Other receivables

179,429

Total assets

5,624,093,231

Liabilities

Payable for investments purchased

$ 110,036,765

Payable for fund shares redeemed

2,224,035

Accrued management fee

2,541,799

Distribution fees payable

85,654

Other affiliated payables

240,725

Other payables and accrued expenses

1,972,161

Collateral on securities loaned,
at value

36,391,475

Total liabilities

153,492,614

Net Assets

$ 5,470,600,617

Net Assets consist of:

Paid in capital

$ 4,705,108,540

Undistributed net investment income

15,221,436

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

253,706,319

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

496,564,322

Net Assets

$ 5,470,600,617

Statement of Assets and Liabilities - continued

March 31, 2007 (Unaudited)

Class O:
Net Asset Value
, offering price and redemption price per share ($5,056,529,036 ÷ 397,983,253 shares)

$ 12.71

Class A:
Net Asset Value
and redemption price per share ($410,331,725 ÷ 32,983,890 shares)

$ 12.44

Maximum offering price per share (100/94.25 of $12.44)

$ 13.20

Class T:
Net Asset Value
and redemption price per share ($918,297 ÷ 74,382 shares)

$ 12.35

Maximum offering price per share (100/96.50 of $12.35)

$ 12.80

Class B:
Net Asset Value
and offering price per share ($405,136 ÷ 32,929 shares)A

$ 12.30

Class C:
Net Asset Value
and offering price per share ($311,774 ÷ 25,301 shares)A

$ 12.32

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,104,649 ÷ 165,962 shares)

$ 12.68

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Six months ended March 31, 2007 (Unaudited)

Investment Income

Dividends

$ 33,712,602

Interest

777,303

Income from Fidelity Central Funds

7,713,806

Total income

42,203,711

Expenses

Management fee

$ 15,545,619

Transfer agent fees

457,476

Distribution fees

504,457

Accounting and security lending fees

574,933

Custodian fees and expenses

160,651

Independent trustees' compensation

8,766

Appreciation in deferred trustee compensation account

389

Registration fees

34,900

Audit

53,685

Legal

51,608

Miscellaneous

14,056

Total expenses before reductions

17,406,540

Expense reductions

(244,967)

17,161,573

Net investment income (loss)

25,042,138

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

326,592,031

Other affiliated issuers

13,451,801

Foreign currency transactions

(145,532)

Futures contracts

(71,193)

Total net realized gain (loss)

339,827,107

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $195,187)

(65,413,923)

Assets and liabilities in foreign currencies

92,819

Total change in net unrealized appreciation (depreciation)

(65,321,104)

Net gain (loss)

274,506,003

Net increase (decrease) in net assets resulting from operations

$ 299,548,141

Statement of Changes in Net Assets

Six months ended March 31, 2007 (Unaudited)

Year ended
September 30, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 25,042,138

$ 58,404,121

Net realized gain (loss)

339,827,107

271,901,009

Change in net unrealized appreciation (depreciation)

(65,321,104)

235,803,176

Net increase (decrease) in net assets resulting from operations

299,548,141

566,108,306

Distributions to shareholders from net investment income

(56,633,642)

(53,677,847)

Distributions to shareholders from net realized gain

(319,652,384)

(83,077,836)

Total distributions

(376,286,026)

(136,755,683)

Share transactions - net increase (decrease)

139,515,640

(281,347,752)

Total increase (decrease) in net assets

62,777,755

148,004,871

Net Assets

Beginning of period

5,407,822,862

5,259,817,991

End of period (including undistributed net investment income of $15,221,436 and undistributed net investment income of $49,545,615, respectively)

$ 5,470,600,617

$ 5,407,822,862

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class O

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

$ 10.14

Income from Investment Operations

Net investment income (loss) E

.06

.14

.19 H

.12

.08

.09

Net realized and unrealized gain (loss)

.65

1.18

.86

.97

1.63

(1.73)

Total from investment operations

.71

1.32

1.05

1.09

1.71

(1.64)

Distributions from net investment income

(.14)

(.13)

(.17)

(.08)

(.09)

(.10)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.91)

(.32)

(.17)

(.08)

(.09)

(.10)

Net asset value, end of period

$ 12.71

$ 12.91

$ 11.91

$ 11.03

$ 10.02

$ 8.40

Total Return B, C, D

5.64%

11.25%

9.51%

10.91%

20.45%

(16.39)%

Ratios to Average Net Assets F, I

Expenses before reductions

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of fee waivers, if any

.60% A

.61%

.62%

.61%

.62%

.61%

Expenses net of all reductions

.59% A

.57%

.51%

.55%

.50%

.43%

Net investment income (loss)

.93% A

1.13%

1.68% H

1.13%

.88%

.86%

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,056,529

$ 5,034,751

$ 4,965,789

$ 4,998,159

$ 4,633,668

$ 3,811,815

Portfolio turnover rate G

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.05 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.28%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 L

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

$ 9.97

Income from Investment Operations

Net investment income (loss) F

.03

.08

.13 I

.04

- K

- K

Net realized and unrealized gain (loss)

.63

1.16

.83

.96

1.59

(1.70)

Total from investment operations

.66

1.24

.96

1.00

1.59

(1.70)

Distributions from net investment income

(.09)

(.07)

(.10)

(.01)

(.03)

(.02)

Distributions from net realized gain

(.77)

(.19)

-

-

-

-

Total distributions

(.86)

(.26)

(.10)

(.01)

(.03)

(.02)

Net asset value, end of period

$ 12.44

$ 12.64

$ 11.66

$ 10.80

$ 9.81

$ 8.25

Total Return B, C, D, E

5.35%

10.81%

8.86%

10.20%

19.30%

(17.10)%

Ratios to Average Net Assets G, J

Expenses before reductions

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of fee waivers, if any

.99% A

1.06%

1.17%

1.34%

1.49%

1.48%

Expenses net of all reductions

.98% A

1.02%

1.06%

1.27%

1.37%

1.30%

Net investment income (loss)

.54% A

.68%

1.14% I

.40%

-%

(.01)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 410,332

$ 372,010

$ 293,602

$ 216,223

$ 137,691

$ 65,844

Portfolio turnover rate H

174% A

184%

244%

212%

349%

326%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns do not include the effects of the separate sales charge and other fees assessed through Fidelity Systematic Investment Plans.

D Total returns would have been lower had certain expenses not been reduced during the periods shown.

E Total returns do not include the effect of the sales charges.

F Calculated based on average shares outstanding during the period.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

I Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .74%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

L Class N was renamed Class A on July 12, 2005.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.57

$ 11.66

$ 11.34

Income from Investment Operations

Net investment income (loss) E

.01

.04

.01

Net realized and unrealized gain (loss)

.63

1.14

.31

Total from investment operations

.64

1.18

.32

Distributions from net investment income

(.09)

(.08)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.86)

(.27)

-

Net asset value, end of period

$ 12.35

$ 12.57

$ 11.66

Total Return B, C, D

5.20%

10.31%

2.82%

Ratios to Average Net Assets F, I

Expenses before reductions

1.45% A

1.43%

1.33% A

Expenses net of fee waivers, if any

1.45% A

1.43%

1.33% A

Expenses net of all reductions

1.44% A

1.39%

1.21% A

Net investment income (loss)

.08% A

.31%

.19% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 918

$ 434

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.51

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.02)

(.03)

(.01)

Net realized and unrealized gain (loss)

.62

1.15

.31

Total from investment operations

.60

1.12

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.30

$ 12.51

$ 11.64

Total Return B, C, D

4.88%

9.74%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.95%

1.85% A

Expenses net of fee waivers, if any

1.94% A

1.95%

1.85% A

Expenses net of all reductions

1.93% A

1.91%

1.74% A

Net investment income (loss)

(.40)% A

(.21)%

(.32)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 405

$ 284

$ 118

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.53

$ 11.64

$ 11.34

Income from Investment Operations

Net investment income (loss) E

(.03)

(.01)

(.01)

Net realized and unrealized gain (loss)

.63

1.15

.31

Total from investment operations

.60

1.14

.30

Distributions from net investment income

(.04)

(.06)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.81)

(.25)

-

Net asset value, end of period

$ 12.32

$ 12.53

$ 11.64

Total Return B, C, D

4.85%

9.89%

2.65%

Ratios to Average Net Assets F, I

Expenses before reductions

1.94% A

1.86%

1.82% A

Expenses net of fee waivers, if any

1.94% A

1.86%

1.82% A

Expenses net of all reductions

1.93% A

1.82%

1.71% A

Net investment income (loss)

(.40)% A

(.12)%

(.30)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 312

$ 229

$ 103

Portfolio turnover rate G

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended March 31, 2007

Years ended September 30,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.90

$ 11.91

$ 11.57

Income from Investment Operations

Net investment income (loss) D

.06

.12

.02

Net realized and unrealized gain (loss)

.63

1.17

.32

Total from investment operations

.69

1.29

.34

Distributions from net investment income

(.14)

(.11)

-

Distributions from net realized gain

(.77)

(.19)

-

Total distributions

(.91)

(.30)

-

Net asset value, end of period

$ 12.68

$ 12.90

$ 11.91

Total Return B, C

5.48%

11.04%

2.94%

Ratios to Average Net Assets E, H

Expenses before reductions

.74% A

.78%

.83% A

Expenses net of fee waivers, if any

.74% A

.78%

.83% A

Expenses net of all reductions

.66% A

.74%

.71% A

Net investment income (loss)

.87% A

.96%

.67% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,105

$ 114

$ 103

Portfolio turnover rate F

174% A

184%

244%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period July 12, 2005 (commencement of sale of shares) to September 30, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended March 31, 2007 (Unaudited)

1. Organization.

Fidelity Advisor Capital Development Fund (the Fund) (formerly Destiny II) is a fund of Fidelity Destiny Portfolios (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 act), as an open-end management investment company organized as a Massachusetts business trust. The Fund is authorized to issue an unlimited number of shares.

The Fund offers six classes of shares, Class O, Class A (formerly Class N), Class T, Class B, Class C, and Institutional Class, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

On September 29, 2006, the President signed into law the Military Personnel Financial Services Protection Act (the "Act") which prohibits the issuance or sale of new periodic payment plans, such as the Destiny Plans. Therefore, effective October 27, 2006, shares of Class A and Class O are no longer offered to the general public through Fidelity Systematic Investment Plans. The Act does not alter the rights or obligations, including rights of redemption, of existing Destiny Planholders. Planholders can continue to contribute to existing Destiny Plans II: O and Destiny Plans II: N.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds, are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM) an affiliate of FMR.

3. Significant Accounting Policies.

The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Security transactions, including the Fund's investment activity in the Fidelity Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. 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 each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent 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 invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 559,802,812

Unrealized depreciation

(77,866,953)

Net unrealized appreciation (depreciation)

$ 481,935,859

Cost for federal income tax purposes

$ 5,045,851,181

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets, results of operations and financial statement disclosures.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The Fund may 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. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $4,568,781,842 and $4,750,369,186, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .56% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 499,281

$ 23,508

Class T

.25%

.25%

1,892

295

Class B

.75%

.25%

1,887

1,561

Class C

.75%

.25%

1,397

1,157

$ 504,457

$ 26,521

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 1,634

Class T

624

Class B*

319

Class C*

139

$ 2,716

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for Class A, Class T, Class B, Class C and Institutional Class. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the transfer agent for Class O. FIIOC and FSC receive account fees and asset-based fees that vary according to account size and type of account of the shareholders of the respective classes of the Fund. FSC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC and FSC pay for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

Amount

% of
Average
Net Assets
*

Class O

$ 159,966

.01

Class A

293,494

.15

Class T

1,334

.35

Class B

638

.34

Class C

475

.34

Institutional Class

1,569

.15

$ 457,476

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $40,334 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $9,423 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, 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, a fund could experience delays and costs in recovering the securities

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending - continued

loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $62,139.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $140,014 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $3,466. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class O

$ 1,524

Class A

8

Institutional Class

830

$ 2,362

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, the Fund's transfer agent, Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of Fidelity Management & Research Company, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. Management has determined that this did not have a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund. FIIOC has reimbursed the Fund for related audit and legal expenses and is in the process of determining appropriate remediation to affected shareholder accounts.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
March 31,
2007

Year ended
September 30,
2006

From net investment income

Class O

$ 53,852,625

$ 51,786,409

Class A

2,750,872

1,888,604

Class T

4,756

741

Class B

1,145

620

Class C

803

496

Institutional Class

23,441

977

Total

$ 56,633,642

$ 53,677,847

From net realized gain

Class O

$ 296,173,523

$ 78,085,736

Class A

23,268,414

4,985,069

Class T

41,151

1,675

Class B

23,203

2,032

Class C

17,168

1,682

Institutional Class

128,925

1,642

Total

$ 319,652,384

$ 83,077,836

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
March 31,
2007

Year ended
September 30,
2006

Six months ended
March 31,
2007

Year ended
September 30,
2006

Class O

Shares sold

9,066,650

21,570,310

$ 116,599,369

$ 264,820,798

Reinvestment of distributions

27,086,419

10,290,012

337,496,766

123,685,398

Shares redeemed

(28,103,899)

(58,861,494)

(361,197,331)

(721,523,302)

Net increase (decrease)

8,049,170

(27,001,172)

$ 92,898,804

$ (333,017,106)

Class A

Shares sold

3,097,000

6,389,797

$ 39,001,303

$ 76,767,777

Reinvestment of distributions

2,112,943

570,507

25,820,160

6,737,690

Shares redeemed

(1,665,023)

(2,695,665)

(20,957,644)

(32,418,260)

Net increase (decrease)

3,544,920

4,264,639

$ 43,863,819

$ 51,087,207

Class T

Shares sold

41,312

25,581

$ 519,885

$ 310,180

Reinvestment of distributions

3,782

205

45,908

2,416

Shares redeemed

(5,232)

(84)

(64,485)

(1,057)

Net increase (decrease)

39,862

25,702

$ 501,308

$ 311,539

Class B

Shares sold

11,851

12,494

$ 149,284

$ 151,306

Reinvestment of distributions

1,910

225

23,154

2,652

Shares redeemed

(3,562)

(112)

(43,893)

(1,355)

Net increase (decrease)

10,199

12,607

$ 128,545

$ 152,603

Class C

Shares sold

8,199

10,424

$ 103,359

$ 127,563

Reinvestment of distributions

1,465

185

17,782

2,178

Shares redeemed

(2,649)

(1,146)

(33,105)

(14,355)

Net increase (decrease)

7,015

9,463

$ 88,036

$ 115,386

Institutional Class

Shares sold

176,199

-

$ 2,288,560

$ -

Reinvestment of distributions

12,238

218

152,366

2,619

Shares redeemed

(31,336)

-

(405,798)

-

Net increase (decrease)

157,101

218

$ 2,035,128

$ 2,619

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management & Research (Far East) Inc.)
Fidelity Investments Japan Limited
Fidelity International Investment Advisers
Fidelity International Investment Advisers (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Boston, MA

ADESII-I-USAN-0507
1.814764.101

(Fidelity Investment logo)(registered trademark)

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Destiny Portfolio's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Destiny Portfolios's (the "Trust") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the Trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Not applicable.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Destiny Portfolios

By:

/s/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

May 22, 2007

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

May 22, 2007

By:

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

Date:

May 22, 2007