N-CSR 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)

245 Summer St., Boston, Massachusetts 02210
(Address of principal executive offices)       (Zip code)

Marc Bryant, Secretary

245 Summer St.

Boston, Massachusetts 02210
(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:

September 30, 2015

Item 1. Reports to Stockholders

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

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Fidelity Advisor®

Capital Development Fund -

Class A, Class T, Class B and Class C

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge)

-10.86%

9.53%

4.93%

Class T (incl. 3.50% sales charge)

-9.25%

9.48%

4.66%

Class B (incl. contingent deferred sales charge) A

-10.43%

9.47%

4.86%

Class C (incl. contingent deferred sales charge) B

-7.22%

9.77%

4.57%

A Class B shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 5%, 2%, and 0%, respectively.

B Class C shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in in Fidelity Advisor® Capital Development Fund - Class A on September 30, 2005, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager Matthew Fruhan: For the year, the fund's share classes (excluding sales charges, if applicable) meaningfully lagged the benchmark S&P 500® index. Versus the S&P 500®, stock picking in the energy sector was the biggest disappointment, while modestly overweighting the beleaguered group also hurt our relative results. Within energy, the fund was especially hampered by positions in energy exploration and production company Apache and Canada-based Suncor, an integrated energy company not in the benchmark. The sharp drop in the oil price hurt both companies, while Suncor was further weighed down by a weaker Canadian dollar, which lowered returns for U.S. investors. Positioning in the consumer discretionary sector also was negative - especially not holding strong-performing benchmark component Amazon.com - while security selection in financials and materials further detracted. On the positive side, our choices in information technology added value. On an individual basis, the biggest contributor was a sizable position in retailer Target, which reported improved financial results over the past 12 months. Also of note, the fund benefited from positions in tobacco companies Lorillard and Reynolds American, both of which we sold after the stocks' prices exceeded our target. Reynolds acquired Lorillard in June.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.59%

 

 

 

Actual

 

$ 1,000.00

$ 912.20

$ 2.83

HypotheticalA

 

$ 1,000.00

$ 1,022.11

$ 2.99

Class A

.89%

 

 

 

Actual

 

$ 1,000.00

$ 910.40

$ 4.26

HypotheticalA

 

$ 1,000.00

$ 1,020.61

$ 4.51

Class T

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 908.40

$ 6.79

HypotheticalA

 

$ 1,000.00

$ 1,017.95

$ 7.18

Class B

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.50

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class C

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.80

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class I

.75%

 

 

 

Actual

 

$ 1,000.00

$ 911.20

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.31

$ 3.80

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

4.4

4.1

General Electric Co.

3.5

2.8

Apple, Inc.

3.4

3.6

Bank of America Corp.

2.8

2.3

Citigroup, Inc.

2.6

2.4

Microsoft Corp.

2.5

2.2

Target Corp.

2.3

2.3

Google, Inc. Class A

2.0

1.6

Procter & Gamble Co.

1.8

1.6

Comcast Corp. Class A

1.8

1.8

 

27.1

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

23.1

21.8

Financials

21.0

19.6

Health Care

12.8

13.0

Industrials

12.3

12.1

Consumer Discretionary

10.5

10.9

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

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Stocks 99.7%

 

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Stocks 99.7%

 

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Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

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Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

* Foreign investments

10.1%

 

** Foreign investments

11.1%

 

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Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.7%

Shares

Value

CONSUMER DISCRETIONARY - 10.5%

Automobiles - 0.2%

Harley-Davidson, Inc.

57,400

$ 3,151,260

Tesla Motors, Inc. (a)

8,700

2,161,080

 

5,312,340

Diversified Consumer Services - 0.4%

H&R Block, Inc.

263,500

9,538,700

Hotels, Restaurants & Leisure - 0.8%

Las Vegas Sands Corp.

138,400

5,255,048

Yum! Brands, Inc.

214,324

17,135,204

 

22,390,252

Household Durables - 0.4%

KB Home (d)

433,300

5,871,215

Taylor Morrison Home Corp. (a)

239,200

4,463,472

 

10,334,687

Internet & Catalog Retail - 0.3%

Priceline Group, Inc. (a)

7,100

8,781,706

Media - 4.6%

Comcast Corp. Class A

828,300

47,113,704

Liberty Global PLC Class A (a)

97,700

4,195,238

Scripps Networks Interactive, Inc. Class A

94,700

4,658,293

Sinclair Broadcast Group, Inc. Class A (d)

328,100

8,307,492

Starz Series A (a)

118,400

4,421,056

Time Warner, Inc.

492,710

33,873,813

Viacom, Inc. Class B (non-vtg.)

450,700

19,447,705

 

122,017,301

Multiline Retail - 2.3%

Target Corp.

767,350

60,359,751

Specialty Retail - 1.4%

Lowe's Companies, Inc.

474,400

32,695,648

Lumber Liquidators Holdings, Inc. (a)(d)

275,900

3,625,326

 

36,320,974

Textiles, Apparel & Luxury Goods - 0.1%

Michael Kors Holdings Ltd. (a)

70,000

2,956,800

TOTAL CONSUMER DISCRETIONARY

278,012,511

CONSUMER STAPLES - 7.1%

Beverages - 2.3%

Diageo PLC

567,002

15,233,598

PepsiCo, Inc.

64,000

6,035,200

SABMiller PLC

111,300

6,291,952

The Coca-Cola Co.

807,100

32,380,852

 

59,941,602

Food & Staples Retailing - 1.2%

CVS Health Corp.

136,200

13,140,576

Tesco PLC

552,000

1,533,232

United Natural Foods, Inc. (a)

98,600

4,783,086

Walgreens Boots Alliance, Inc.

128,600

10,686,660

 

30,143,554

 

Shares

Value

Food Products - 0.1%

Keurig Green Mountain, Inc.

3,325

$ 173,366

Mead Johnson Nutrition Co. Class A

44,000

3,097,600

 

3,270,966

Household Products - 1.8%

Procter & Gamble Co.

661,500

47,588,310

Tobacco - 1.7%

British American Tobacco PLC sponsored ADR

163,864

18,038,149

Philip Morris International, Inc.

348,744

27,665,862

 

45,704,011

TOTAL CONSUMER STAPLES

186,648,443

ENERGY - 8.6%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

717,500

10,102,400

Helmerich & Payne, Inc. (d)

32,500

1,535,950

National Oilwell Varco, Inc.

155,000

5,835,750

Oceaneering International, Inc.

267,700

10,515,256

Schlumberger Ltd.

112,200

7,738,434

 

35,727,790

Oil, Gas & Consumable Fuels - 7.2%

Amyris, Inc. (a)(d)

1,784,459

3,586,763

Anadarko Petroleum Corp.

58,900

3,556,971

Apache Corp.

528,400

20,692,144

Cabot Oil & Gas Corp.

225,000

4,918,500

Cenovus Energy, Inc.

41,900

635,486

Chevron Corp.

532,827

42,029,394

Cobalt International Energy, Inc. (a)

471,100

3,335,388

ConocoPhillips Co.

288,200

13,822,072

Golar LNG Ltd.

99,300

2,768,484

Imperial Oil Ltd.

581,900

18,435,918

Kinder Morgan, Inc.

208,100

5,760,208

Legacy Reserves LP

180,924

739,979

Markwest Energy Partners LP

164,300

7,050,113

Memorial Resource Development Corp. (a)

80,200

1,409,916

Noble Energy, Inc.

63,600

1,919,448

SM Energy Co.

55,600

1,781,424

Suncor Energy, Inc.

1,564,200

41,833,120

The Williams Companies, Inc.

319,158

11,760,972

Williams Partners LP

151,700

4,842,264

 

190,878,564

TOTAL ENERGY

226,606,354

FINANCIALS - 21.0%

Banks - 13.9%

Bank of America Corp.

4,699,300

73,215,094

Citigroup, Inc.

1,398,704

69,389,705

Comerica, Inc.

169,500

6,966,450

Fifth Third Bancorp

270,800

5,120,828

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

JPMorgan Chase & Co.

1,906,010

$ 116,209,427

Lloyds Banking Group PLC

1,034,000

1,177,169

PNC Financial Services Group, Inc.

96,516

8,609,227

Regions Financial Corp.

1,428,300

12,868,983

Standard Chartered PLC (United Kingdom)

735,362

7,128,380

SunTrust Banks, Inc.

669,800

25,613,152

U.S. Bancorp

631,842

25,911,840

Wells Fargo & Co.

315,450

16,198,358

 

368,408,613

Capital Markets - 4.9%

Charles Schwab Corp.

602,355

17,203,259

E*TRADE Financial Corp. (a)

257,800

6,787,874

Goldman Sachs Group, Inc.

5,400

938,304

KKR & Co. LP

303,082

5,085,716

Morgan Stanley

905,800

28,532,700

Northern Trust Corp.

264,095

18,000,715

State Street Corp.

639,990

43,013,728

The Blackstone Group LP

291,200

9,222,304

 

128,784,600

Insurance - 1.7%

American International Group, Inc.

278,900

15,847,098

MetLife, Inc.

433,600

20,444,240

Principal Financial Group, Inc.

172,900

8,185,086

 

44,476,424

Thrifts & Mortgage Finance - 0.5%

MGIC Investment Corp. (a)

1,232,500

11,412,950

Radian Group, Inc.

156,100

2,483,551

 

13,896,501

TOTAL FINANCIALS

555,566,138

HEALTH CARE - 12.8%

Biotechnology - 2.8%

Alnylam Pharmaceuticals, Inc. (a)

34,500

2,772,420

Amgen, Inc.

154,715

21,400,179

Biogen, Inc. (a)

63,400

18,500,754

BioMarin Pharmaceutical, Inc. (a)

13,300

1,400,756

Celldex Therapeutics, Inc. (a)

11,700

123,318

Clovis Oncology, Inc. (a)

28,100

2,584,076

Discovery Laboratories, Inc. (a)

1,202,400

360,720

Genocea Biosciences, Inc. (a)

41,600

284,960

Insmed, Inc. (a)

147,800

2,744,646

Intercept Pharmaceuticals, Inc. (a)(d)

144,314

23,935,920

Spark Therapeutics, Inc.

32,700

1,364,571

 

75,472,320

Health Care Equipment & Supplies - 3.8%

Abbott Laboratories

195,000

7,842,900

Alere, Inc. (a)

665,600

32,048,640

 

Shares

Value

Boston Scientific Corp. (a)

2,139,551

$ 35,110,032

Medtronic PLC

145,600

9,746,464

Neovasc, Inc. (a)

80,100

395,694

St. Jude Medical, Inc.

96,100

6,062,949

Zimmer Biomet Holdings, Inc.

86,200

8,096,766

 

99,303,445

Health Care Providers & Services - 1.9%

Express Scripts Holding Co. (a)

319,600

25,874,816

McKesson Corp.

126,780

23,458,103

 

49,332,919

Health Care Technology - 0.0%

Castlight Health, Inc. Class B (a)

80,700

338,940

Life Sciences Tools & Services - 0.1%

Agilent Technologies, Inc.

96,400

3,309,412

Pharmaceuticals - 4.2%

Allergan PLC (a)

45,200

12,285,812

GlaxoSmithKline PLC sponsored ADR

813,200

31,267,540

Jazz Pharmaceuticals PLC (a)

56,000

7,437,360

Johnson & Johnson

267,760

24,995,396

Teva Pharmaceutical Industries Ltd. sponsored ADR

538,450

30,400,887

TherapeuticsMD, Inc. (a)

485,500

2,845,030

Theravance, Inc.

256,400

1,840,952

 

111,072,977

TOTAL HEALTH CARE

338,830,013

INDUSTRIALS - 12.3%

Aerospace & Defense - 1.4%

KEYW Holding Corp. (a)

120,517

741,180

The Boeing Co.

192,100

25,155,495

United Technologies Corp.

132,000

11,746,680

 

37,643,355

Air Freight & Logistics - 2.0%

FedEx Corp.

96,300

13,865,274

Hub Group, Inc. Class A (a)

244,400

8,898,604

United Parcel Service, Inc. Class B

313,000

30,889,970

 

53,653,848

Building Products - 0.3%

Caesarstone Sdot-Yam Ltd.

25,700

781,280

Lennox International, Inc.

51,600

5,847,828

 

6,629,108

Commercial Services & Supplies - 0.5%

ADT Corp. (d)

455,800

13,628,420

Electrical Equipment - 1.0%

AMETEK, Inc.

165,400

8,653,728

Eaton Corp. PLC

32,300

1,656,990

Emerson Electric Co.

238,100

10,516,877

Hubbell, Inc. Class B

56,918

4,835,184

 

25,662,779

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 3.5%

General Electric Co.

3,693,400

$ 93,147,548

Machinery - 0.8%

Deere & Co.

102,900

7,614,600

Ingersoll-Rand PLC

95,500

4,848,535

Joy Global, Inc. (d)

100,000

1,493,000

Rexnord Corp. (a)

233,300

3,961,434

Valmont Industries, Inc.

37,500

3,558,375

 

21,475,944

Professional Services - 0.5%

Acacia Research Corp.

464,768

4,220,093

Verisk Analytics, Inc. (a)

101,200

7,479,692

 

11,699,785

Road & Rail - 2.1%

CSX Corp.

856,700

23,045,230

Genesee & Wyoming, Inc. Class A (a)

109,400

6,463,352

J.B. Hunt Transport Services, Inc.

134,600

9,610,440

Kansas City Southern

96,000

8,724,480

Norfolk Southern Corp.

86,200

6,585,680

Union Pacific Corp.

18,800

1,662,108

 

56,091,290

Trading Companies & Distributors - 0.2%

HD Supply Holdings, Inc. (a)

209,500

5,995,890

TOTAL INDUSTRIALS

325,627,967

INFORMATION TECHNOLOGY - 23.1%

Communications Equipment - 3.2%

Cisco Systems, Inc.

1,540,200

40,430,250

QUALCOMM, Inc.

838,000

45,025,740

 

85,455,990

Internet Software & Services - 4.6%

Facebook, Inc. Class A (a)

51,000

4,584,900

Google, Inc.:

Class A (a)

81,000

51,707,970

Class C

67,083

40,814,639

Twitter, Inc. (a)

422,400

11,379,456

Yahoo!, Inc. (a)

461,459

13,340,780

 

121,827,745

IT Services - 5.4%

Cognizant Technology Solutions Corp. Class A (a)

141,500

8,859,315

Fidelity National Information Services, Inc.

79,400

5,326,152

IBM Corp.

207,100

30,023,287

MasterCard, Inc. Class A

390,800

35,218,896

Paychex, Inc.

346,100

16,484,743

The Western Union Co.

129,600

2,379,456

 

Shares

Value

Unisys Corp. (a)

556,799

$ 6,625,908

Visa, Inc. Class A

532,800

37,114,848

 

142,032,605

Semiconductors & Semiconductor Equipment - 0.7%

Broadcom Corp. Class A

259,636

13,353,079

Marvell Technology Group Ltd.

488,100

4,417,305

 

17,770,384

Software - 4.1%

Adobe Systems, Inc. (a)

113,200

9,307,304

Autodesk, Inc. (a)

133,700

5,901,518

Microsoft Corp.

1,492,700

66,066,902

Oracle Corp.

521,550

18,838,386

Salesforce.com, Inc. (a)

123,300

8,560,719

 

108,674,829

Technology Hardware, Storage & Peripherals - 5.1%

Apple, Inc.

818,600

90,291,580

EMC Corp.

1,244,200

30,059,872

First Data Holdings, Inc. Class B (a)(e)

2,081,477

9,491,535

Western Digital Corp.

63,100

5,012,664

 

134,855,651

TOTAL INFORMATION TECHNOLOGY

610,617,204

MATERIALS - 2.9%

Chemicals - 2.4%

Airgas, Inc.

131,590

11,754,935

E.I. du Pont de Nemours & Co.

92,847

4,475,225

Intrepid Potash, Inc. (a)

399,140

2,211,236

LyondellBasell Industries NV Class A

34,600

2,884,256

Monsanto Co.

303,900

25,934,826

Potash Corp. of Saskatchewan, Inc.

354,400

7,284,520

Syngenta AG (Switzerland)

29,010

9,295,117

 

63,840,115

Containers & Packaging - 0.3%

WestRock Co.

181,134

9,317,533

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

494,500

4,791,705

TOTAL MATERIALS

77,949,353

TELECOMMUNICATION SERVICES - 1.1%

Diversified Telecommunication Services - 1.1%

Verizon Communications, Inc.

640,306

27,859,714

UTILITIES - 0.3%

Electric Utilities - 0.2%

Exelon Corp.

154,900

4,600,530

Common Stocks - continued

Shares

Value

UTILITIES - continued

Independent Power and Renewable Electricity Producers - 0.1%

Dynegy, Inc. (a)

195,800

$ 4,047,186

TOTAL UTILITIES

8,647,716

TOTAL COMMON STOCKS

(Cost $2,549,719,898)


2,636,365,413

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc. Series D (a)(e)

28,061

13,927

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $474,963)


13,927

Money Market Funds - 1.3%

 

 

 

 

Fidelity Cash Central Fund, 0.18% (b)

1,431,347

1,431,347

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

33,335,273

33,335,273

TOTAL MONEY MARKET FUNDS

(Cost $34,766,620)


34,766,620

TOTAL INVESTMENT
PORTFOLIO - 101.0%

(Cost $2,584,961,481)

2,671,145,960

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(26,793,565)

NET ASSETS - 100%

$ 2,644,352,395

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or 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) 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 $9,505,462 or 0.4% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,325,908

NJOY, Inc. Series D

2/14/14

$ 474,963

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

$ 12,798

Fidelity Securities Lending Cash Central Fund

953,751

Total

$ 966,549

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 278,026,438

$ 278,012,511

$ -

$ 13,927

Consumer Staples

186,648,443

169,881,613

16,766,830

-

Energy

226,606,354

226,606,354

-

-

Financials

555,566,138

554,388,969

1,177,169

-

Health Care

338,830,013

338,830,013

-

-

Industrials

325,627,967

325,627,967

-

-

Information Technology

610,617,204

601,125,669

-

9,491,535

Materials

77,949,353

68,654,236

9,295,117

-

Telecommunication Services

27,859,714

27,859,714

-

-

Utilities

8,647,716

8,647,716

-

-

Money Market Funds

34,766,620

34,766,620

-

-

Total Investments in Securities:

$ 2,671,145,960

$ 2,634,401,382

$ 27,239,116

$ 9,505,462

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.9%

United Kingdom

3.7%

Canada

2.6%

Ireland

1.5%

Israel

1.2%

Others (Individually Less Than 1%)

1.1%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $32,400,550) - See accompanying schedule:

Unaffiliated issuers (cost $2,550,194,861)

$ 2,636,379,340

 

Fidelity Central Funds (cost $34,766,620)

34,766,620

 

Total Investments (cost $2,584,961,481)

 

$ 2,671,145,960

Foreign currency held at value (cost $289,222)

290,835

Receivable for investments sold

19,526,298

Receivable for fund shares sold

363,153

Dividends receivable

4,359,512

Distributions receivable from Fidelity Central Funds

86,957

Prepaid expenses

9,001

Other receivables

505,595

Total assets

2,696,287,311

 

 

 

Liabilities

Payable for investments purchased

$ 15,988,189

Payable for fund shares redeemed

1,026,534

Accrued management fee

1,241,154

Distribution and service plan fees payable

76,970

Other affiliated payables

121,587

Other payables and accrued expenses

145,209

Collateral on securities loaned, at value

33,335,273

Total liabilities

51,934,916

 

 

 

Net Assets

$ 2,644,352,395

Net Assets consist of:

 

Paid in capital

$ 2,432,736,121

Undistributed net investment income

29,821,115

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

95,808,631

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

85,986,528

Net Assets

$ 2,644,352,395

Statement of Assets and Liabilities - continued

 

September 30, 2015

 

 

 

Class O:
Net Asset Value,
offering price and redemption price per share ($2,290,766,713 ÷ 172,284,867 shares)

$ 13.30

 

 

 

Class A:
Net Asset Value
and redemption price per share ($347,874,942 ÷ 26,969,376 shares)

$ 12.90

 

 

 

Maximum offering price per share (100/94.25 of $12.90)

$ 13.69

Class T:
Net Asset Value
and redemption price per share ($2,066,334 ÷ 164,116 shares)

$ 12.59

 

 

 

Maximum offering price per share (100/96.50 of $12.59)

$ 13.05

Class B:
Net Asset Value
and offering price per share ($92,417 ÷ 7,529 shares)A

$ 12.27

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,948,331 ÷ 159,519 shares)A

$ 12.21

 

 

 

Class I:
Net Asset Value
, offering price and redemption price per share ($1,603,658 ÷ 120,189 shares)

$ 13.34

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.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended September 30, 2015

Investment Income

 

 

Dividends

 

$ 58,566,629

Income from Fidelity Central Funds

 

966,549

Total income

 

59,533,178

 

 

 

Expenses

Management fee

$ 16,478,274

Transfer agent fees

303,889

Distribution and service plan fees

1,007,706

Accounting and security lending fees

891,236

Custodian fees and expenses

90,870

Independent trustees' compensation

13,192

Depreciation in deferred trustee compensation account

(43)

Registration fees

77,128

Audit

75,115

Legal

18,378

Interest

138

Miscellaneous

21,619

Total expenses before reductions

18,977,502

Expense reductions

(100,395)

18,877,107

 

 

 

Net investment income (loss)

40,656,071

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

107,093,043

Foreign currency transactions

11,009

Total net realized gain (loss)

 

107,104,052

Change in net unrealized appreciation (depreciation) on:

Investment securities

(285,117,204)

Assets and liabilities in foreign currencies

(26,003)

Total change in net unrealized appreciation (depreciation)

 

(285,143,207)

Net gain (loss)

(178,039,155)

Net increase (decrease) in net assets resulting from operations

$ (137,383,084)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 40,656,071

$ 37,078,894

Net realized gain (loss)

107,104,052

756,490,199

Change in net unrealized appreciation (depreciation)

(285,143,207)

(329,040,539)

Net increase (decrease) in net assets resulting from operations

(137,383,084)

464,528,554

Distributions to shareholders from net investment income

(37,611,672)

(17,694,240)

Distributions to shareholders from net realized gain

(413,083,355)

-

Total distributions

(450,695,027)

(17,694,240)

Share transactions - net increase (decrease)

203,326,997

(277,301,163)

Total increase (decrease) in net assets

(384,751,114)

169,533,151

 

 

 

Net Assets

Beginning of period

3,029,103,509

2,859,570,358

End of period (including undistributed net investment income of $29,821,115 and undistributed net investment
income of $28,973,761, respectively)

$ 2,644,352,395

$ 3,029,103,509

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.53

$ 14.24

$ 12.04

$ 9.67

$ 9.50

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.21

.20

.11

.12

.05

Net realized and unrealized gain (loss)

(.95)

2.19

2.22

2.32

.18

Total from investment operations

(.74)

2.39

2.33

2.44

.23

Distributions from net investment income

(.21)

(.10)

(.13)

(.06)

(.05)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.49)

(.10)

(.13)

(.07)

(.06)

Net asset value, end of period

$ 13.30

$ 16.53

$ 14.24

$ 12.04

$ 9.67

Total Return A, B

(5.16)%

16.83%

19.62%

25.38%

2.33%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

.59%

.60%

.60%

.61%

.61%

Expenses net of fee waivers, if any

.59%

.60%

.60%

.61%

.61%

Expenses net of all reductions

.59%

.59%

.59%

.60%

.59%

Net investment income (loss)

1.40%

1.27%

.90%

1.05%

.48%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,290,767

$ 2,634,214

$ 2,497,596

$ 2,382,741

$ 2,150,649

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.10

$ 13.87

$ 11.74

$ 9.42

$ 9.26

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.16

.15

.07

.08

.01

Net realized and unrealized gain (loss)

(.92)

2.13

2.15

2.28

.17

Total from investment operations

(.76)

2.28

2.22

2.36

.18

Distributions from net investment income

(.17)

(.05)

(.09)

(.03)

(.01)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.44) H

(.05)

(.09)

(.04)

(.02)

Net asset value, end of period

$ 12.90

$ 16.10

$ 13.87

$ 11.74

$ 9.42

Total Return A, B, C

(5.42)%

16.50%

19.12%

25.06%

1.91%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

.89%

.89%

.92%

.94%

.95%

Expenses net of fee waivers, if any

.89%

.89%

.92%

.94%

.95%

Expenses net of all reductions

.89%

.89%

.90%

.94%

.94%

Net investment income (loss)

1.10%

.97%

.58%

.71%

.13%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 347,875

$ 389,001

$ 357,203

$ 325,967

$ 284,072

Portfolio turnover rate F

33%

115%

57%

43%

118%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $2.44 per share is comprised of distributions from net investment income of $.166 and distributions from net realized gain of $2.278 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.78

$ 13.62

$ 11.55

$ 9.28

$ 9.15

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.08

.06

.01

.02

(.04)

Net realized and unrealized gain (loss)

(.89)

2.10

2.12

2.25

.17

Total from investment operations

(.81)

2.16

2.13

2.27

.13

Distributions from net investment income

(.10)

-

(.06)

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.38)

-

(.06)

-

-

Net asset value, end of period

$ 12.59

$ 15.78

$ 13.62

$ 11.55

$ 9.28

Total Return A, B

(5.96)%

15.86%

18.50%

24.46%

1.42%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of fee waivers, if any

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of all reductions

1.42%

1.43%

1.43%

1.45%

1.43%

Net investment income (loss)

.56%

.43%

.05%

.20%

(.37)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,066

$ 2,140

$ 1,543

$ 1,007

$ 739

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.40

$ 13.35

$ 11.31

$ 9.13

$ 9.05

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.03)

(.09)

Net realized and unrealized gain (loss)

(.87)

2.05

2.09

2.21

.17

Total from investment operations

(.86)

2.05

2.04

2.18

.08

Distributions from net realized gain

(2.27)

-

-

-

-

Net asset value, end of period

$ 12.27

$ 15.40

$ 13.35

$ 11.31

$ 9.13

Total Return A, B

(6.44)%

15.36%

18.04%

23.88%

.88%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of all reductions

1.89%

1.89%

1.89%

1.90%

1.89%

Net investment income (loss)

.09%

(.03)%

(.40)%

(.25)%

(.82)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 92

$ 144

$ 184

$ 235

$ 296

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.36

$ 13.32

$ 11.28

$ 9.11

$ 9.02

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.02)

(.08)

Net realized and unrealized gain (loss)

(.87)

2.04

2.09

2.19

.17

Total from investment operations

(.86)

2.04

2.04

2.17

.09

Distributions from net investment income

(.01)

-

-

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.29)

-

-

-

-

Net asset value, end of period

$ 12.21

$ 15.36

$ 13.32

$ 11.28

$ 9.11

Total Return A, B

(6.43)%

15.32%

18.09%

23.82%

1.00%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of all reductions

1.89%

1.89%

1.88%

1.87%

1.85%

Net investment income (loss)

.10%

(.03)%

(.39)%

(.22)%

(.79)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,948

$ 1,879

$ 1,764

$ 1,380

$ 1,007

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

Financial Highlights - Fidelity Advisor Capital Development Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.58

$ 14.28

$ 12.09

$ 9.71

$ 9.54

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.19

.18

.09

.09

.02

Net realized and unrealized gain (loss)

(.96)

2.20

2.21

2.34

.18

Total from investment operations

(.77)

2.38

2.30

2.43

.20

Distributions from net investment income

(.19)

(.08)

(.11)

(.04)

(.02)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.47)

(.08)

(.11)

(.05)

(.03)

Net asset value, end of period

$ 13.34

$ 16.58

$ 14.28

$ 12.09

$ 9.71

Total Return A

(5.35)%

16.72%

19.24%

25.10%

2.04%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

.75%

.74%

.79%

.87%

.88%

Expenses net of fee waivers, if any

.75%

.74%

.79%

.87%

.88%

Expenses net of all reductions

.75%

.73%

.78%

.86%

.86%

Net investment income (loss)

1.24%

1.13%

.71%

.79%

.21%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,604

$ 1,726

$ 1,281

$ 385

$ 199

Portfolio turnover rate D

33%

115%

57%

43%

118%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

1. Organization.

Fidelity Advisor Capital Development 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 five classes of shares, Class O, Class A (formerly Class N), Class T, Class C, and Class I(formerly Institutional Class), each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 Destiny Plans II:O and Destiny Plans II:N.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of September 30, 2015 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, partnerships, deferred trustees compensation and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 359,221,525

Gross unrealized depreciation

(275,420,187)

Net unrealized appreciation (depreciation) on securities

$ 83,801,338

Tax Cost

$ 2,587,344,622

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 29,903,424

Undistributed long-term capital gain

$ 100,626,611

Net unrealized appreciation (depreciation) on securities and other investments

$ 83,605,723

The Fund intends to elect to defer to its next fiscal year $2,434,838 of capital losses recognized during the period November 1, 2014 to September 30, 2015.

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 39,968,923

$ 17,694,240

Long-term Capital Gains

410,726,104

-

Total

$ 450,695,027

$ 17,694,240

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $972,655,394 and $1,166,760,805, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .55% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

975,476

11,227

Class T

.25%

.25%

11,326

49

Class B

.75%

.25%

1,276

958

Class C

.75%

.25%

19,628

2,317

 

 

 

$ 1,007,706

$ 14,551

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

7,293

Class T

1,447

Class B*

-

Class C*

505

 

$ 9,245

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, and Class I. FIIOC receives 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. FIIOC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 93,621

.00*

Class A

193,255

.05

Class T

7,621

.34

Class B

386

.30

Class C

5,960

.30

Class I

3,046

.16

 

$ 303,889

 

* Amount represents less than 0.005%.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $19,646 for the period.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

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 or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 4,678,333

.35%

$ 138

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $4,422 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $953,751, including $3,863 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $86,535 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $12,123 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 1,393

Class A

298

Class T

5

Class C

5

Class I

36

 

$ 1,737

Annual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 33,600,473

$ 16,337,634

Class A

3,972,265

1,348,617

Class T

13,494

-

Class C

1,465

-

Class I

23,975

7,989

Total

$ 37,611,672

$ 17,694,240

From net realized gain

 

 

Class O

$ 357,672,834

$ -

Class A

54,510,836

-

Class T

316,906

-

Class B

20,279

-

Class C

278,048

-

Class I

284,452

-

Total

$ 413,083,355

$ -

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

3,465,693

4,090,392

$ 51,730,981

$ 63,553,916

Reinvestment of distributions

27,334,022

999,794

381,036,246

14,777,018

Shares redeemed

(17,887,979)

(21,145,176)

(267,340,065)

(331,436,126)

Net increase (decrease)

12,911,736

(16,054,990)

$ 165,427,162

$ (253,105,192)

Class A

 

 

 

 

Shares sold

1,335,357

1,535,341

$ 19,472,587

$ 23,321,304

Reinvestment of distributions

4,291,544

80,289

58,150,425

1,158,566

Shares redeemed

(2,815,140)

(3,204,566)

(40,869,718)

(48,997,219)

Net increase (decrease)

2,811,761

(1,588,936)

$ 36,753,294

$ (24,517,349)

Class T

 

 

 

 

Shares sold

38,308

42,814

$ 544,786

$ 649,746

Reinvestment of distributions

24,795

-

329,525

-

Shares redeemed

(34,604)

(20,449)

(480,691)

(304,587)

Net increase (decrease)

28,499

22,365

$ 393,620

$ 345,159

Class B

 

 

 

 

Shares sold

-

1,641

$ -

$ 22,982

Reinvestment of distributions

1,560

-

20,279

-

Shares redeemed

(3,365)

(6,094)

(46,212)

(88,613)

Net increase (decrease)

(1,805)

(4,453)

$ (25,933)

$ (65,631)

Class C

 

 

 

 

Shares sold

37,660

16,997

$ 510,667

$ 248,655

Reinvestment of distributions

17,743

-

229,419

-

Shares redeemed

(18,198)

(27,156)

(249,829)

(403,263)

Net increase (decrease)

37,205

(10,159)

$ 490,257

$ (154,608)

Class I

 

 

 

 

Shares sold

75,425

73,522

$ 1,179,164

$ 1,154,256

Reinvestment of distributions

20,995

525

293,929

7,794

Shares redeemed

(80,371)

(59,595)

(1,184,496)

(965,592)

Net increase (decrease)

16,049

14,452

$ 288,597

$ 196,458

Annual Report

Notes to Financial Statements - continued

11. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Capital Development Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Capital Development Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Capital Development Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 13, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015, $108,759,794, or, if subsequently determined to be different, the net capital gain of such year.

Class A, Class T, Class B and Class C designate 100% of the dividends distributed respectively during fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A, Class T, Class B and Class C designate 100% of dividends distributed respectively during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Capital Development Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history. The Board noted that there was a portfolio management change for the fund in December 2013.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Fidelity Advisor Capital Development Fund

sii202392

The Board has discussed with FMR the fund's underperformance (based on the December 31, 2014 data presented herein) and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance. The Board noted that the fund's performance has improved since the period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG% of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Capital Development Fund

sii202394

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited
FMR Investment Management (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

(Fidelity Investment logo)(registered trademark)

ADESII-UANN-1115
1.814755.110

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

iii371751

Fidelity Advisor®

Capital Development Fund -

Class I

(formerly Institutional Class)

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class I

-5.35%

10.96%

5.72%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in in Fidelity Advisor® Capital Development Fund - Class I on September 30, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

iii371764

Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager Matthew Fruhan: For the year, the fund's share classes (excluding sales charges, if applicable) meaningfully lagged the benchmark S&P 500® index. Versus the S&P 500®, stock picking in the energy sector was the biggest disappointment, while modestly overweighting the beleaguered group also hurt our relative results. Within energy, the fund was especially hampered by positions in energy exploration and production company Apache and Canada-based Suncor, an integrated energy company not in the benchmark. The sharp drop in the oil price hurt both companies, while Suncor was further weighed down by a weaker Canadian dollar, which lowered returns for U.S. investors. Positioning in the consumer discretionary sector also was negative - especially not holding strong-performing benchmark component Amazon.com - while security selection in financials and materials further detracted. On the positive side, our choices in information technology added value. On an individual basis, the biggest contributor was a sizable position in retailer Target, which reported improved financial results over the past 12 months. Also of note, the fund benefited from positions in tobacco companies Lorillard and Reynolds American, both of which we sold after the stocks' prices exceeded our target. Reynolds acquired Lorillard in June.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.59%

 

 

 

Actual

 

$ 1,000.00

$ 912.20

$ 2.83

HypotheticalA

 

$ 1,000.00

$ 1,022.11

$ 2.99

Class A

.89%

 

 

 

Actual

 

$ 1,000.00

$ 910.40

$ 4.26

HypotheticalA

 

$ 1,000.00

$ 1,020.61

$ 4.51

Class T

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 908.40

$ 6.79

HypotheticalA

 

$ 1,000.00

$ 1,017.95

$ 7.18

Class B

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.50

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class C

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.80

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class I

.75%

 

 

 

Actual

 

$ 1,000.00

$ 911.20

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.31

$ 3.80

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

4.4

4.1

General Electric Co.

3.5

2.8

Apple, Inc.

3.4

3.6

Bank of America Corp.

2.8

2.3

Citigroup, Inc.

2.6

2.4

Microsoft Corp.

2.5

2.2

Target Corp.

2.3

2.3

Google, Inc. Class A

2.0

1.6

Procter & Gamble Co.

1.8

1.6

Comcast Corp. Class A

1.8

1.8

 

27.1

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

23.1

21.8

Financials

21.0

19.6

Health Care

12.8

13.0

Industrials

12.3

12.1

Consumer Discretionary

10.5

10.9

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

iii371766

Stocks 99.7%

 

iii371768

Stocks 99.7%

 

iii371770

Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

iii371772

Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

* Foreign investments

10.1%

 

** Foreign investments

11.1%

 

iii371774

Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.7%

Shares

Value

CONSUMER DISCRETIONARY - 10.5%

Automobiles - 0.2%

Harley-Davidson, Inc.

57,400

$ 3,151,260

Tesla Motors, Inc. (a)

8,700

2,161,080

 

5,312,340

Diversified Consumer Services - 0.4%

H&R Block, Inc.

263,500

9,538,700

Hotels, Restaurants & Leisure - 0.8%

Las Vegas Sands Corp.

138,400

5,255,048

Yum! Brands, Inc.

214,324

17,135,204

 

22,390,252

Household Durables - 0.4%

KB Home (d)

433,300

5,871,215

Taylor Morrison Home Corp. (a)

239,200

4,463,472

 

10,334,687

Internet & Catalog Retail - 0.3%

Priceline Group, Inc. (a)

7,100

8,781,706

Media - 4.6%

Comcast Corp. Class A

828,300

47,113,704

Liberty Global PLC Class A (a)

97,700

4,195,238

Scripps Networks Interactive, Inc. Class A

94,700

4,658,293

Sinclair Broadcast Group, Inc. Class A (d)

328,100

8,307,492

Starz Series A (a)

118,400

4,421,056

Time Warner, Inc.

492,710

33,873,813

Viacom, Inc. Class B (non-vtg.)

450,700

19,447,705

 

122,017,301

Multiline Retail - 2.3%

Target Corp.

767,350

60,359,751

Specialty Retail - 1.4%

Lowe's Companies, Inc.

474,400

32,695,648

Lumber Liquidators Holdings, Inc. (a)(d)

275,900

3,625,326

 

36,320,974

Textiles, Apparel & Luxury Goods - 0.1%

Michael Kors Holdings Ltd. (a)

70,000

2,956,800

TOTAL CONSUMER DISCRETIONARY

278,012,511

CONSUMER STAPLES - 7.1%

Beverages - 2.3%

Diageo PLC

567,002

15,233,598

PepsiCo, Inc.

64,000

6,035,200

SABMiller PLC

111,300

6,291,952

The Coca-Cola Co.

807,100

32,380,852

 

59,941,602

Food & Staples Retailing - 1.2%

CVS Health Corp.

136,200

13,140,576

Tesco PLC

552,000

1,533,232

United Natural Foods, Inc. (a)

98,600

4,783,086

Walgreens Boots Alliance, Inc.

128,600

10,686,660

 

30,143,554

 

Shares

Value

Food Products - 0.1%

Keurig Green Mountain, Inc.

3,325

$ 173,366

Mead Johnson Nutrition Co. Class A

44,000

3,097,600

 

3,270,966

Household Products - 1.8%

Procter & Gamble Co.

661,500

47,588,310

Tobacco - 1.7%

British American Tobacco PLC sponsored ADR

163,864

18,038,149

Philip Morris International, Inc.

348,744

27,665,862

 

45,704,011

TOTAL CONSUMER STAPLES

186,648,443

ENERGY - 8.6%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

717,500

10,102,400

Helmerich & Payne, Inc. (d)

32,500

1,535,950

National Oilwell Varco, Inc.

155,000

5,835,750

Oceaneering International, Inc.

267,700

10,515,256

Schlumberger Ltd.

112,200

7,738,434

 

35,727,790

Oil, Gas & Consumable Fuels - 7.2%

Amyris, Inc. (a)(d)

1,784,459

3,586,763

Anadarko Petroleum Corp.

58,900

3,556,971

Apache Corp.

528,400

20,692,144

Cabot Oil & Gas Corp.

225,000

4,918,500

Cenovus Energy, Inc.

41,900

635,486

Chevron Corp.

532,827

42,029,394

Cobalt International Energy, Inc. (a)

471,100

3,335,388

ConocoPhillips Co.

288,200

13,822,072

Golar LNG Ltd.

99,300

2,768,484

Imperial Oil Ltd.

581,900

18,435,918

Kinder Morgan, Inc.

208,100

5,760,208

Legacy Reserves LP

180,924

739,979

Markwest Energy Partners LP

164,300

7,050,113

Memorial Resource Development Corp. (a)

80,200

1,409,916

Noble Energy, Inc.

63,600

1,919,448

SM Energy Co.

55,600

1,781,424

Suncor Energy, Inc.

1,564,200

41,833,120

The Williams Companies, Inc.

319,158

11,760,972

Williams Partners LP

151,700

4,842,264

 

190,878,564

TOTAL ENERGY

226,606,354

FINANCIALS - 21.0%

Banks - 13.9%

Bank of America Corp.

4,699,300

73,215,094

Citigroup, Inc.

1,398,704

69,389,705

Comerica, Inc.

169,500

6,966,450

Fifth Third Bancorp

270,800

5,120,828

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

JPMorgan Chase & Co.

1,906,010

$ 116,209,427

Lloyds Banking Group PLC

1,034,000

1,177,169

PNC Financial Services Group, Inc.

96,516

8,609,227

Regions Financial Corp.

1,428,300

12,868,983

Standard Chartered PLC (United Kingdom)

735,362

7,128,380

SunTrust Banks, Inc.

669,800

25,613,152

U.S. Bancorp

631,842

25,911,840

Wells Fargo & Co.

315,450

16,198,358

 

368,408,613

Capital Markets - 4.9%

Charles Schwab Corp.

602,355

17,203,259

E*TRADE Financial Corp. (a)

257,800

6,787,874

Goldman Sachs Group, Inc.

5,400

938,304

KKR & Co. LP

303,082

5,085,716

Morgan Stanley

905,800

28,532,700

Northern Trust Corp.

264,095

18,000,715

State Street Corp.

639,990

43,013,728

The Blackstone Group LP

291,200

9,222,304

 

128,784,600

Insurance - 1.7%

American International Group, Inc.

278,900

15,847,098

MetLife, Inc.

433,600

20,444,240

Principal Financial Group, Inc.

172,900

8,185,086

 

44,476,424

Thrifts & Mortgage Finance - 0.5%

MGIC Investment Corp. (a)

1,232,500

11,412,950

Radian Group, Inc.

156,100

2,483,551

 

13,896,501

TOTAL FINANCIALS

555,566,138

HEALTH CARE - 12.8%

Biotechnology - 2.8%

Alnylam Pharmaceuticals, Inc. (a)

34,500

2,772,420

Amgen, Inc.

154,715

21,400,179

Biogen, Inc. (a)

63,400

18,500,754

BioMarin Pharmaceutical, Inc. (a)

13,300

1,400,756

Celldex Therapeutics, Inc. (a)

11,700

123,318

Clovis Oncology, Inc. (a)

28,100

2,584,076

Discovery Laboratories, Inc. (a)

1,202,400

360,720

Genocea Biosciences, Inc. (a)

41,600

284,960

Insmed, Inc. (a)

147,800

2,744,646

Intercept Pharmaceuticals, Inc. (a)(d)

144,314

23,935,920

Spark Therapeutics, Inc.

32,700

1,364,571

 

75,472,320

Health Care Equipment & Supplies - 3.8%

Abbott Laboratories

195,000

7,842,900

Alere, Inc. (a)

665,600

32,048,640

 

Shares

Value

Boston Scientific Corp. (a)

2,139,551

$ 35,110,032

Medtronic PLC

145,600

9,746,464

Neovasc, Inc. (a)

80,100

395,694

St. Jude Medical, Inc.

96,100

6,062,949

Zimmer Biomet Holdings, Inc.

86,200

8,096,766

 

99,303,445

Health Care Providers & Services - 1.9%

Express Scripts Holding Co. (a)

319,600

25,874,816

McKesson Corp.

126,780

23,458,103

 

49,332,919

Health Care Technology - 0.0%

Castlight Health, Inc. Class B (a)

80,700

338,940

Life Sciences Tools & Services - 0.1%

Agilent Technologies, Inc.

96,400

3,309,412

Pharmaceuticals - 4.2%

Allergan PLC (a)

45,200

12,285,812

GlaxoSmithKline PLC sponsored ADR

813,200

31,267,540

Jazz Pharmaceuticals PLC (a)

56,000

7,437,360

Johnson & Johnson

267,760

24,995,396

Teva Pharmaceutical Industries Ltd. sponsored ADR

538,450

30,400,887

TherapeuticsMD, Inc. (a)

485,500

2,845,030

Theravance, Inc.

256,400

1,840,952

 

111,072,977

TOTAL HEALTH CARE

338,830,013

INDUSTRIALS - 12.3%

Aerospace & Defense - 1.4%

KEYW Holding Corp. (a)

120,517

741,180

The Boeing Co.

192,100

25,155,495

United Technologies Corp.

132,000

11,746,680

 

37,643,355

Air Freight & Logistics - 2.0%

FedEx Corp.

96,300

13,865,274

Hub Group, Inc. Class A (a)

244,400

8,898,604

United Parcel Service, Inc. Class B

313,000

30,889,970

 

53,653,848

Building Products - 0.3%

Caesarstone Sdot-Yam Ltd.

25,700

781,280

Lennox International, Inc.

51,600

5,847,828

 

6,629,108

Commercial Services & Supplies - 0.5%

ADT Corp. (d)

455,800

13,628,420

Electrical Equipment - 1.0%

AMETEK, Inc.

165,400

8,653,728

Eaton Corp. PLC

32,300

1,656,990

Emerson Electric Co.

238,100

10,516,877

Hubbell, Inc. Class B

56,918

4,835,184

 

25,662,779

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 3.5%

General Electric Co.

3,693,400

$ 93,147,548

Machinery - 0.8%

Deere & Co.

102,900

7,614,600

Ingersoll-Rand PLC

95,500

4,848,535

Joy Global, Inc. (d)

100,000

1,493,000

Rexnord Corp. (a)

233,300

3,961,434

Valmont Industries, Inc.

37,500

3,558,375

 

21,475,944

Professional Services - 0.5%

Acacia Research Corp.

464,768

4,220,093

Verisk Analytics, Inc. (a)

101,200

7,479,692

 

11,699,785

Road & Rail - 2.1%

CSX Corp.

856,700

23,045,230

Genesee & Wyoming, Inc. Class A (a)

109,400

6,463,352

J.B. Hunt Transport Services, Inc.

134,600

9,610,440

Kansas City Southern

96,000

8,724,480

Norfolk Southern Corp.

86,200

6,585,680

Union Pacific Corp.

18,800

1,662,108

 

56,091,290

Trading Companies & Distributors - 0.2%

HD Supply Holdings, Inc. (a)

209,500

5,995,890

TOTAL INDUSTRIALS

325,627,967

INFORMATION TECHNOLOGY - 23.1%

Communications Equipment - 3.2%

Cisco Systems, Inc.

1,540,200

40,430,250

QUALCOMM, Inc.

838,000

45,025,740

 

85,455,990

Internet Software & Services - 4.6%

Facebook, Inc. Class A (a)

51,000

4,584,900

Google, Inc.:

Class A (a)

81,000

51,707,970

Class C

67,083

40,814,639

Twitter, Inc. (a)

422,400

11,379,456

Yahoo!, Inc. (a)

461,459

13,340,780

 

121,827,745

IT Services - 5.4%

Cognizant Technology Solutions Corp. Class A (a)

141,500

8,859,315

Fidelity National Information Services, Inc.

79,400

5,326,152

IBM Corp.

207,100

30,023,287

MasterCard, Inc. Class A

390,800

35,218,896

Paychex, Inc.

346,100

16,484,743

The Western Union Co.

129,600

2,379,456

 

Shares

Value

Unisys Corp. (a)

556,799

$ 6,625,908

Visa, Inc. Class A

532,800

37,114,848

 

142,032,605

Semiconductors & Semiconductor Equipment - 0.7%

Broadcom Corp. Class A

259,636

13,353,079

Marvell Technology Group Ltd.

488,100

4,417,305

 

17,770,384

Software - 4.1%

Adobe Systems, Inc. (a)

113,200

9,307,304

Autodesk, Inc. (a)

133,700

5,901,518

Microsoft Corp.

1,492,700

66,066,902

Oracle Corp.

521,550

18,838,386

Salesforce.com, Inc. (a)

123,300

8,560,719

 

108,674,829

Technology Hardware, Storage & Peripherals - 5.1%

Apple, Inc.

818,600

90,291,580

EMC Corp.

1,244,200

30,059,872

First Data Holdings, Inc. Class B (a)(e)

2,081,477

9,491,535

Western Digital Corp.

63,100

5,012,664

 

134,855,651

TOTAL INFORMATION TECHNOLOGY

610,617,204

MATERIALS - 2.9%

Chemicals - 2.4%

Airgas, Inc.

131,590

11,754,935

E.I. du Pont de Nemours & Co.

92,847

4,475,225

Intrepid Potash, Inc. (a)

399,140

2,211,236

LyondellBasell Industries NV Class A

34,600

2,884,256

Monsanto Co.

303,900

25,934,826

Potash Corp. of Saskatchewan, Inc.

354,400

7,284,520

Syngenta AG (Switzerland)

29,010

9,295,117

 

63,840,115

Containers & Packaging - 0.3%

WestRock Co.

181,134

9,317,533

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

494,500

4,791,705

TOTAL MATERIALS

77,949,353

TELECOMMUNICATION SERVICES - 1.1%

Diversified Telecommunication Services - 1.1%

Verizon Communications, Inc.

640,306

27,859,714

UTILITIES - 0.3%

Electric Utilities - 0.2%

Exelon Corp.

154,900

4,600,530

Common Stocks - continued

Shares

Value

UTILITIES - continued

Independent Power and Renewable Electricity Producers - 0.1%

Dynegy, Inc. (a)

195,800

$ 4,047,186

TOTAL UTILITIES

8,647,716

TOTAL COMMON STOCKS

(Cost $2,549,719,898)


2,636,365,413

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc. Series D (a)(e)

28,061

13,927

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $474,963)


13,927

Money Market Funds - 1.3%

 

 

 

 

Fidelity Cash Central Fund, 0.18% (b)

1,431,347

1,431,347

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

33,335,273

33,335,273

TOTAL MONEY MARKET FUNDS

(Cost $34,766,620)


34,766,620

TOTAL INVESTMENT
PORTFOLIO - 101.0%

(Cost $2,584,961,481)

2,671,145,960

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(26,793,565)

NET ASSETS - 100%

$ 2,644,352,395

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or 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) 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 $9,505,462 or 0.4% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,325,908

NJOY, Inc. Series D

2/14/14

$ 474,963

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

$ 12,798

Fidelity Securities Lending Cash Central Fund

953,751

Total

$ 966,549

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 278,026,438

$ 278,012,511

$ -

$ 13,927

Consumer Staples

186,648,443

169,881,613

16,766,830

-

Energy

226,606,354

226,606,354

-

-

Financials

555,566,138

554,388,969

1,177,169

-

Health Care

338,830,013

338,830,013

-

-

Industrials

325,627,967

325,627,967

-

-

Information Technology

610,617,204

601,125,669

-

9,491,535

Materials

77,949,353

68,654,236

9,295,117

-

Telecommunication Services

27,859,714

27,859,714

-

-

Utilities

8,647,716

8,647,716

-

-

Money Market Funds

34,766,620

34,766,620

-

-

Total Investments in Securities:

$ 2,671,145,960

$ 2,634,401,382

$ 27,239,116

$ 9,505,462

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.9%

United Kingdom

3.7%

Canada

2.6%

Ireland

1.5%

Israel

1.2%

Others (Individually Less Than 1%)

1.1%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $32,400,550) - See accompanying schedule:

Unaffiliated issuers (cost $2,550,194,861)

$ 2,636,379,340

 

Fidelity Central Funds (cost $34,766,620)

34,766,620

 

Total Investments (cost $2,584,961,481)

 

$ 2,671,145,960

Foreign currency held at value (cost $289,222)

290,835

Receivable for investments sold

19,526,298

Receivable for fund shares sold

363,153

Dividends receivable

4,359,512

Distributions receivable from Fidelity Central Funds

86,957

Prepaid expenses

9,001

Other receivables

505,595

Total assets

2,696,287,311

 

 

 

Liabilities

Payable for investments purchased

$ 15,988,189

Payable for fund shares redeemed

1,026,534

Accrued management fee

1,241,154

Distribution and service plan fees payable

76,970

Other affiliated payables

121,587

Other payables and accrued expenses

145,209

Collateral on securities loaned, at value

33,335,273

Total liabilities

51,934,916

 

 

 

Net Assets

$ 2,644,352,395

Net Assets consist of:

 

Paid in capital

$ 2,432,736,121

Undistributed net investment income

29,821,115

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

95,808,631

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

85,986,528

Net Assets

$ 2,644,352,395

Statement of Assets and Liabilities - continued

 

September 30, 2015

 

 

 

Class O:
Net Asset Value,
offering price and redemption price per share ($2,290,766,713 ÷ 172,284,867 shares)

$ 13.30

 

 

 

Class A:
Net Asset Value
and redemption price per share ($347,874,942 ÷ 26,969,376 shares)

$ 12.90

 

 

 

Maximum offering price per share (100/94.25 of $12.90)

$ 13.69

Class T:
Net Asset Value
and redemption price per share ($2,066,334 ÷ 164,116 shares)

$ 12.59

 

 

 

Maximum offering price per share (100/96.50 of $12.59)

$ 13.05

Class B:
Net Asset Value
and offering price per share ($92,417 ÷ 7,529 shares)A

$ 12.27

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,948,331 ÷ 159,519 shares)A

$ 12.21

 

 

 

Class I:
Net Asset Value
, offering price and redemption price per share ($1,603,658 ÷ 120,189 shares)

$ 13.34

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.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended September 30, 2015

Investment Income

 

 

Dividends

 

$ 58,566,629

Income from Fidelity Central Funds

 

966,549

Total income

 

59,533,178

 

 

 

Expenses

Management fee

$ 16,478,274

Transfer agent fees

303,889

Distribution and service plan fees

1,007,706

Accounting and security lending fees

891,236

Custodian fees and expenses

90,870

Independent trustees' compensation

13,192

Depreciation in deferred trustee compensation account

(43)

Registration fees

77,128

Audit

75,115

Legal

18,378

Interest

138

Miscellaneous

21,619

Total expenses before reductions

18,977,502

Expense reductions

(100,395)

18,877,107

 

 

 

Net investment income (loss)

40,656,071

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

107,093,043

Foreign currency transactions

11,009

Total net realized gain (loss)

 

107,104,052

Change in net unrealized appreciation (depreciation) on:

Investment securities

(285,117,204)

Assets and liabilities in foreign currencies

(26,003)

Total change in net unrealized appreciation (depreciation)

 

(285,143,207)

Net gain (loss)

(178,039,155)

Net increase (decrease) in net assets resulting from operations

$ (137,383,084)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 40,656,071

$ 37,078,894

Net realized gain (loss)

107,104,052

756,490,199

Change in net unrealized appreciation (depreciation)

(285,143,207)

(329,040,539)

Net increase (decrease) in net assets resulting from operations

(137,383,084)

464,528,554

Distributions to shareholders from net investment income

(37,611,672)

(17,694,240)

Distributions to shareholders from net realized gain

(413,083,355)

-

Total distributions

(450,695,027)

(17,694,240)

Share transactions - net increase (decrease)

203,326,997

(277,301,163)

Total increase (decrease) in net assets

(384,751,114)

169,533,151

 

 

 

Net Assets

Beginning of period

3,029,103,509

2,859,570,358

End of period (including undistributed net investment income of $29,821,115 and undistributed net investment
income of $28,973,761, respectively)

$ 2,644,352,395

$ 3,029,103,509

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.53

$ 14.24

$ 12.04

$ 9.67

$ 9.50

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.21

.20

.11

.12

.05

Net realized and unrealized gain (loss)

(.95)

2.19

2.22

2.32

.18

Total from investment operations

(.74)

2.39

2.33

2.44

.23

Distributions from net investment income

(.21)

(.10)

(.13)

(.06)

(.05)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.49)

(.10)

(.13)

(.07)

(.06)

Net asset value, end of period

$ 13.30

$ 16.53

$ 14.24

$ 12.04

$ 9.67

Total Return A, B

(5.16)%

16.83%

19.62%

25.38%

2.33%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

.59%

.60%

.60%

.61%

.61%

Expenses net of fee waivers, if any

.59%

.60%

.60%

.61%

.61%

Expenses net of all reductions

.59%

.59%

.59%

.60%

.59%

Net investment income (loss)

1.40%

1.27%

.90%

1.05%

.48%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,290,767

$ 2,634,214

$ 2,497,596

$ 2,382,741

$ 2,150,649

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.10

$ 13.87

$ 11.74

$ 9.42

$ 9.26

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.16

.15

.07

.08

.01

Net realized and unrealized gain (loss)

(.92)

2.13

2.15

2.28

.17

Total from investment operations

(.76)

2.28

2.22

2.36

.18

Distributions from net investment income

(.17)

(.05)

(.09)

(.03)

(.01)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.44) H

(.05)

(.09)

(.04)

(.02)

Net asset value, end of period

$ 12.90

$ 16.10

$ 13.87

$ 11.74

$ 9.42

Total Return A, B, C

(5.42)%

16.50%

19.12%

25.06%

1.91%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

.89%

.89%

.92%

.94%

.95%

Expenses net of fee waivers, if any

.89%

.89%

.92%

.94%

.95%

Expenses net of all reductions

.89%

.89%

.90%

.94%

.94%

Net investment income (loss)

1.10%

.97%

.58%

.71%

.13%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 347,875

$ 389,001

$ 357,203

$ 325,967

$ 284,072

Portfolio turnover rate F

33%

115%

57%

43%

118%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $2.44 per share is comprised of distributions from net investment income of $.166 and distributions from net realized gain of $2.278 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.78

$ 13.62

$ 11.55

$ 9.28

$ 9.15

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.08

.06

.01

.02

(.04)

Net realized and unrealized gain (loss)

(.89)

2.10

2.12

2.25

.17

Total from investment operations

(.81)

2.16

2.13

2.27

.13

Distributions from net investment income

(.10)

-

(.06)

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.38)

-

(.06)

-

-

Net asset value, end of period

$ 12.59

$ 15.78

$ 13.62

$ 11.55

$ 9.28

Total Return A, B

(5.96)%

15.86%

18.50%

24.46%

1.42%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of fee waivers, if any

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of all reductions

1.42%

1.43%

1.43%

1.45%

1.43%

Net investment income (loss)

.56%

.43%

.05%

.20%

(.37)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,066

$ 2,140

$ 1,543

$ 1,007

$ 739

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.40

$ 13.35

$ 11.31

$ 9.13

$ 9.05

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.03)

(.09)

Net realized and unrealized gain (loss)

(.87)

2.05

2.09

2.21

.17

Total from investment operations

(.86)

2.05

2.04

2.18

.08

Distributions from net realized gain

(2.27)

-

-

-

-

Net asset value, end of period

$ 12.27

$ 15.40

$ 13.35

$ 11.31

$ 9.13

Total Return A, B

(6.44)%

15.36%

18.04%

23.88%

.88%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of all reductions

1.89%

1.89%

1.89%

1.90%

1.89%

Net investment income (loss)

.09%

(.03)%

(.40)%

(.25)%

(.82)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 92

$ 144

$ 184

$ 235

$ 296

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.36

$ 13.32

$ 11.28

$ 9.11

$ 9.02

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.02)

(.08)

Net realized and unrealized gain (loss)

(.87)

2.04

2.09

2.19

.17

Total from investment operations

(.86)

2.04

2.04

2.17

.09

Distributions from net investment income

(.01)

-

-

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.29)

-

-

-

-

Net asset value, end of period

$ 12.21

$ 15.36

$ 13.32

$ 11.28

$ 9.11

Total Return A, B

(6.43)%

15.32%

18.09%

23.82%

1.00%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of all reductions

1.89%

1.89%

1.88%

1.87%

1.85%

Net investment income (loss)

.10%

(.03)%

(.39)%

(.22)%

(.79)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,948

$ 1,879

$ 1,764

$ 1,380

$ 1,007

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

Financial Highlights - Fidelity Advisor Capital Development Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.58

$ 14.28

$ 12.09

$ 9.71

$ 9.54

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.19

.18

.09

.09

.02

Net realized and unrealized gain (loss)

(.96)

2.20

2.21

2.34

.18

Total from investment operations

(.77)

2.38

2.30

2.43

.20

Distributions from net investment income

(.19)

(.08)

(.11)

(.04)

(.02)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.47)

(.08)

(.11)

(.05)

(.03)

Net asset value, end of period

$ 13.34

$ 16.58

$ 14.28

$ 12.09

$ 9.71

Total Return A

(5.35)%

16.72%

19.24%

25.10%

2.04%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

.75%

.74%

.79%

.87%

.88%

Expenses net of fee waivers, if any

.75%

.74%

.79%

.87%

.88%

Expenses net of all reductions

.75%

.73%

.78%

.86%

.86%

Net investment income (loss)

1.24%

1.13%

.71%

.79%

.21%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,604

$ 1,726

$ 1,281

$ 385

$ 199

Portfolio turnover rate D

33%

115%

57%

43%

118%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

1. Organization.

Fidelity Advisor Capital Development 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 five classes of shares, Class O, Class A (formerly Class N), Class T, Class C, and Class I(formerly Institutional Class), each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 Destiny Plans II:O and Destiny Plans II:N.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of September 30, 2015 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, partnerships, deferred trustees compensation and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 359,221,525

Gross unrealized depreciation

(275,420,187)

Net unrealized appreciation (depreciation) on securities

$ 83,801,338

Tax Cost

$ 2,587,344,622

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 29,903,424

Undistributed long-term capital gain

$ 100,626,611

Net unrealized appreciation (depreciation) on securities and other investments

$ 83,605,723

The Fund intends to elect to defer to its next fiscal year $2,434,838 of capital losses recognized during the period November 1, 2014 to September 30, 2015.

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 39,968,923

$ 17,694,240

Long-term Capital Gains

410,726,104

-

Total

$ 450,695,027

$ 17,694,240

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $972,655,394 and $1,166,760,805, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .55% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

975,476

11,227

Class T

.25%

.25%

11,326

49

Class B

.75%

.25%

1,276

958

Class C

.75%

.25%

19,628

2,317

 

 

 

$ 1,007,706

$ 14,551

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

7,293

Class T

1,447

Class B*

-

Class C*

505

 

$ 9,245

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, and Class I. FIIOC receives 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. FIIOC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 93,621

.00*

Class A

193,255

.05

Class T

7,621

.34

Class B

386

.30

Class C

5,960

.30

Class I

3,046

.16

 

$ 303,889

 

* Amount represents less than 0.005%.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $19,646 for the period.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

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 or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 4,678,333

.35%

$ 138

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $4,422 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $953,751, including $3,863 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $86,535 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $12,123 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 1,393

Class A

298

Class T

5

Class C

5

Class I

36

 

$ 1,737

Annual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 33,600,473

$ 16,337,634

Class A

3,972,265

1,348,617

Class T

13,494

-

Class C

1,465

-

Class I

23,975

7,989

Total

$ 37,611,672

$ 17,694,240

From net realized gain

 

 

Class O

$ 357,672,834

$ -

Class A

54,510,836

-

Class T

316,906

-

Class B

20,279

-

Class C

278,048

-

Class I

284,452

-

Total

$ 413,083,355

$ -

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

3,465,693

4,090,392

$ 51,730,981

$ 63,553,916

Reinvestment of distributions

27,334,022

999,794

381,036,246

14,777,018

Shares redeemed

(17,887,979)

(21,145,176)

(267,340,065)

(331,436,126)

Net increase (decrease)

12,911,736

(16,054,990)

$ 165,427,162

$ (253,105,192)

Class A

 

 

 

 

Shares sold

1,335,357

1,535,341

$ 19,472,587

$ 23,321,304

Reinvestment of distributions

4,291,544

80,289

58,150,425

1,158,566

Shares redeemed

(2,815,140)

(3,204,566)

(40,869,718)

(48,997,219)

Net increase (decrease)

2,811,761

(1,588,936)

$ 36,753,294

$ (24,517,349)

Class T

 

 

 

 

Shares sold

38,308

42,814

$ 544,786

$ 649,746

Reinvestment of distributions

24,795

-

329,525

-

Shares redeemed

(34,604)

(20,449)

(480,691)

(304,587)

Net increase (decrease)

28,499

22,365

$ 393,620

$ 345,159

Class B

 

 

 

 

Shares sold

-

1,641

$ -

$ 22,982

Reinvestment of distributions

1,560

-

20,279

-

Shares redeemed

(3,365)

(6,094)

(46,212)

(88,613)

Net increase (decrease)

(1,805)

(4,453)

$ (25,933)

$ (65,631)

Class C

 

 

 

 

Shares sold

37,660

16,997

$ 510,667

$ 248,655

Reinvestment of distributions

17,743

-

229,419

-

Shares redeemed

(18,198)

(27,156)

(249,829)

(403,263)

Net increase (decrease)

37,205

(10,159)

$ 490,257

$ (154,608)

Class I

 

 

 

 

Shares sold

75,425

73,522

$ 1,179,164

$ 1,154,256

Reinvestment of distributions

20,995

525

293,929

7,794

Shares redeemed

(80,371)

(59,595)

(1,184,496)

(965,592)

Net increase (decrease)

16,049

14,452

$ 288,597

$ 196,458

Annual Report

Notes to Financial Statements - continued

11. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Capital Development Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Capital Development Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Capital Development Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 13, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015, $108,759,794, or, if subsequently determined to be different, the net capital gain of such year.

Class I designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class I designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Capital Development Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history. The Board noted that there was a portfolio management change for the fund in December 2013.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Fidelity Advisor Capital Development Fund

iii371776

The Board has discussed with FMR the fund's underperformance (based on the December 31, 2014 data presented herein) and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance. The Board noted that the fund's performance has improved since the period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG% of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Capital Development Fund

iii371778

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
FMR Investment Management (U.K.) Limited
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

(Fidelity Investment logo)(registered trademark)

ADESII-I-UANN-1115
1.814761.110

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

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Fidelity® Destiny® Portfolios:
Fidelity Advisor
®

Capital Development Fund -

Class A

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class A

-5.42%

10.84%

5.55%

$50/month 15-Year Plan A

-52.71%

8.53%

5.01%

A The figures provided for a "$50/month 15-year Plan" illustrate the class' performance adjusted to reflect sales charges assessed by the Plans. The maximum creation and sales charges for the Plan is 50% of the first 12 investments in the Plan. Actual fees and charges will vary by Plan and investment amount. The illustration assumes an initial investment at the beginning of each period shown and does not reflect what investors would have earned had they made regular monthly investments over the period. Investors should consult the Plans' prospectus for more complete information on the impact of the separate charges and fees applicable to each Plan.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Capital Development Fund - Class A on September 30, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager Matthew Fruhan: For the year, the fund's share classes (excluding sales charges, if applicable) meaningfully lagged the benchmark S&P 500® index. Versus the S&P 500®, stock picking in the energy sector was the biggest disappointment, while modestly overweighting the beleaguered group also hurt our relative results. Within energy, the fund was especially hampered by positions in energy exploration and production company Apache and Canada-based Suncor, an integrated energy company not in the benchmark. The sharp drop in the oil price hurt both companies, while Suncor was further weighed down by a weaker Canadian dollar, which lowered returns for U.S. investors. Positioning in the consumer discretionary sector also was negative - especially not holding strong-performing benchmark component Amazon.com - while security selection in financials and materials further detracted. On the positive side, our choices in information technology added value. On an individual basis, the biggest contributor was a sizable position in retailer Target, which reported improved financial results over the past 12 months. Also of note, the fund benefited from positions in tobacco companies Lorillard and Reynolds American, both of which we sold after the stocks' prices exceeded our target. Reynolds acquired Lorillard in June.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.59%

 

 

 

Actual

 

$ 1,000.00

$ 912.20

$ 2.83

HypotheticalA

 

$ 1,000.00

$ 1,022.11

$ 2.99

Class A

.89%

 

 

 

Actual

 

$ 1,000.00

$ 910.40

$ 4.26

HypotheticalA

 

$ 1,000.00

$ 1,020.61

$ 4.51

Class T

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 908.40

$ 6.79

HypotheticalA

 

$ 1,000.00

$ 1,017.95

$ 7.18

Class B

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.50

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class C

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.80

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class I

.75%

 

 

 

Actual

 

$ 1,000.00

$ 911.20

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.31

$ 3.80

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

4.4

4.1

General Electric Co.

3.5

2.8

Apple, Inc.

3.4

3.6

Bank of America Corp.

2.8

2.3

Citigroup, Inc.

2.6

2.4

Microsoft Corp.

2.5

2.2

Target Corp.

2.3

2.3

Google, Inc. Class A

2.0

1.6

Procter & Gamble Co.

1.8

1.6

Comcast Corp. Class A

1.8

1.8

 

27.1

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

23.1

21.8

Financials

21.0

19.6

Health Care

12.8

13.0

Industrials

12.3

12.1

Consumer Discretionary

10.5

10.9

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

iin541643

Stocks 99.7%

 

iin541645

Stocks 99.7%

 

iin541647

Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

iin541649

Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

* Foreign investments

10.1%

 

** Foreign investments

11.1%

 

iin541651

Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.7%

Shares

Value

CONSUMER DISCRETIONARY - 10.5%

Automobiles - 0.2%

Harley-Davidson, Inc.

57,400

$ 3,151,260

Tesla Motors, Inc. (a)

8,700

2,161,080

 

5,312,340

Diversified Consumer Services - 0.4%

H&R Block, Inc.

263,500

9,538,700

Hotels, Restaurants & Leisure - 0.8%

Las Vegas Sands Corp.

138,400

5,255,048

Yum! Brands, Inc.

214,324

17,135,204

 

22,390,252

Household Durables - 0.4%

KB Home (d)

433,300

5,871,215

Taylor Morrison Home Corp. (a)

239,200

4,463,472

 

10,334,687

Internet & Catalog Retail - 0.3%

Priceline Group, Inc. (a)

7,100

8,781,706

Media - 4.6%

Comcast Corp. Class A

828,300

47,113,704

Liberty Global PLC Class A (a)

97,700

4,195,238

Scripps Networks Interactive, Inc. Class A

94,700

4,658,293

Sinclair Broadcast Group, Inc. Class A (d)

328,100

8,307,492

Starz Series A (a)

118,400

4,421,056

Time Warner, Inc.

492,710

33,873,813

Viacom, Inc. Class B (non-vtg.)

450,700

19,447,705

 

122,017,301

Multiline Retail - 2.3%

Target Corp.

767,350

60,359,751

Specialty Retail - 1.4%

Lowe's Companies, Inc.

474,400

32,695,648

Lumber Liquidators Holdings, Inc. (a)(d)

275,900

3,625,326

 

36,320,974

Textiles, Apparel & Luxury Goods - 0.1%

Michael Kors Holdings Ltd. (a)

70,000

2,956,800

TOTAL CONSUMER DISCRETIONARY

278,012,511

CONSUMER STAPLES - 7.1%

Beverages - 2.3%

Diageo PLC

567,002

15,233,598

PepsiCo, Inc.

64,000

6,035,200

SABMiller PLC

111,300

6,291,952

The Coca-Cola Co.

807,100

32,380,852

 

59,941,602

Food & Staples Retailing - 1.2%

CVS Health Corp.

136,200

13,140,576

Tesco PLC

552,000

1,533,232

United Natural Foods, Inc. (a)

98,600

4,783,086

Walgreens Boots Alliance, Inc.

128,600

10,686,660

 

30,143,554

 

Shares

Value

Food Products - 0.1%

Keurig Green Mountain, Inc.

3,325

$ 173,366

Mead Johnson Nutrition Co. Class A

44,000

3,097,600

 

3,270,966

Household Products - 1.8%

Procter & Gamble Co.

661,500

47,588,310

Tobacco - 1.7%

British American Tobacco PLC sponsored ADR

163,864

18,038,149

Philip Morris International, Inc.

348,744

27,665,862

 

45,704,011

TOTAL CONSUMER STAPLES

186,648,443

ENERGY - 8.6%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

717,500

10,102,400

Helmerich & Payne, Inc. (d)

32,500

1,535,950

National Oilwell Varco, Inc.

155,000

5,835,750

Oceaneering International, Inc.

267,700

10,515,256

Schlumberger Ltd.

112,200

7,738,434

 

35,727,790

Oil, Gas & Consumable Fuels - 7.2%

Amyris, Inc. (a)(d)

1,784,459

3,586,763

Anadarko Petroleum Corp.

58,900

3,556,971

Apache Corp.

528,400

20,692,144

Cabot Oil & Gas Corp.

225,000

4,918,500

Cenovus Energy, Inc.

41,900

635,486

Chevron Corp.

532,827

42,029,394

Cobalt International Energy, Inc. (a)

471,100

3,335,388

ConocoPhillips Co.

288,200

13,822,072

Golar LNG Ltd.

99,300

2,768,484

Imperial Oil Ltd.

581,900

18,435,918

Kinder Morgan, Inc.

208,100

5,760,208

Legacy Reserves LP

180,924

739,979

Markwest Energy Partners LP

164,300

7,050,113

Memorial Resource Development Corp. (a)

80,200

1,409,916

Noble Energy, Inc.

63,600

1,919,448

SM Energy Co.

55,600

1,781,424

Suncor Energy, Inc.

1,564,200

41,833,120

The Williams Companies, Inc.

319,158

11,760,972

Williams Partners LP

151,700

4,842,264

 

190,878,564

TOTAL ENERGY

226,606,354

FINANCIALS - 21.0%

Banks - 13.9%

Bank of America Corp.

4,699,300

73,215,094

Citigroup, Inc.

1,398,704

69,389,705

Comerica, Inc.

169,500

6,966,450

Fifth Third Bancorp

270,800

5,120,828

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

JPMorgan Chase & Co.

1,906,010

$ 116,209,427

Lloyds Banking Group PLC

1,034,000

1,177,169

PNC Financial Services Group, Inc.

96,516

8,609,227

Regions Financial Corp.

1,428,300

12,868,983

Standard Chartered PLC (United Kingdom)

735,362

7,128,380

SunTrust Banks, Inc.

669,800

25,613,152

U.S. Bancorp

631,842

25,911,840

Wells Fargo & Co.

315,450

16,198,358

 

368,408,613

Capital Markets - 4.9%

Charles Schwab Corp.

602,355

17,203,259

E*TRADE Financial Corp. (a)

257,800

6,787,874

Goldman Sachs Group, Inc.

5,400

938,304

KKR & Co. LP

303,082

5,085,716

Morgan Stanley

905,800

28,532,700

Northern Trust Corp.

264,095

18,000,715

State Street Corp.

639,990

43,013,728

The Blackstone Group LP

291,200

9,222,304

 

128,784,600

Insurance - 1.7%

American International Group, Inc.

278,900

15,847,098

MetLife, Inc.

433,600

20,444,240

Principal Financial Group, Inc.

172,900

8,185,086

 

44,476,424

Thrifts & Mortgage Finance - 0.5%

MGIC Investment Corp. (a)

1,232,500

11,412,950

Radian Group, Inc.

156,100

2,483,551

 

13,896,501

TOTAL FINANCIALS

555,566,138

HEALTH CARE - 12.8%

Biotechnology - 2.8%

Alnylam Pharmaceuticals, Inc. (a)

34,500

2,772,420

Amgen, Inc.

154,715

21,400,179

Biogen, Inc. (a)

63,400

18,500,754

BioMarin Pharmaceutical, Inc. (a)

13,300

1,400,756

Celldex Therapeutics, Inc. (a)

11,700

123,318

Clovis Oncology, Inc. (a)

28,100

2,584,076

Discovery Laboratories, Inc. (a)

1,202,400

360,720

Genocea Biosciences, Inc. (a)

41,600

284,960

Insmed, Inc. (a)

147,800

2,744,646

Intercept Pharmaceuticals, Inc. (a)(d)

144,314

23,935,920

Spark Therapeutics, Inc.

32,700

1,364,571

 

75,472,320

Health Care Equipment & Supplies - 3.8%

Abbott Laboratories

195,000

7,842,900

Alere, Inc. (a)

665,600

32,048,640

 

Shares

Value

Boston Scientific Corp. (a)

2,139,551

$ 35,110,032

Medtronic PLC

145,600

9,746,464

Neovasc, Inc. (a)

80,100

395,694

St. Jude Medical, Inc.

96,100

6,062,949

Zimmer Biomet Holdings, Inc.

86,200

8,096,766

 

99,303,445

Health Care Providers & Services - 1.9%

Express Scripts Holding Co. (a)

319,600

25,874,816

McKesson Corp.

126,780

23,458,103

 

49,332,919

Health Care Technology - 0.0%

Castlight Health, Inc. Class B (a)

80,700

338,940

Life Sciences Tools & Services - 0.1%

Agilent Technologies, Inc.

96,400

3,309,412

Pharmaceuticals - 4.2%

Allergan PLC (a)

45,200

12,285,812

GlaxoSmithKline PLC sponsored ADR

813,200

31,267,540

Jazz Pharmaceuticals PLC (a)

56,000

7,437,360

Johnson & Johnson

267,760

24,995,396

Teva Pharmaceutical Industries Ltd. sponsored ADR

538,450

30,400,887

TherapeuticsMD, Inc. (a)

485,500

2,845,030

Theravance, Inc.

256,400

1,840,952

 

111,072,977

TOTAL HEALTH CARE

338,830,013

INDUSTRIALS - 12.3%

Aerospace & Defense - 1.4%

KEYW Holding Corp. (a)

120,517

741,180

The Boeing Co.

192,100

25,155,495

United Technologies Corp.

132,000

11,746,680

 

37,643,355

Air Freight & Logistics - 2.0%

FedEx Corp.

96,300

13,865,274

Hub Group, Inc. Class A (a)

244,400

8,898,604

United Parcel Service, Inc. Class B

313,000

30,889,970

 

53,653,848

Building Products - 0.3%

Caesarstone Sdot-Yam Ltd.

25,700

781,280

Lennox International, Inc.

51,600

5,847,828

 

6,629,108

Commercial Services & Supplies - 0.5%

ADT Corp. (d)

455,800

13,628,420

Electrical Equipment - 1.0%

AMETEK, Inc.

165,400

8,653,728

Eaton Corp. PLC

32,300

1,656,990

Emerson Electric Co.

238,100

10,516,877

Hubbell, Inc. Class B

56,918

4,835,184

 

25,662,779

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 3.5%

General Electric Co.

3,693,400

$ 93,147,548

Machinery - 0.8%

Deere & Co.

102,900

7,614,600

Ingersoll-Rand PLC

95,500

4,848,535

Joy Global, Inc. (d)

100,000

1,493,000

Rexnord Corp. (a)

233,300

3,961,434

Valmont Industries, Inc.

37,500

3,558,375

 

21,475,944

Professional Services - 0.5%

Acacia Research Corp.

464,768

4,220,093

Verisk Analytics, Inc. (a)

101,200

7,479,692

 

11,699,785

Road & Rail - 2.1%

CSX Corp.

856,700

23,045,230

Genesee & Wyoming, Inc. Class A (a)

109,400

6,463,352

J.B. Hunt Transport Services, Inc.

134,600

9,610,440

Kansas City Southern

96,000

8,724,480

Norfolk Southern Corp.

86,200

6,585,680

Union Pacific Corp.

18,800

1,662,108

 

56,091,290

Trading Companies & Distributors - 0.2%

HD Supply Holdings, Inc. (a)

209,500

5,995,890

TOTAL INDUSTRIALS

325,627,967

INFORMATION TECHNOLOGY - 23.1%

Communications Equipment - 3.2%

Cisco Systems, Inc.

1,540,200

40,430,250

QUALCOMM, Inc.

838,000

45,025,740

 

85,455,990

Internet Software & Services - 4.6%

Facebook, Inc. Class A (a)

51,000

4,584,900

Google, Inc.:

Class A (a)

81,000

51,707,970

Class C

67,083

40,814,639

Twitter, Inc. (a)

422,400

11,379,456

Yahoo!, Inc. (a)

461,459

13,340,780

 

121,827,745

IT Services - 5.4%

Cognizant Technology Solutions Corp. Class A (a)

141,500

8,859,315

Fidelity National Information Services, Inc.

79,400

5,326,152

IBM Corp.

207,100

30,023,287

MasterCard, Inc. Class A

390,800

35,218,896

Paychex, Inc.

346,100

16,484,743

The Western Union Co.

129,600

2,379,456

 

Shares

Value

Unisys Corp. (a)

556,799

$ 6,625,908

Visa, Inc. Class A

532,800

37,114,848

 

142,032,605

Semiconductors & Semiconductor Equipment - 0.7%

Broadcom Corp. Class A

259,636

13,353,079

Marvell Technology Group Ltd.

488,100

4,417,305

 

17,770,384

Software - 4.1%

Adobe Systems, Inc. (a)

113,200

9,307,304

Autodesk, Inc. (a)

133,700

5,901,518

Microsoft Corp.

1,492,700

66,066,902

Oracle Corp.

521,550

18,838,386

Salesforce.com, Inc. (a)

123,300

8,560,719

 

108,674,829

Technology Hardware, Storage & Peripherals - 5.1%

Apple, Inc.

818,600

90,291,580

EMC Corp.

1,244,200

30,059,872

First Data Holdings, Inc. Class B (a)(e)

2,081,477

9,491,535

Western Digital Corp.

63,100

5,012,664

 

134,855,651

TOTAL INFORMATION TECHNOLOGY

610,617,204

MATERIALS - 2.9%

Chemicals - 2.4%

Airgas, Inc.

131,590

11,754,935

E.I. du Pont de Nemours & Co.

92,847

4,475,225

Intrepid Potash, Inc. (a)

399,140

2,211,236

LyondellBasell Industries NV Class A

34,600

2,884,256

Monsanto Co.

303,900

25,934,826

Potash Corp. of Saskatchewan, Inc.

354,400

7,284,520

Syngenta AG (Switzerland)

29,010

9,295,117

 

63,840,115

Containers & Packaging - 0.3%

WestRock Co.

181,134

9,317,533

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

494,500

4,791,705

TOTAL MATERIALS

77,949,353

TELECOMMUNICATION SERVICES - 1.1%

Diversified Telecommunication Services - 1.1%

Verizon Communications, Inc.

640,306

27,859,714

UTILITIES - 0.3%

Electric Utilities - 0.2%

Exelon Corp.

154,900

4,600,530

Common Stocks - continued

Shares

Value

UTILITIES - continued

Independent Power and Renewable Electricity Producers - 0.1%

Dynegy, Inc. (a)

195,800

$ 4,047,186

TOTAL UTILITIES

8,647,716

TOTAL COMMON STOCKS

(Cost $2,549,719,898)


2,636,365,413

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc. Series D (a)(e)

28,061

13,927

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $474,963)


13,927

Money Market Funds - 1.3%

 

 

 

 

Fidelity Cash Central Fund, 0.18% (b)

1,431,347

1,431,347

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

33,335,273

33,335,273

TOTAL MONEY MARKET FUNDS

(Cost $34,766,620)


34,766,620

TOTAL INVESTMENT
PORTFOLIO - 101.0%

(Cost $2,584,961,481)

2,671,145,960

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(26,793,565)

NET ASSETS - 100%

$ 2,644,352,395

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or 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) 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 $9,505,462 or 0.4% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,325,908

NJOY, Inc. Series D

2/14/14

$ 474,963

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

$ 12,798

Fidelity Securities Lending Cash Central Fund

953,751

Total

$ 966,549

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 278,026,438

$ 278,012,511

$ -

$ 13,927

Consumer Staples

186,648,443

169,881,613

16,766,830

-

Energy

226,606,354

226,606,354

-

-

Financials

555,566,138

554,388,969

1,177,169

-

Health Care

338,830,013

338,830,013

-

-

Industrials

325,627,967

325,627,967

-

-

Information Technology

610,617,204

601,125,669

-

9,491,535

Materials

77,949,353

68,654,236

9,295,117

-

Telecommunication Services

27,859,714

27,859,714

-

-

Utilities

8,647,716

8,647,716

-

-

Money Market Funds

34,766,620

34,766,620

-

-

Total Investments in Securities:

$ 2,671,145,960

$ 2,634,401,382

$ 27,239,116

$ 9,505,462

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.9%

United Kingdom

3.7%

Canada

2.6%

Ireland

1.5%

Israel

1.2%

Others (Individually Less Than 1%)

1.1%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $32,400,550) - See accompanying schedule:

Unaffiliated issuers (cost $2,550,194,861)

$ 2,636,379,340

 

Fidelity Central Funds (cost $34,766,620)

34,766,620

 

Total Investments (cost $2,584,961,481)

 

$ 2,671,145,960

Foreign currency held at value (cost $289,222)

290,835

Receivable for investments sold

19,526,298

Receivable for fund shares sold

363,153

Dividends receivable

4,359,512

Distributions receivable from Fidelity Central Funds

86,957

Prepaid expenses

9,001

Other receivables

505,595

Total assets

2,696,287,311

 

 

 

Liabilities

Payable for investments purchased

$ 15,988,189

Payable for fund shares redeemed

1,026,534

Accrued management fee

1,241,154

Distribution and service plan fees payable

76,970

Other affiliated payables

121,587

Other payables and accrued expenses

145,209

Collateral on securities loaned, at value

33,335,273

Total liabilities

51,934,916

 

 

 

Net Assets

$ 2,644,352,395

Net Assets consist of:

 

Paid in capital

$ 2,432,736,121

Undistributed net investment income

29,821,115

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

95,808,631

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

85,986,528

Net Assets

$ 2,644,352,395

Statement of Assets and Liabilities - continued

 

September 30, 2015

 

 

 

Class O:
Net Asset Value,
offering price and redemption price per share ($2,290,766,713 ÷ 172,284,867 shares)

$ 13.30

 

 

 

Class A:
Net Asset Value
and redemption price per share ($347,874,942 ÷ 26,969,376 shares)

$ 12.90

 

 

 

Maximum offering price per share (100/94.25 of $12.90)

$ 13.69

Class T:
Net Asset Value
and redemption price per share ($2,066,334 ÷ 164,116 shares)

$ 12.59

 

 

 

Maximum offering price per share (100/96.50 of $12.59)

$ 13.05

Class B:
Net Asset Value
and offering price per share ($92,417 ÷ 7,529 shares)A

$ 12.27

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,948,331 ÷ 159,519 shares)A

$ 12.21

 

 

 

Class I:
Net Asset Value
, offering price and redemption price per share ($1,603,658 ÷ 120,189 shares)

$ 13.34

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.

Annual Report

Statement of Operations

 

Year ended September 30, 2015

Investment Income

 

 

Dividends

 

$ 58,566,629

Income from Fidelity Central Funds

 

966,549

Total income

 

59,533,178

 

 

 

Expenses

Management fee

$ 16,478,274

Transfer agent fees

303,889

Distribution and service plan fees

1,007,706

Accounting and security lending fees

891,236

Custodian fees and expenses

90,870

Independent trustees' compensation

13,192

Depreciation in deferred trustee compensation account

(43)

Registration fees

77,128

Audit

75,115

Legal

18,378

Interest

138

Miscellaneous

21,619

Total expenses before reductions

18,977,502

Expense reductions

(100,395)

18,877,107

 

 

 

Net investment income (loss)

40,656,071

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

107,093,043

Foreign currency transactions

11,009

Total net realized gain (loss)

 

107,104,052

Change in net unrealized appreciation (depreciation) on:

Investment securities

(285,117,204)

Assets and liabilities in foreign currencies

(26,003)

Total change in net unrealized appreciation (depreciation)

 

(285,143,207)

Net gain (loss)

(178,039,155)

Net increase (decrease) in net assets resulting from operations

$ (137,383,084)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 40,656,071

$ 37,078,894

Net realized gain (loss)

107,104,052

756,490,199

Change in net unrealized appreciation (depreciation)

(285,143,207)

(329,040,539)

Net increase (decrease) in net assets resulting from operations

(137,383,084)

464,528,554

Distributions to shareholders from net investment income

(37,611,672)

(17,694,240)

Distributions to shareholders from net realized gain

(413,083,355)

-

Total distributions

(450,695,027)

(17,694,240)

Share transactions - net increase (decrease)

203,326,997

(277,301,163)

Total increase (decrease) in net assets

(384,751,114)

169,533,151

 

 

 

Net Assets

Beginning of period

3,029,103,509

2,859,570,358

End of period (including undistributed net investment income of $29,821,115 and undistributed net investment
income of $28,973,761, respectively)

$ 2,644,352,395

$ 3,029,103,509

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.53

$ 14.24

$ 12.04

$ 9.67

$ 9.50

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.21

.20

.11

.12

.05

Net realized and unrealized gain (loss)

(.95)

2.19

2.22

2.32

.18

Total from investment operations

(.74)

2.39

2.33

2.44

.23

Distributions from net investment income

(.21)

(.10)

(.13)

(.06)

(.05)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.49)

(.10)

(.13)

(.07)

(.06)

Net asset value, end of period

$ 13.30

$ 16.53

$ 14.24

$ 12.04

$ 9.67

Total Return A, B

(5.16)%

16.83%

19.62%

25.38%

2.33%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

.59%

.60%

.60%

.61%

.61%

Expenses net of fee waivers, if any

.59%

.60%

.60%

.61%

.61%

Expenses net of all reductions

.59%

.59%

.59%

.60%

.59%

Net investment income (loss)

1.40%

1.27%

.90%

1.05%

.48%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,290,767

$ 2,634,214

$ 2,497,596

$ 2,382,741

$ 2,150,649

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.10

$ 13.87

$ 11.74

$ 9.42

$ 9.26

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.16

.15

.07

.08

.01

Net realized and unrealized gain (loss)

(.92)

2.13

2.15

2.28

.17

Total from investment operations

(.76)

2.28

2.22

2.36

.18

Distributions from net investment income

(.17)

(.05)

(.09)

(.03)

(.01)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.44) H

(.05)

(.09)

(.04)

(.02)

Net asset value, end of period

$ 12.90

$ 16.10

$ 13.87

$ 11.74

$ 9.42

Total Return A, B, C

(5.42)%

16.50%

19.12%

25.06%

1.91%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

.89%

.89%

.92%

.94%

.95%

Expenses net of fee waivers, if any

.89%

.89%

.92%

.94%

.95%

Expenses net of all reductions

.89%

.89%

.90%

.94%

.94%

Net investment income (loss)

1.10%

.97%

.58%

.71%

.13%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 347,875

$ 389,001

$ 357,203

$ 325,967

$ 284,072

Portfolio turnover rate F

33%

115%

57%

43%

118%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $2.44 per share is comprised of distributions from net investment income of $.166 and distributions from net realized gain of $2.278 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.78

$ 13.62

$ 11.55

$ 9.28

$ 9.15

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.08

.06

.01

.02

(.04)

Net realized and unrealized gain (loss)

(.89)

2.10

2.12

2.25

.17

Total from investment operations

(.81)

2.16

2.13

2.27

.13

Distributions from net investment income

(.10)

-

(.06)

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.38)

-

(.06)

-

-

Net asset value, end of period

$ 12.59

$ 15.78

$ 13.62

$ 11.55

$ 9.28

Total Return A, B

(5.96)%

15.86%

18.50%

24.46%

1.42%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of fee waivers, if any

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of all reductions

1.42%

1.43%

1.43%

1.45%

1.43%

Net investment income (loss)

.56%

.43%

.05%

.20%

(.37)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,066

$ 2,140

$ 1,543

$ 1,007

$ 739

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.40

$ 13.35

$ 11.31

$ 9.13

$ 9.05

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.03)

(.09)

Net realized and unrealized gain (loss)

(.87)

2.05

2.09

2.21

.17

Total from investment operations

(.86)

2.05

2.04

2.18

.08

Distributions from net realized gain

(2.27)

-

-

-

-

Net asset value, end of period

$ 12.27

$ 15.40

$ 13.35

$ 11.31

$ 9.13

Total Return A, B

(6.44)%

15.36%

18.04%

23.88%

.88%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of all reductions

1.89%

1.89%

1.89%

1.90%

1.89%

Net investment income (loss)

.09%

(.03)%

(.40)%

(.25)%

(.82)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 92

$ 144

$ 184

$ 235

$ 296

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.36

$ 13.32

$ 11.28

$ 9.11

$ 9.02

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.02)

(.08)

Net realized and unrealized gain (loss)

(.87)

2.04

2.09

2.19

.17

Total from investment operations

(.86)

2.04

2.04

2.17

.09

Distributions from net investment income

(.01)

-

-

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.29)

-

-

-

-

Net asset value, end of period

$ 12.21

$ 15.36

$ 13.32

$ 11.28

$ 9.11

Total Return A, B

(6.43)%

15.32%

18.09%

23.82%

1.00%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of all reductions

1.89%

1.89%

1.88%

1.87%

1.85%

Net investment income (loss)

.10%

(.03)%

(.39)%

(.22)%

(.79)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,948

$ 1,879

$ 1,764

$ 1,380

$ 1,007

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

Financial Highlights - Fidelity Advisor Capital Development Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.58

$ 14.28

$ 12.09

$ 9.71

$ 9.54

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.19

.18

.09

.09

.02

Net realized and unrealized gain (loss)

(.96)

2.20

2.21

2.34

.18

Total from investment operations

(.77)

2.38

2.30

2.43

.20

Distributions from net investment income

(.19)

(.08)

(.11)

(.04)

(.02)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.47)

(.08)

(.11)

(.05)

(.03)

Net asset value, end of period

$ 13.34

$ 16.58

$ 14.28

$ 12.09

$ 9.71

Total Return A

(5.35)%

16.72%

19.24%

25.10%

2.04%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

.75%

.74%

.79%

.87%

.88%

Expenses net of fee waivers, if any

.75%

.74%

.79%

.87%

.88%

Expenses net of all reductions

.75%

.73%

.78%

.86%

.86%

Net investment income (loss)

1.24%

1.13%

.71%

.79%

.21%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,604

$ 1,726

$ 1,281

$ 385

$ 199

Portfolio turnover rate D

33%

115%

57%

43%

118%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

1. Organization.

Fidelity Advisor Capital Development 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 five classes of shares, Class O, Class A (formerly Class N), Class T, Class C, and Class I(formerly Institutional Class), each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 Destiny Plans II:O and Destiny Plans II:N.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of September 30, 2015 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, partnerships, deferred trustees compensation and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 359,221,525

Gross unrealized depreciation

(275,420,187)

Net unrealized appreciation (depreciation) on securities

$ 83,801,338

Tax Cost

$ 2,587,344,622

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 29,903,424

Undistributed long-term capital gain

$ 100,626,611

Net unrealized appreciation (depreciation) on securities and other investments

$ 83,605,723

The Fund intends to elect to defer to its next fiscal year $2,434,838 of capital losses recognized during the period November 1, 2014 to September 30, 2015.

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 39,968,923

$ 17,694,240

Long-term Capital Gains

410,726,104

-

Total

$ 450,695,027

$ 17,694,240

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $972,655,394 and $1,166,760,805, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .55% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

975,476

11,227

Class T

.25%

.25%

11,326

49

Class B

.75%

.25%

1,276

958

Class C

.75%

.25%

19,628

2,317

 

 

 

$ 1,007,706

$ 14,551

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

7,293

Class T

1,447

Class B*

-

Class C*

505

 

$ 9,245

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, and Class I. FIIOC receives 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. FIIOC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 93,621

.00*

Class A

193,255

.05

Class T

7,621

.34

Class B

386

.30

Class C

5,960

.30

Class I

3,046

.16

 

$ 303,889

 

* Amount represents less than 0.005%.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $19,646 for the period.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

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 or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 4,678,333

.35%

$ 138

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $4,422 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $953,751, including $3,863 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $86,535 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $12,123 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 1,393

Class A

298

Class T

5

Class C

5

Class I

36

 

$ 1,737

Annual Report

Notes to Financial Statements - continued

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 33,600,473

$ 16,337,634

Class A

3,972,265

1,348,617

Class T

13,494

-

Class C

1,465

-

Class I

23,975

7,989

Total

$ 37,611,672

$ 17,694,240

From net realized gain

 

 

Class O

$ 357,672,834

$ -

Class A

54,510,836

-

Class T

316,906

-

Class B

20,279

-

Class C

278,048

-

Class I

284,452

-

Total

$ 413,083,355

$ -

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

3,465,693

4,090,392

$ 51,730,981

$ 63,553,916

Reinvestment of distributions

27,334,022

999,794

381,036,246

14,777,018

Shares redeemed

(17,887,979)

(21,145,176)

(267,340,065)

(331,436,126)

Net increase (decrease)

12,911,736

(16,054,990)

$ 165,427,162

$ (253,105,192)

Class A

 

 

 

 

Shares sold

1,335,357

1,535,341

$ 19,472,587

$ 23,321,304

Reinvestment of distributions

4,291,544

80,289

58,150,425

1,158,566

Shares redeemed

(2,815,140)

(3,204,566)

(40,869,718)

(48,997,219)

Net increase (decrease)

2,811,761

(1,588,936)

$ 36,753,294

$ (24,517,349)

Class T

 

 

 

 

Shares sold

38,308

42,814

$ 544,786

$ 649,746

Reinvestment of distributions

24,795

-

329,525

-

Shares redeemed

(34,604)

(20,449)

(480,691)

(304,587)

Net increase (decrease)

28,499

22,365

$ 393,620

$ 345,159

Class B

 

 

 

 

Shares sold

-

1,641

$ -

$ 22,982

Reinvestment of distributions

1,560

-

20,279

-

Shares redeemed

(3,365)

(6,094)

(46,212)

(88,613)

Net increase (decrease)

(1,805)

(4,453)

$ (25,933)

$ (65,631)

Class C

 

 

 

 

Shares sold

37,660

16,997

$ 510,667

$ 248,655

Reinvestment of distributions

17,743

-

229,419

-

Shares redeemed

(18,198)

(27,156)

(249,829)

(403,263)

Net increase (decrease)

37,205

(10,159)

$ 490,257

$ (154,608)

Class I

 

 

 

 

Shares sold

75,425

73,522

$ 1,179,164

$ 1,154,256

Reinvestment of distributions

20,995

525

293,929

7,794

Shares redeemed

(80,371)

(59,595)

(1,184,496)

(965,592)

Net increase (decrease)

16,049

14,452

$ 288,597

$ 196,458

Annual Report

11. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Capital Development Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Capital Development Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Capital Development Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 13, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015, $108,759,794, or, if subsequently determined to be different, the net capital gain of such year.

Class A designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Capital Development Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history. The Board noted that there was a portfolio management change for the fund in December 2013.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Capital Development Fund

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The Board has discussed with FMR the fund's underperformance (based on the December 31, 2014 data presented herein) and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance. The Board noted that the fund's performance has improved since the period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG% of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Fidelity Advisor Capital Development Fund

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The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
FMR Investment Management (U.K.) Limited
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

iin541657

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

iio712018

Fidelity® Destiny® Portfolios:
Fidelity Advisor
®

Capital Development Fund -

Class O

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class O

-5.16%

11.20%

5.93%

$50/month 15-Year Plan A

-54.66%

7.19%

4.54%

A The figures provided for a "$50/month 15-year Plan" illustrate the class' performance adjusted to reflect custodian fees and sales charges assessed by the Plans. The maximum creation and sales charges for the Plan is 50% of the first 12 investments in the Plan, and 5.70% on each subsequent investment thereafter, and a Custodian Fee of up to $1.50 per investment. Actual fees and charges will vary by Plan and investment amount. The illustration assumes an initial investment at the beginning of each period shown and does not reflect what investors would have earned had they made regular monthly investments over the period. Investors should consult the Plans' prospectus for more complete information on the impact of the separate charges and fees applicable to each Plan.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Capital Development Fund - Class O on September 30, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

iio712031

Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager Matthew Fruhan: For the year, the fund's share classes (excluding sales charges, if applicable) meaningfully lagged the benchmark S&P 500® index. Versus the S&P 500®, stock picking in the energy sector was the biggest disappointment, while modestly overweighting the beleaguered group also hurt our relative results. Within energy, the fund was especially hampered by positions in energy exploration and production company Apache and Canada-based Suncor, an integrated energy company not in the benchmark. The sharp drop in the oil price hurt both companies, while Suncor was further weighed down by a weaker Canadian dollar, which lowered returns for U.S. investors. Positioning in the consumer discretionary sector also was negative - especially not holding strong-performing benchmark component Amazon.com - while security selection in financials and materials further detracted. On the positive side, our choices in information technology added value. On an individual basis, the biggest contributor was a sizable position in retailer Target, which reported improved financial results over the past 12 months. Also of note, the fund benefited from positions in tobacco companies Lorillard and Reynolds American, both of which we sold after the stocks' prices exceeded our target. Reynolds acquired Lorillard in June.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.59%

 

 

 

Actual

 

$ 1,000.00

$ 912.20

$ 2.83

HypotheticalA

 

$ 1,000.00

$ 1,022.11

$ 2.99

Class A

.89%

 

 

 

Actual

 

$ 1,000.00

$ 910.40

$ 4.26

HypotheticalA

 

$ 1,000.00

$ 1,020.61

$ 4.51

Class T

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 908.40

$ 6.79

HypotheticalA

 

$ 1,000.00

$ 1,017.95

$ 7.18

Class B

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.50

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class C

1.89%

 

 

 

Actual

 

$ 1,000.00

$ 905.80

$ 9.03

HypotheticalA

 

$ 1,000.00

$ 1,015.59

$ 9.55

Class I

.75%

 

 

 

Actual

 

$ 1,000.00

$ 911.20

$ 3.59

HypotheticalA

 

$ 1,000.00

$ 1,021.31

$ 3.80

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

4.4

4.1

General Electric Co.

3.5

2.8

Apple, Inc.

3.4

3.6

Bank of America Corp.

2.8

2.3

Citigroup, Inc.

2.6

2.4

Microsoft Corp.

2.5

2.2

Target Corp.

2.3

2.3

Google, Inc. Class A

2.0

1.6

Procter & Gamble Co.

1.8

1.6

Comcast Corp. Class A

1.8

1.8

 

27.1

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

23.1

21.8

Financials

21.0

19.6

Health Care

12.8

13.0

Industrials

12.3

12.1

Consumer Discretionary

10.5

10.9

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

iio712033

Stocks 99.7%

 

iio712035

Stocks 99.7%

 

iio712037

Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

iio712039

Short-Term
Investments and
Net Other Assets (Liabilities) 0.3%

 

* Foreign investments

10.1%

 

** Foreign investments

11.1%

 

iio712041

Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.7%

Shares

Value

CONSUMER DISCRETIONARY - 10.5%

Automobiles - 0.2%

Harley-Davidson, Inc.

57,400

$ 3,151,260

Tesla Motors, Inc. (a)

8,700

2,161,080

 

5,312,340

Diversified Consumer Services - 0.4%

H&R Block, Inc.

263,500

9,538,700

Hotels, Restaurants & Leisure - 0.8%

Las Vegas Sands Corp.

138,400

5,255,048

Yum! Brands, Inc.

214,324

17,135,204

 

22,390,252

Household Durables - 0.4%

KB Home (d)

433,300

5,871,215

Taylor Morrison Home Corp. (a)

239,200

4,463,472

 

10,334,687

Internet & Catalog Retail - 0.3%

Priceline Group, Inc. (a)

7,100

8,781,706

Media - 4.6%

Comcast Corp. Class A

828,300

47,113,704

Liberty Global PLC Class A (a)

97,700

4,195,238

Scripps Networks Interactive, Inc. Class A

94,700

4,658,293

Sinclair Broadcast Group, Inc. Class A (d)

328,100

8,307,492

Starz Series A (a)

118,400

4,421,056

Time Warner, Inc.

492,710

33,873,813

Viacom, Inc. Class B (non-vtg.)

450,700

19,447,705

 

122,017,301

Multiline Retail - 2.3%

Target Corp.

767,350

60,359,751

Specialty Retail - 1.4%

Lowe's Companies, Inc.

474,400

32,695,648

Lumber Liquidators Holdings, Inc. (a)(d)

275,900

3,625,326

 

36,320,974

Textiles, Apparel & Luxury Goods - 0.1%

Michael Kors Holdings Ltd. (a)

70,000

2,956,800

TOTAL CONSUMER DISCRETIONARY

278,012,511

CONSUMER STAPLES - 7.1%

Beverages - 2.3%

Diageo PLC

567,002

15,233,598

PepsiCo, Inc.

64,000

6,035,200

SABMiller PLC

111,300

6,291,952

The Coca-Cola Co.

807,100

32,380,852

 

59,941,602

Food & Staples Retailing - 1.2%

CVS Health Corp.

136,200

13,140,576

Tesco PLC

552,000

1,533,232

United Natural Foods, Inc. (a)

98,600

4,783,086

Walgreens Boots Alliance, Inc.

128,600

10,686,660

 

30,143,554

 

Shares

Value

Food Products - 0.1%

Keurig Green Mountain, Inc.

3,325

$ 173,366

Mead Johnson Nutrition Co. Class A

44,000

3,097,600

 

3,270,966

Household Products - 1.8%

Procter & Gamble Co.

661,500

47,588,310

Tobacco - 1.7%

British American Tobacco PLC sponsored ADR

163,864

18,038,149

Philip Morris International, Inc.

348,744

27,665,862

 

45,704,011

TOTAL CONSUMER STAPLES

186,648,443

ENERGY - 8.6%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

717,500

10,102,400

Helmerich & Payne, Inc. (d)

32,500

1,535,950

National Oilwell Varco, Inc.

155,000

5,835,750

Oceaneering International, Inc.

267,700

10,515,256

Schlumberger Ltd.

112,200

7,738,434

 

35,727,790

Oil, Gas & Consumable Fuels - 7.2%

Amyris, Inc. (a)(d)

1,784,459

3,586,763

Anadarko Petroleum Corp.

58,900

3,556,971

Apache Corp.

528,400

20,692,144

Cabot Oil & Gas Corp.

225,000

4,918,500

Cenovus Energy, Inc.

41,900

635,486

Chevron Corp.

532,827

42,029,394

Cobalt International Energy, Inc. (a)

471,100

3,335,388

ConocoPhillips Co.

288,200

13,822,072

Golar LNG Ltd.

99,300

2,768,484

Imperial Oil Ltd.

581,900

18,435,918

Kinder Morgan, Inc.

208,100

5,760,208

Legacy Reserves LP

180,924

739,979

Markwest Energy Partners LP

164,300

7,050,113

Memorial Resource Development Corp. (a)

80,200

1,409,916

Noble Energy, Inc.

63,600

1,919,448

SM Energy Co.

55,600

1,781,424

Suncor Energy, Inc.

1,564,200

41,833,120

The Williams Companies, Inc.

319,158

11,760,972

Williams Partners LP

151,700

4,842,264

 

190,878,564

TOTAL ENERGY

226,606,354

FINANCIALS - 21.0%

Banks - 13.9%

Bank of America Corp.

4,699,300

73,215,094

Citigroup, Inc.

1,398,704

69,389,705

Comerica, Inc.

169,500

6,966,450

Fifth Third Bancorp

270,800

5,120,828

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

JPMorgan Chase & Co.

1,906,010

$ 116,209,427

Lloyds Banking Group PLC

1,034,000

1,177,169

PNC Financial Services Group, Inc.

96,516

8,609,227

Regions Financial Corp.

1,428,300

12,868,983

Standard Chartered PLC (United Kingdom)

735,362

7,128,380

SunTrust Banks, Inc.

669,800

25,613,152

U.S. Bancorp

631,842

25,911,840

Wells Fargo & Co.

315,450

16,198,358

 

368,408,613

Capital Markets - 4.9%

Charles Schwab Corp.

602,355

17,203,259

E*TRADE Financial Corp. (a)

257,800

6,787,874

Goldman Sachs Group, Inc.

5,400

938,304

KKR & Co. LP

303,082

5,085,716

Morgan Stanley

905,800

28,532,700

Northern Trust Corp.

264,095

18,000,715

State Street Corp.

639,990

43,013,728

The Blackstone Group LP

291,200

9,222,304

 

128,784,600

Insurance - 1.7%

American International Group, Inc.

278,900

15,847,098

MetLife, Inc.

433,600

20,444,240

Principal Financial Group, Inc.

172,900

8,185,086

 

44,476,424

Thrifts & Mortgage Finance - 0.5%

MGIC Investment Corp. (a)

1,232,500

11,412,950

Radian Group, Inc.

156,100

2,483,551

 

13,896,501

TOTAL FINANCIALS

555,566,138

HEALTH CARE - 12.8%

Biotechnology - 2.8%

Alnylam Pharmaceuticals, Inc. (a)

34,500

2,772,420

Amgen, Inc.

154,715

21,400,179

Biogen, Inc. (a)

63,400

18,500,754

BioMarin Pharmaceutical, Inc. (a)

13,300

1,400,756

Celldex Therapeutics, Inc. (a)

11,700

123,318

Clovis Oncology, Inc. (a)

28,100

2,584,076

Discovery Laboratories, Inc. (a)

1,202,400

360,720

Genocea Biosciences, Inc. (a)

41,600

284,960

Insmed, Inc. (a)

147,800

2,744,646

Intercept Pharmaceuticals, Inc. (a)(d)

144,314

23,935,920

Spark Therapeutics, Inc.

32,700

1,364,571

 

75,472,320

Health Care Equipment & Supplies - 3.8%

Abbott Laboratories

195,000

7,842,900

Alere, Inc. (a)

665,600

32,048,640

 

Shares

Value

Boston Scientific Corp. (a)

2,139,551

$ 35,110,032

Medtronic PLC

145,600

9,746,464

Neovasc, Inc. (a)

80,100

395,694

St. Jude Medical, Inc.

96,100

6,062,949

Zimmer Biomet Holdings, Inc.

86,200

8,096,766

 

99,303,445

Health Care Providers & Services - 1.9%

Express Scripts Holding Co. (a)

319,600

25,874,816

McKesson Corp.

126,780

23,458,103

 

49,332,919

Health Care Technology - 0.0%

Castlight Health, Inc. Class B (a)

80,700

338,940

Life Sciences Tools & Services - 0.1%

Agilent Technologies, Inc.

96,400

3,309,412

Pharmaceuticals - 4.2%

Allergan PLC (a)

45,200

12,285,812

GlaxoSmithKline PLC sponsored ADR

813,200

31,267,540

Jazz Pharmaceuticals PLC (a)

56,000

7,437,360

Johnson & Johnson

267,760

24,995,396

Teva Pharmaceutical Industries Ltd. sponsored ADR

538,450

30,400,887

TherapeuticsMD, Inc. (a)

485,500

2,845,030

Theravance, Inc.

256,400

1,840,952

 

111,072,977

TOTAL HEALTH CARE

338,830,013

INDUSTRIALS - 12.3%

Aerospace & Defense - 1.4%

KEYW Holding Corp. (a)

120,517

741,180

The Boeing Co.

192,100

25,155,495

United Technologies Corp.

132,000

11,746,680

 

37,643,355

Air Freight & Logistics - 2.0%

FedEx Corp.

96,300

13,865,274

Hub Group, Inc. Class A (a)

244,400

8,898,604

United Parcel Service, Inc. Class B

313,000

30,889,970

 

53,653,848

Building Products - 0.3%

Caesarstone Sdot-Yam Ltd.

25,700

781,280

Lennox International, Inc.

51,600

5,847,828

 

6,629,108

Commercial Services & Supplies - 0.5%

ADT Corp. (d)

455,800

13,628,420

Electrical Equipment - 1.0%

AMETEK, Inc.

165,400

8,653,728

Eaton Corp. PLC

32,300

1,656,990

Emerson Electric Co.

238,100

10,516,877

Hubbell, Inc. Class B

56,918

4,835,184

 

25,662,779

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 3.5%

General Electric Co.

3,693,400

$ 93,147,548

Machinery - 0.8%

Deere & Co.

102,900

7,614,600

Ingersoll-Rand PLC

95,500

4,848,535

Joy Global, Inc. (d)

100,000

1,493,000

Rexnord Corp. (a)

233,300

3,961,434

Valmont Industries, Inc.

37,500

3,558,375

 

21,475,944

Professional Services - 0.5%

Acacia Research Corp.

464,768

4,220,093

Verisk Analytics, Inc. (a)

101,200

7,479,692

 

11,699,785

Road & Rail - 2.1%

CSX Corp.

856,700

23,045,230

Genesee & Wyoming, Inc. Class A (a)

109,400

6,463,352

J.B. Hunt Transport Services, Inc.

134,600

9,610,440

Kansas City Southern

96,000

8,724,480

Norfolk Southern Corp.

86,200

6,585,680

Union Pacific Corp.

18,800

1,662,108

 

56,091,290

Trading Companies & Distributors - 0.2%

HD Supply Holdings, Inc. (a)

209,500

5,995,890

TOTAL INDUSTRIALS

325,627,967

INFORMATION TECHNOLOGY - 23.1%

Communications Equipment - 3.2%

Cisco Systems, Inc.

1,540,200

40,430,250

QUALCOMM, Inc.

838,000

45,025,740

 

85,455,990

Internet Software & Services - 4.6%

Facebook, Inc. Class A (a)

51,000

4,584,900

Google, Inc.:

Class A (a)

81,000

51,707,970

Class C

67,083

40,814,639

Twitter, Inc. (a)

422,400

11,379,456

Yahoo!, Inc. (a)

461,459

13,340,780

 

121,827,745

IT Services - 5.4%

Cognizant Technology Solutions Corp. Class A (a)

141,500

8,859,315

Fidelity National Information Services, Inc.

79,400

5,326,152

IBM Corp.

207,100

30,023,287

MasterCard, Inc. Class A

390,800

35,218,896

Paychex, Inc.

346,100

16,484,743

The Western Union Co.

129,600

2,379,456

 

Shares

Value

Unisys Corp. (a)

556,799

$ 6,625,908

Visa, Inc. Class A

532,800

37,114,848

 

142,032,605

Semiconductors & Semiconductor Equipment - 0.7%

Broadcom Corp. Class A

259,636

13,353,079

Marvell Technology Group Ltd.

488,100

4,417,305

 

17,770,384

Software - 4.1%

Adobe Systems, Inc. (a)

113,200

9,307,304

Autodesk, Inc. (a)

133,700

5,901,518

Microsoft Corp.

1,492,700

66,066,902

Oracle Corp.

521,550

18,838,386

Salesforce.com, Inc. (a)

123,300

8,560,719

 

108,674,829

Technology Hardware, Storage & Peripherals - 5.1%

Apple, Inc.

818,600

90,291,580

EMC Corp.

1,244,200

30,059,872

First Data Holdings, Inc. Class B (a)(e)

2,081,477

9,491,535

Western Digital Corp.

63,100

5,012,664

 

134,855,651

TOTAL INFORMATION TECHNOLOGY

610,617,204

MATERIALS - 2.9%

Chemicals - 2.4%

Airgas, Inc.

131,590

11,754,935

E.I. du Pont de Nemours & Co.

92,847

4,475,225

Intrepid Potash, Inc. (a)

399,140

2,211,236

LyondellBasell Industries NV Class A

34,600

2,884,256

Monsanto Co.

303,900

25,934,826

Potash Corp. of Saskatchewan, Inc.

354,400

7,284,520

Syngenta AG (Switzerland)

29,010

9,295,117

 

63,840,115

Containers & Packaging - 0.3%

WestRock Co.

181,134

9,317,533

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

494,500

4,791,705

TOTAL MATERIALS

77,949,353

TELECOMMUNICATION SERVICES - 1.1%

Diversified Telecommunication Services - 1.1%

Verizon Communications, Inc.

640,306

27,859,714

UTILITIES - 0.3%

Electric Utilities - 0.2%

Exelon Corp.

154,900

4,600,530

Common Stocks - continued

Shares

Value

UTILITIES - continued

Independent Power and Renewable Electricity Producers - 0.1%

Dynegy, Inc. (a)

195,800

$ 4,047,186

TOTAL UTILITIES

8,647,716

TOTAL COMMON STOCKS

(Cost $2,549,719,898)


2,636,365,413

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc. Series D (a)(e)

28,061

13,927

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $474,963)


13,927

Money Market Funds - 1.3%

 

 

 

 

Fidelity Cash Central Fund, 0.18% (b)

1,431,347

1,431,347

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

33,335,273

33,335,273

TOTAL MONEY MARKET FUNDS

(Cost $34,766,620)


34,766,620

TOTAL INVESTMENT
PORTFOLIO - 101.0%

(Cost $2,584,961,481)

2,671,145,960

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(26,793,565)

NET ASSETS - 100%

$ 2,644,352,395

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or 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) 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 $9,505,462 or 0.4% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,325,908

NJOY, Inc. Series D

2/14/14

$ 474,963

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

$ 12,798

Fidelity Securities Lending Cash Central Fund

953,751

Total

$ 966,549

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 278,026,438

$ 278,012,511

$ -

$ 13,927

Consumer Staples

186,648,443

169,881,613

16,766,830

-

Energy

226,606,354

226,606,354

-

-

Financials

555,566,138

554,388,969

1,177,169

-

Health Care

338,830,013

338,830,013

-

-

Industrials

325,627,967

325,627,967

-

-

Information Technology

610,617,204

601,125,669

-

9,491,535

Materials

77,949,353

68,654,236

9,295,117

-

Telecommunication Services

27,859,714

27,859,714

-

-

Utilities

8,647,716

8,647,716

-

-

Money Market Funds

34,766,620

34,766,620

-

-

Total Investments in Securities:

$ 2,671,145,960

$ 2,634,401,382

$ 27,239,116

$ 9,505,462

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.9%

United Kingdom

3.7%

Canada

2.6%

Ireland

1.5%

Israel

1.2%

Others (Individually Less Than 1%)

1.1%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $32,400,550) - See accompanying schedule:

Unaffiliated issuers (cost $2,550,194,861)

$ 2,636,379,340

 

Fidelity Central Funds (cost $34,766,620)

34,766,620

 

Total Investments (cost $2,584,961,481)

 

$ 2,671,145,960

Foreign currency held at value (cost $289,222)

290,835

Receivable for investments sold

19,526,298

Receivable for fund shares sold

363,153

Dividends receivable

4,359,512

Distributions receivable from Fidelity Central Funds

86,957

Prepaid expenses

9,001

Other receivables

505,595

Total assets

2,696,287,311

 

 

 

Liabilities

Payable for investments purchased

$ 15,988,189

Payable for fund shares redeemed

1,026,534

Accrued management fee

1,241,154

Distribution and service plan fees payable

76,970

Other affiliated payables

121,587

Other payables and accrued expenses

145,209

Collateral on securities loaned, at value

33,335,273

Total liabilities

51,934,916

 

 

 

Net Assets

$ 2,644,352,395

Net Assets consist of:

 

Paid in capital

$ 2,432,736,121

Undistributed net investment income

29,821,115

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

95,808,631

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

85,986,528

Net Assets

$ 2,644,352,395

Statement of Assets and Liabilities - continued

 

September 30, 2015

 

 

 

Class O:
Net Asset Value,
offering price and redemption price per share ($2,290,766,713 ÷ 172,284,867 shares)

$ 13.30

 

 

 

Class A:
Net Asset Value
and redemption price per share ($347,874,942 ÷ 26,969,376 shares)

$ 12.90

 

 

 

Maximum offering price per share (100/94.25 of $12.90)

$ 13.69

Class T:
Net Asset Value
and redemption price per share ($2,066,334 ÷ 164,116 shares)

$ 12.59

 

 

 

Maximum offering price per share (100/96.50 of $12.59)

$ 13.05

Class B:
Net Asset Value
and offering price per share ($92,417 ÷ 7,529 shares)A

$ 12.27

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,948,331 ÷ 159,519 shares)A

$ 12.21

 

 

 

Class I:
Net Asset Value
, offering price and redemption price per share ($1,603,658 ÷ 120,189 shares)

$ 13.34

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.

Annual Report

Statement of Operations

 

Year ended September 30, 2015

Investment Income

 

 

Dividends

 

$ 58,566,629

Income from Fidelity Central Funds

 

966,549

Total income

 

59,533,178

 

 

 

Expenses

Management fee

$ 16,478,274

Transfer agent fees

303,889

Distribution and service plan fees

1,007,706

Accounting and security lending fees

891,236

Custodian fees and expenses

90,870

Independent trustees' compensation

13,192

Depreciation in deferred trustee compensation account

(43)

Registration fees

77,128

Audit

75,115

Legal

18,378

Interest

138

Miscellaneous

21,619

Total expenses before reductions

18,977,502

Expense reductions

(100,395)

18,877,107

 

 

 

Net investment income (loss)

40,656,071

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

107,093,043

Foreign currency transactions

11,009

Total net realized gain (loss)

 

107,104,052

Change in net unrealized appreciation (depreciation) on:

Investment securities

(285,117,204)

Assets and liabilities in foreign currencies

(26,003)

Total change in net unrealized appreciation (depreciation)

 

(285,143,207)

Net gain (loss)

(178,039,155)

Net increase (decrease) in net assets resulting from operations

$ (137,383,084)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 40,656,071

$ 37,078,894

Net realized gain (loss)

107,104,052

756,490,199

Change in net unrealized appreciation (depreciation)

(285,143,207)

(329,040,539)

Net increase (decrease) in net assets resulting from operations

(137,383,084)

464,528,554

Distributions to shareholders from net investment income

(37,611,672)

(17,694,240)

Distributions to shareholders from net realized gain

(413,083,355)

-

Total distributions

(450,695,027)

(17,694,240)

Share transactions - net increase (decrease)

203,326,997

(277,301,163)

Total increase (decrease) in net assets

(384,751,114)

169,533,151

 

 

 

Net Assets

Beginning of period

3,029,103,509

2,859,570,358

End of period (including undistributed net investment income of $29,821,115 and undistributed net investment
income of $28,973,761, respectively)

$ 2,644,352,395

$ 3,029,103,509

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.53

$ 14.24

$ 12.04

$ 9.67

$ 9.50

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.21

.20

.11

.12

.05

Net realized and unrealized gain (loss)

(.95)

2.19

2.22

2.32

.18

Total from investment operations

(.74)

2.39

2.33

2.44

.23

Distributions from net investment income

(.21)

(.10)

(.13)

(.06)

(.05)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.49)

(.10)

(.13)

(.07)

(.06)

Net asset value, end of period

$ 13.30

$ 16.53

$ 14.24

$ 12.04

$ 9.67

Total Return A, B

(5.16)%

16.83%

19.62%

25.38%

2.33%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

.59%

.60%

.60%

.61%

.61%

Expenses net of fee waivers, if any

.59%

.60%

.60%

.61%

.61%

Expenses net of all reductions

.59%

.59%

.59%

.60%

.59%

Net investment income (loss)

1.40%

1.27%

.90%

1.05%

.48%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,290,767

$ 2,634,214

$ 2,497,596

$ 2,382,741

$ 2,150,649

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.10

$ 13.87

$ 11.74

$ 9.42

$ 9.26

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.16

.15

.07

.08

.01

Net realized and unrealized gain (loss)

(.92)

2.13

2.15

2.28

.17

Total from investment operations

(.76)

2.28

2.22

2.36

.18

Distributions from net investment income

(.17)

(.05)

(.09)

(.03)

(.01)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.44) H

(.05)

(.09)

(.04)

(.02)

Net asset value, end of period

$ 12.90

$ 16.10

$ 13.87

$ 11.74

$ 9.42

Total Return A, B, C

(5.42)%

16.50%

19.12%

25.06%

1.91%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

.89%

.89%

.92%

.94%

.95%

Expenses net of fee waivers, if any

.89%

.89%

.92%

.94%

.95%

Expenses net of all reductions

.89%

.89%

.90%

.94%

.94%

Net investment income (loss)

1.10%

.97%

.58%

.71%

.13%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 347,875

$ 389,001

$ 357,203

$ 325,967

$ 284,072

Portfolio turnover rate F

33%

115%

57%

43%

118%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $2.44 per share is comprised of distributions from net investment income of $.166 and distributions from net realized gain of $2.278 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.78

$ 13.62

$ 11.55

$ 9.28

$ 9.15

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.08

.06

.01

.02

(.04)

Net realized and unrealized gain (loss)

(.89)

2.10

2.12

2.25

.17

Total from investment operations

(.81)

2.16

2.13

2.27

.13

Distributions from net investment income

(.10)

-

(.06)

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.38)

-

(.06)

-

-

Net asset value, end of period

$ 12.59

$ 15.78

$ 13.62

$ 11.55

$ 9.28

Total Return A, B

(5.96)%

15.86%

18.50%

24.46%

1.42%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of fee waivers, if any

1.43%

1.43%

1.45%

1.46%

1.45%

Expenses net of all reductions

1.42%

1.43%

1.43%

1.45%

1.43%

Net investment income (loss)

.56%

.43%

.05%

.20%

(.37)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,066

$ 2,140

$ 1,543

$ 1,007

$ 739

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

Financial Highlights - Fidelity Advisor Capital Development Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.40

$ 13.35

$ 11.31

$ 9.13

$ 9.05

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.03)

(.09)

Net realized and unrealized gain (loss)

(.87)

2.05

2.09

2.21

.17

Total from investment operations

(.86)

2.05

2.04

2.18

.08

Distributions from net realized gain

(2.27)

-

-

-

-

Net asset value, end of period

$ 12.27

$ 15.40

$ 13.35

$ 11.31

$ 9.13

Total Return A, B

(6.44)%

15.36%

18.04%

23.88%

.88%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.90%

1.91%

Expenses net of all reductions

1.89%

1.89%

1.89%

1.90%

1.89%

Net investment income (loss)

.09%

(.03)%

(.40)%

(.25)%

(.82)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 92

$ 144

$ 184

$ 235

$ 296

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Capital Development Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 15.36

$ 13.32

$ 11.28

$ 9.11

$ 9.02

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.01

- G

(.05)

(.02)

(.08)

Net realized and unrealized gain (loss)

(.87)

2.04

2.09

2.19

.17

Total from investment operations

(.86)

2.04

2.04

2.17

.09

Distributions from net investment income

(.01)

-

-

-

-

Distributions from net realized gain

(2.28)

-

-

-

-

Total distributions

(2.29)

-

-

-

-

Net asset value, end of period

$ 12.21

$ 15.36

$ 13.32

$ 11.28

$ 9.11

Total Return A, B

(6.43)%

15.32%

18.09%

23.82%

1.00%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of fee waivers, if any

1.89%

1.89%

1.90%

1.87%

1.87%

Expenses net of all reductions

1.89%

1.89%

1.88%

1.87%

1.85%

Net investment income (loss)

.10%

(.03)%

(.39)%

(.22)%

(.79)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,948

$ 1,879

$ 1,764

$ 1,380

$ 1,007

Portfolio turnover rate E

33%

115%

57%

43%

118%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

Financial Highlights - Fidelity Advisor Capital Development Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.58

$ 14.28

$ 12.09

$ 9.71

$ 9.54

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.19

.18

.09

.09

.02

Net realized and unrealized gain (loss)

(.96)

2.20

2.21

2.34

.18

Total from investment operations

(.77)

2.38

2.30

2.43

.20

Distributions from net investment income

(.19)

(.08)

(.11)

(.04)

(.02)

Distributions from net realized gain

(2.28)

-

-

(.01)

(.01)

Total distributions

(2.47)

(.08)

(.11)

(.05)

(.03)

Net asset value, end of period

$ 13.34

$ 16.58

$ 14.28

$ 12.09

$ 9.71

Total Return A

(5.35)%

16.72%

19.24%

25.10%

2.04%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

.75%

.74%

.79%

.87%

.88%

Expenses net of fee waivers, if any

.75%

.74%

.79%

.87%

.88%

Expenses net of all reductions

.75%

.73%

.78%

.86%

.86%

Net investment income (loss)

1.24%

1.13%

.71%

.79%

.21%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,604

$ 1,726

$ 1,281

$ 385

$ 199

Portfolio turnover rate D

33%

115%

57%

43%

118%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

1. Organization.

Fidelity Advisor Capital Development 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 five classes of shares, Class O, Class A (formerly Class N), Class T, Class C, and Class I(formerly Institutional Class), each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 Destiny Plans II:O and Destiny Plans II:N.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of September 30, 2015 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, partnerships, deferred trustees compensation and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 359,221,525

Gross unrealized depreciation

(275,420,187)

Net unrealized appreciation (depreciation) on securities

$ 83,801,338

Tax Cost

$ 2,587,344,622

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 29,903,424

Undistributed long-term capital gain

$ 100,626,611

Net unrealized appreciation (depreciation) on securities and other investments

$ 83,605,723

The Fund intends to elect to defer to its next fiscal year $2,434,838 of capital losses recognized during the period November 1, 2014 to September 30, 2015.

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 39,968,923

$ 17,694,240

Long-term Capital Gains

410,726,104

-

Total

$ 450,695,027

$ 17,694,240

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $972,655,394 and $1,166,760,805, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .55% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

975,476

11,227

Class T

.25%

.25%

11,326

49

Class B

.75%

.25%

1,276

958

Class C

.75%

.25%

19,628

2,317

 

 

 

$ 1,007,706

$ 14,551

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

7,293

Class T

1,447

Class B*

-

Class C*

505

 

$ 9,245

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, and Class I. FIIOC receives 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. FIIOC does not receive a fee for Class O Destiny Plan accounts. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 93,621

.00*

Class A

193,255

.05

Class T

7,621

.34

Class B

386

.30

Class C

5,960

.30

Class I

3,046

.16

 

$ 303,889

 

* Amount represents less than 0.005%.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $19,646 for the period.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

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 or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 4,678,333

.35%

$ 138

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $4,422 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $953,751, including $3,863 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $86,535 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $12,123 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 1,393

Class A

298

Class T

5

Class C

5

Class I

36

 

$ 1,737

Annual Report

Notes to Financial Statements - continued

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 33,600,473

$ 16,337,634

Class A

3,972,265

1,348,617

Class T

13,494

-

Class C

1,465

-

Class I

23,975

7,989

Total

$ 37,611,672

$ 17,694,240

From net realized gain

 

 

Class O

$ 357,672,834

$ -

Class A

54,510,836

-

Class T

316,906

-

Class B

20,279

-

Class C

278,048

-

Class I

284,452

-

Total

$ 413,083,355

$ -

10. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

3,465,693

4,090,392

$ 51,730,981

$ 63,553,916

Reinvestment of distributions

27,334,022

999,794

381,036,246

14,777,018

Shares redeemed

(17,887,979)

(21,145,176)

(267,340,065)

(331,436,126)

Net increase (decrease)

12,911,736

(16,054,990)

$ 165,427,162

$ (253,105,192)

Class A

 

 

 

 

Shares sold

1,335,357

1,535,341

$ 19,472,587

$ 23,321,304

Reinvestment of distributions

4,291,544

80,289

58,150,425

1,158,566

Shares redeemed

(2,815,140)

(3,204,566)

(40,869,718)

(48,997,219)

Net increase (decrease)

2,811,761

(1,588,936)

$ 36,753,294

$ (24,517,349)

Class T

 

 

 

 

Shares sold

38,308

42,814

$ 544,786

$ 649,746

Reinvestment of distributions

24,795

-

329,525

-

Shares redeemed

(34,604)

(20,449)

(480,691)

(304,587)

Net increase (decrease)

28,499

22,365

$ 393,620

$ 345,159

Class B

 

 

 

 

Shares sold

-

1,641

$ -

$ 22,982

Reinvestment of distributions

1,560

-

20,279

-

Shares redeemed

(3,365)

(6,094)

(46,212)

(88,613)

Net increase (decrease)

(1,805)

(4,453)

$ (25,933)

$ (65,631)

Class C

 

 

 

 

Shares sold

37,660

16,997

$ 510,667

$ 248,655

Reinvestment of distributions

17,743

-

229,419

-

Shares redeemed

(18,198)

(27,156)

(249,829)

(403,263)

Net increase (decrease)

37,205

(10,159)

$ 490,257

$ (154,608)

Class I

 

 

 

 

Shares sold

75,425

73,522

$ 1,179,164

$ 1,154,256

Reinvestment of distributions

20,995

525

293,929

7,794

Shares redeemed

(80,371)

(59,595)

(1,184,496)

(965,592)

Net increase (decrease)

16,049

14,452

$ 288,597

$ 196,458

Annual Report

11. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Capital Development Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Capital Development Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Capital Development Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 13, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015, $108,759,794, or, if subsequently determined to be different, the net capital gain of such year.

Class O designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class O designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Capital Development Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history. The Board noted that there was a portfolio management change for the fund in December 2013.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Capital Development Fund

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The Board has discussed with FMR the fund's underperformance (based on the December 31, 2014 data presented herein) and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance. The Board noted that the fund's performance has improved since the period shown.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG% of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Fidelity Advisor Capital Development Fund

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The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
FMR Investment Management (U.K.) Limited
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

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Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

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Fidelity Advisor®

Diversified Stock Fund -

Class A, Class T, Class B and Class C

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge)

-11.64%

11.04%

5.78%

Class T (incl. 3.50% sales charge)

-9.89%

11.07%

5.61%

Class B (incl. contingent deferred sales charge) A

-11.36%

11.04%

5.75%

Class C (incl. contingent deferred sales charge) B

-7.93%

11.32%

5.46%

A Class B shares' contingent deferred sales charge included in the past one year, past five years, and past ten years total return figures are 5%, 2%, and 0%, respectively.

B Class C shares' contingent deferred sales charge included in the past one year, past five years, and past ten years total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Diversified Stock Fund - Class A on September 30, 2005, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager James Morrow: For the year, the fund's share classes (excluding sales charges, if applicable) significantly trailed the benchmark S&P 500® index. Market conditions provided a big performance headwind the past year, as value-oriented stocks continued to lag their growth-oriented counterparts - a poor fit for my investment approach, given that we tend to hold more securities at the value end of the large-cap spectrum. Relative to the benchmark, the fund was hurt the most by poor stock picking in the energy sector, especially CONSOL Energy, a producer of coal and natural gas. The fund also was hampered by positions in energy producers Suncor Energy and Chevron, both of which were hurt by low prices for the natural resource, while Canada-based Suncor, an out-of-benchmark name, was weighed down by a stronger U.S. dollar. Despite the multiple challenges we saw in energy, the fund did benefit from not owning certain large benchmark components that similarly struggled, including integrated energy companies Exxon Mobil and ConocoPhillips. Security selection in the consumer staples, consumer discretionary, materials and industrials groups also meaningfully detracted. On the positive side, my choices and an overweighting in financials added value. Within this group, the fund benefited from a position in Chubb, a provider of property and casualty insurance that was acquired for a significant premium.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.49%

 

 

 

Actual

 

$ 1,000.00

$ 908.50

$ 2.34

HypotheticalA

 

$ 1,000.00

$ 1,022.61

$ 2.48

Class A

.82%

 

 

 

Actual

 

$ 1,000.00

$ 906.90

$ 3.92

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

Class T

1.22%

 

 

 

Actual

 

$ 1,000.00

$ 905.40

$ 5.83

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.17

Class B

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 902.80

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 903.00

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class I

.63%

 

 

 

Actual

 

$ 1,000.00

$ 908.00

$ 3.01

HypotheticalA

 

$ 1,000.00

$ 1,021.91

$ 3.19

Class Z

.51%

 

 

 

Actual

 

$ 1,000.00

$ 908.60

$ 2.44

HypotheticalA

 

$ 1,000.00

$ 1,022.51

$ 2.59

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Google, Inc. Class C

3.1

3.2

Apple, Inc.

3.0

2.4

General Electric Co.

2.9

2.1

Johnson & Johnson

2.4

2.2

IBM Corp.

2.4

2.1

Procter & Gamble Co.

2.4

2.0

JPMorgan Chase & Co.

2.4

2.0

Verizon Communications, Inc.

2.3

2.2

Cisco Systems, Inc.

2.1

1.9

Bank of America Corp.

2.0

1.2

 

25.0

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

22.4

23.4

Financials

22.1

19.8

Health Care

11.7

10.9

Industrials

11.0

11.4

Consumer Discretionary

9.8

11.6

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

ade177996

Stocks 99.3%

 

ade177998

Stocks 96.4%

 

ade178000

Convertible Securities 0.2%

 

ade178002

Convertible Securities 0.2%

 

ade178004

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.5%

 

ade178006

Short-Term
Investments and
Net Other Assets
(Liabilities) 3.4%

 

* Foreign investments

10.7%

 

** Foreign investments

11.3%

 

ade178008

Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.3%

Shares

Value

CONSUMER DISCRETIONARY - 9.8%

Automobiles - 0.5%

General Motors Co.

300,000

$ 9,006,000

Hotels, Restaurants & Leisure - 0.9%

El Pollo Loco Holdings, Inc. (a)(e)

100,000

1,078,000

McDonald's Corp.

50,000

4,926,500

Noodles & Co. (a)

150,000

2,124,000

Yum! Brands, Inc.

100,000

7,995,000

 

16,123,500

Household Durables - 1.3%

Jarden Corp. (a)

75,000

3,666,000

KB Home (e)

475,000

6,436,250

Taylor Morrison Home Corp. (a)

349,953

6,530,123

Tupperware Brands Corp.

125,000

6,186,250

 

22,818,623

Leisure Products - 1.2%

Brunswick Corp.

225,000

10,775,250

New Academy Holding Co. LLC unit (a)(g)(h)

60,000

8,992,200

 

19,767,450

Media - 2.6%

Comcast Corp. Class A

474,500

26,989,560

Time Warner, Inc.

100,000

6,875,000

Viacom, Inc. Class B (non-vtg.)

275,000

11,866,250

 

45,730,810

Multiline Retail - 1.7%

Dollar General Corp.

100,000

7,244,000

Target Corp.

286,300

22,520,358

 

29,764,358

Specialty Retail - 1.1%

Cabela's, Inc. Class A (a)(e)

90,000

4,104,000

GNC Holdings, Inc.

100,000

4,042,000

Lumber Liquidators Holdings, Inc. (a)(e)

150,000

1,971,000

Stage Stores, Inc. (e)

350,000

3,444,000

TJX Companies, Inc.

75,000

5,356,500

 

18,917,500

Textiles, Apparel & Luxury Goods - 0.5%

Arezzo Industria e Comercio SA

575,000

2,886,240

Tory Burch LLC unit (f)(h)

70,274

5,026,199

 

7,912,439

TOTAL CONSUMER DISCRETIONARY

170,040,680

CONSUMER STAPLES - 5.1%

Beverages - 0.8%

Diageo PLC sponsored ADR

75,000

8,084,250

Molson Coors Brewing Co. Class B

65,000

5,396,300

 

13,480,550

 

Shares

Value

Food & Staples Retailing - 1.6%

CVS Health Corp.

240,000

$ 23,155,200

Whole Foods Market, Inc.

175,000

5,538,750

 

28,693,950

Food Products - 0.2%

Amplify Snack Brands, Inc. (a)(e)

325,000

3,480,750

Keurig Green Mountain, Inc.

300

15,642

 

3,496,392

Household Products - 2.4%

Procter & Gamble Co.

575,000

41,365,500

Personal Products - 0.1%

Avon Products, Inc. (e)

550,000

1,787,500

TOTAL CONSUMER STAPLES

88,823,892

ENERGY - 7.7%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

300,000

4,224,000

National Oilwell Varco, Inc.

100,000

3,765,000

Oceaneering International, Inc.

87,500

3,437,000

Schlumberger Ltd.

187,500

12,931,875

 

24,357,875

Oil, Gas & Consumable Fuels - 6.3%

Anadarko Petroleum Corp.

112,500

6,793,875

Apache Corp.

137,500

5,384,500

Cabot Oil & Gas Corp.

170,000

3,716,200

Cameco Corp. (e)

275,000

3,352,754

Chevron Corp.

375,000

29,580,000

Cimarex Energy Co.

12,500

1,281,000

CONSOL Energy, Inc. (e)

500,000

4,900,000

Legacy Reserves LP

33,012

135,019

Noble Energy, Inc.

50,000

1,509,000

Suncor Energy, Inc.

800,000

21,395,279

The Williams Companies, Inc.

500,000

18,425,000

Williams Partners LP

400,000

12,768,000

 

109,240,627

TOTAL ENERGY

133,598,502

FINANCIALS - 22.1%

Banks - 9.4%

Bank of America Corp.

2,190,700

34,131,106

Comerica, Inc.

175,000

7,192,500

First Niagara Financial Group, Inc.

250,000

2,552,500

Huntington Bancshares, Inc.

700,000

7,420,000

JPMorgan Chase & Co.

675,000

41,154,750

KeyCorp

600,000

7,806,000

M&T Bank Corp.

50,000

6,097,500

Regions Financial Corp.

1,100,000

9,911,000

Standard Chartered PLC (United Kingdom)

475,000

4,604,508

SunTrust Banks, Inc.

375,000

14,340,000

U.S. Bancorp

350,000

14,353,500

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

UMB Financial Corp.

33,385

$ 1,696,292

Wells Fargo & Co.

250,000

12,837,500

 

164,097,156

Capital Markets - 5.8%

Ares Capital Corp.

400,000

5,792,000

KKR & Co. LP

1,210,000

20,303,800

Morgan Stanley

700,000

22,050,000

State Street Corp.

323,600

21,749,156

The Blackstone Group LP

950,000

30,086,500

 

99,981,456

Diversified Financial Services - 0.3%

KKR Renaissance Co-Invest LP unit (a)(h)

50,000

5,537,500

Insurance - 4.7%

Allied World Assur Co. Holdings AG

175,000

6,679,750

American International Group, Inc.

423,200

24,046,224

MetLife, Inc.

425,000

20,038,750

The Chubb Corp.

248,900

30,527,585

 

81,292,309

Thrifts & Mortgage Finance - 1.9%

MGIC Investment Corp. (a)

500,000

4,630,000

Radian Group, Inc.

1,800,000

28,638,000

 

33,268,000

TOTAL FINANCIALS

384,176,421

HEALTH CARE - 11.7%

Biotechnology - 2.7%

Alnylam Pharmaceuticals, Inc. (a)

15,000

1,205,400

Amgen, Inc.

150,000

20,748,000

Biogen, Inc. (a)

25,000

7,295,250

Clovis Oncology, Inc. (a)

20,000

1,839,200

Gilead Sciences, Inc.

75,000

7,364,250

Intercept Pharmaceuticals, Inc. (a)

17,000

2,819,620

Spark Therapeutics, Inc.

45,000

1,877,850

Trevena, Inc. (a)

375,000

3,881,250

 

47,030,820

Health Care Equipment & Supplies - 1.5%

Boston Scientific Corp. (a)

450,000

7,384,500

Medtronic PLC

275,000

18,408,500

 

25,793,000

Health Care Providers & Services - 0.5%

Express Scripts Holding Co. (a)

120,000

9,715,200

Pharmaceuticals - 7.0%

AbbVie, Inc.

200,000

10,882,000

Allergan PLC (a)

25,000

6,795,250

GlaxoSmithKline PLC sponsored ADR

500,000

19,225,000

Jazz Pharmaceuticals PLC (a)

80,000

10,624,800

Johnson & Johnson

450,000

42,007,500

 

Shares

Value

Merck & Co., Inc.

175,000

$ 8,643,250

Pfizer, Inc.

250,000

7,852,500

Teva Pharmaceutical Industries Ltd. sponsored ADR

205,000

11,574,300

TherapeuticsMD, Inc. (a)

575,000

3,369,500

 

120,974,100

TOTAL HEALTH CARE

203,513,120

INDUSTRIALS - 11.0%

Aerospace & Defense - 2.2%

BWX Technologies, Inc.

135,000

3,558,600

The Boeing Co.

150,000

19,642,500

United Technologies Corp.

175,000

15,573,250

 

38,774,350

Air Freight & Logistics - 2.4%

FedEx Corp.

70,000

10,078,600

PostNL NV (a)

2,665,600

9,704,088

United Parcel Service, Inc. Class B

220,000

21,711,800

 

41,494,488

Airlines - 0.2%

Copa Holdings SA Class A

75,000

3,144,750

Construction & Engineering - 0.6%

Jacobs Engineering Group, Inc. (a)

300,000

11,229,000

Electrical Equipment - 0.8%

AMETEK, Inc.

100,000

5,232,000

Babcock & Wilcox Enterprises, Inc. (a)

75,000

1,260,000

Eaton Corp. PLC

162,500

8,336,250

 

14,828,250

Industrial Conglomerates - 2.9%

General Electric Co.

2,000,000

50,440,000

Machinery - 0.7%

Cummins, Inc.

50,000

5,429,000

Deere & Co.

34,100

2,523,400

Joy Global, Inc. (e)

100,000

1,493,000

Rational AG

5,000

1,997,073

 

11,442,473

Professional Services - 0.4%

Acacia Research Corp.

685,000

6,219,800

Road & Rail - 0.8%

CSX Corp.

200,000

5,380,000

J.B. Hunt Transport Services, Inc.

125,000

8,925,000

 

14,305,000

TOTAL INDUSTRIALS

191,878,111

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - 22.3%

Communications Equipment - 3.8%

Cisco Systems, Inc.

1,400,000

$ 36,750,000

QUALCOMM, Inc.

550,000

29,551,500

 

66,301,500

Electronic Equipment & Components - 0.8%

Hitachi Ltd.

1,100,000

5,550,633

Littelfuse, Inc.

25,000

2,278,750

TE Connectivity Ltd.

112,500

6,737,625

 

14,567,008

Internet Software & Services - 4.7%

Facebook, Inc. Class A (a)

150,000

13,485,000

Google, Inc. Class C

87,529

53,254,396

Twitter, Inc. (a)

112,500

3,030,750

Yahoo!, Inc. (a)

400,000

11,564,000

 

81,334,146

IT Services - 5.5%

IBM Corp.

286,300

41,504,911

MasterCard, Inc. Class A

150,000

13,518,000

Paychex, Inc.

150,000

7,144,500

PayPal Holdings, Inc. (a)

150,000

4,656,000

Visa, Inc. Class A

398,200

27,738,612

 

94,562,023

Semiconductors & Semiconductor Equipment - 1.4%

Altera Corp.

100,000

5,008,000

Applied Materials, Inc.

300,000

4,407,000

Broadcom Corp. Class A

275,000

14,143,250

 

23,558,250

Software - 0.8%

Microsoft Corp.

200,000

8,852,000

Oracle Corp.

150,000

5,418,000

 

14,270,000

Technology Hardware, Storage & Peripherals - 5.3%

Apple, Inc.

475,000

52,392,500

EMC Corp.

1,225,000

29,596,000

First Data Holdings, Inc. Class B (a)(h)

2,164,642

9,870,768

 

91,859,268

TOTAL INFORMATION TECHNOLOGY

386,452,195

MATERIALS - 3.5%

Chemicals - 2.1%

Airgas, Inc.

45,000

4,019,850

LyondellBasell Industries NV Class A

100,000

8,336,000

Monsanto Co.

200,000

17,068,000

 

Shares

Value

Potash Corp. of Saskatchewan, Inc.

300,000

$ 6,166,354

Tronox Ltd. Class A

245,700

1,073,709

 

36,663,913

Containers & Packaging - 1.2%

AEP Industries, Inc. (a)

119,980

6,878,453

WestRock Co.

249,998

12,859,897

 

19,738,350

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

400,000

3,876,000

TOTAL MATERIALS

60,278,263

TELECOMMUNICATION SERVICES - 3.1%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

450,000

14,661,000

Verizon Communications, Inc.

900,000

39,159,000

 

53,820,000

UTILITIES - 3.0%

Electric Utilities - 2.8%

Entergy Corp.

100,000

6,510,000

Exelon Corp.

675,000

20,047,500

PPL Corp.

200,000

6,578,000

Southern Co.

325,000

14,527,500

 

47,663,000

Independent Power and Renewable Electricity Producers - 0.2%

Dynegy, Inc. (a)

175,000

3,617,250

TOTAL UTILITIES

51,280,250

TOTAL COMMON STOCKS

(Cost $1,689,214,748)


1,723,861,434

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc.:

Series C (a)(h)

65,160

32,339

Series D (a)(h)

20,764

10,305

 

42,644

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $878,142)


42,644

Convertible Bonds - 0.2%

 

Principal Amount

 

ENERGY - 0.1%

Oil, Gas & Consumable Fuels - 0.1%

Amyris, Inc. 3% 2/27/17

$ 2,000,000

1,800,440

Convertible Bonds - continued

 

Principal Amount

Value

INFORMATION TECHNOLOGY - 0.1%

Semiconductors & Semiconductor Equipment - 0.1%

GT Advanced Technologies, Inc. 3% 10/1/17 (d)

$ 10,000,000

$ 1,800,000

TOTAL CONVERTIBLE BONDS

(Cost $4,673,922)


3,600,440

Money Market Funds - 3.0%

Shares

 

Fidelity Cash Central Fund, 0.18% (b)

28,034,169

28,034,169

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

23,110,925

23,110,925

TOTAL MONEY MARKET FUNDS

(Cost $51,145,094)


51,145,094

TOTAL INVESTMENT
PORTFOLIO - 102.5%

(Cost $1,745,911,906)

1,778,649,612

NET OTHER ASSETS (LIABILITIES) - (2.5)%

(42,567,831)

NET ASSETS - 100%

$ 1,736,081,781

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

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

(f) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(g) Investment is owned by an entity that is treated as a U.S. Corporation for tax purposes in which the Fund holds a percentage ownership.

(h) 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 $29,469,311 or 1.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,658,568

KKR Renaissance Co-Invest LP unit

7/25/13

$ 5,275,000

New Academy Holding Co. LLC unit

8/1/11

$ 6,324,000

NJOY, Inc. Series C

6/7/13

$ 526,688

NJOY, Inc. Series D

2/14/14

$ 351,454

Tory Burch LLC unit

5/14/15

$ 5,014,345

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

$ 72,442

Fidelity Securities Lending Cash Central Fund

504,813

Total

$ 577,255

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 170,083,324

$ 156,022,281

$ -

$ 14,061,043

Consumer Staples

88,823,892

88,823,892

-

-

Energy

133,598,502

133,598,502

-

-

Financials

384,176,421

378,638,921

-

5,537,500

Health Care

203,513,120

203,513,120

-

-

Industrials

191,878,111

191,878,111

-

-

Information Technology

386,452,195

371,030,794

5,550,633

9,870,768

Materials

60,278,263

60,278,263

-

-

Telecommunication Services

53,820,000

53,820,000

-

-

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Utilities

$ 51,280,250

$ 51,280,250

$ -

$ -

Corporate Bonds

3,600,440

-

3,600,440

-

Money Market Funds

51,145,094

51,145,094

-

-

Total Investments in Securities:

$ 1,778,649,612

$ 1,740,029,228

$ 9,151,073

$ 29,469,311

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities

Beginning Balance

$ 24,066,374

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

388,592

Cost of Purchases

5,014,345

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 29,469,311

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2015

$ 388,592

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.3%

Ireland

2.6%

United Kingdom

2.1%

Canada

1.7%

Netherlands

1.1%

Others (Individually Less Than 1%)

3.2%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

 September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $22,707,034) - See accompanying schedule:

Unaffiliated issuers (cost $1,694,766,812)

$ 1,727,504,518

 

Fidelity Central Funds (cost $51,145,094)

51,145,094

 

Total Investments (cost $1,745,911,906)

 

$ 1,778,649,612

Receivable for investments sold

51,509,704

Receivable for fund shares sold

343,514

Dividends receivable

2,472,888

Interest receivable

35,667

Distributions receivable from Fidelity Central Funds

13,639

Prepaid expenses

6,196

Other receivables

81,761

Total assets 

1,833,112,981

 

 

 

Liabilities

Payable for investments purchased

$ 71,959,882

Payable for fund shares redeemed

1,039,141

Accrued management fee

621,145

Distribution and service plan fees payable

77,834

Other affiliated payables

108,283

Other payables and accrued expenses

113,990

Collateral on securities loaned, at value

23,110,925

Total liabilities 

97,031,200

 

 

 

Net Assets

$ 1,736,081,781

Net Assets consist of:

 

Paid in capital

$ 1,579,111,901

Undistributed net investment income

19,928,648

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

104,297,059

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

32,744,173

Net Assets

$ 1,736,081,781

Statement of Assets and Liabilities - continued

 

 September 30, 2015

 

 

 

Class O:

Net Asset Value, offering price and
redemption price per share ($1,426,230,485 ÷ 67,789,857 shares)

$ 21.04

 

 

 

Class A:

Net Asset Value and redemption price
per share ($212,181,176 ÷ 10,324,989 shares)

$ 20.55

 

 

 

Maximum offering price per share (100/94.25 of $20.55)

$ 21.80

Class T:

Net Asset Value and redemption price
per share ($29,481,821 ÷ 1,446,852 shares)

$ 20.38

 

 

 

Maximum offering price per share (100/96.50 of $20.38)

$ 21.12

Class B:

Net Asset Value and offering price
per share ($466,557 ÷ 23,052 shares)A

$ 20.24

 

 

 

Class C:

Net Asset Value and offering price
per share ($22,879,253 ÷ 1,148,081 shares)A

$ 19.93

 

 

 

Class I:

Net Asset Value, offering price and
redemption price per share ($44,759,792 ÷ 2,070,782 shares)

$ 21.61

 

 

 

Class Z:

Net Asset Value, offering price and
redemption price per share ($82,697 ÷ 3,852 shares)

$ 21.47

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.

Annual Report

Statement of Operations

 

 Year ended September 30, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 45,324,015

Interest

 

533,922

Income from Fidelity Central Funds

 

577,255

Total income 

 

46,435,192

 

 

 

Expenses

Management fee

$ 8,857,835

Transfer agent fees

1,221,125

Distribution and service plan fees

976,788

Accounting and security lending fees

643,755

Custodian fees and expenses

41,523

Independent trustees' compensation

9,333

Depreciation in deferred trustee compensation account.

(176)

Registration fees

117,787

Audit

73,292

Legal

11,675

Interest

1,504

Miscellaneous

15,673

Total expenses before reductions

11,970,114

Expense reductions

(100,537)

11,869,577

Net investment income (loss)

34,565,615

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

124,089,387

Foreign currency transactions

(79,293)

Futures contracts

1,325,007

Total net realized gain (loss)

 

125,335,101

Change in net unrealized appreciation (depreciation) on:

Investment securities

(268,828,533)

Assets and liabilities in foreign currencies

8,432

Total change in net unrealized appreciation (depreciation)

 

(268,820,101)

Net gain (loss)

(143,485,000)

Net increase (decrease) in net assets resulting from operations

$ (108,919,385)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,565,615

$ 35,756,394

Net realized gain (loss)

125,335,101

318,024,781

Change in net unrealized appreciation (depreciation)

(268,820,101)

5,055,935

Net increase (decrease) in net assets resulting from operations 

(108,919,385)

358,837,110

Distributions to shareholders from net investment income

(25,946,174)

(25,125,057)

Distributions to shareholders from net realized gain

(172,571,626)

(5,875,523)

Total distributions 

(198,517,800)

(31,000,580)

Share transactions - net increase (decrease)

(112,378,825)

(249,067,671)

Total increase (decrease) in net assets 

(419,816,010)

78,768,859

 

 

 

Net Assets

Beginning of period

2,155,897,791

2,077,128,932

End of period (including undistributed net investment income of $19,928,648 and undistributed net investment income of $18,255,754, respectively)

$1,736,081,781

$ 2,155,897,791

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.63

$ 21.17

$ 17.53

$ 13.33

$ 13.55

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.40

.40

.32

.24

.18

Net realized and unrealized gain (loss)

(1.71)

3.39

3.64

4.19

(.20)

Total from investment operations

(1.31)

3.79

3.96

4.43

(.02)

Distributions from net investment income

(.31)

(.27)

(.29)

(.20)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.28)

(.33)

(.32)

(.23)

(.20) G

Net asset value, end of period

$ 21.04

$ 24.63

$ 21.17

$ 17.53

$ 13.33

Total ReturnA, B

(5.92)%

18.08%

23.05%

33.55%

(.32)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

.50%

.51%

.51%

.51%

.51%

Expenses net of fee waivers, if any

.50%

.51%

.51%

.51%

.51%

Expenses net of all reductions

.50%

.50%

.49%

.51%

.50%

Net investment income (loss)

1.70%

1.69%

1.68%

1.53%

1.20%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,426,230

$ 1,866,810

$ 1,622,353

$ 1,515,727

$ 1,268,316

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $.20 per share is comprised of distributions from net investment income of $.151 and distributions from net realized gain of $.044 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.12

$ 20.75

$ 17.18

$ 13.07

$ 13.28

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.31

.32

.26

.19

.13

Net realized and unrealized gain (loss)

(1.67)

3.33

3.58

4.10

(.20)

Total from investment operations

(1.36)

3.65

3.84

4.29

(.07)

Distributions from net investment income

(.24)

(.21)

(.24)

(.15)

(.10)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.21)

(.28) H

(.27)

(.18)

(.14)

Net asset value, end of period

$ 20.55

$ 24.12

$ 20.75

$ 17.18

$ 13.07

Total ReturnA, B, C

(6.25)%

17.71%

22.73%

33.06%

(.62)%

Ratios to Average Net AssetsE, G

 

 

 

 

 

Expenses before reductions

.83%

.81%

.82%

.84%

.86%

Expenses net of fee waivers, if any

.83%

.81%

.82%

.84%

.86%

Expenses net of all reductions

.82%

.81%

.81%

.84%

.85%

Net investment income (loss)

1.37%

1.38%

1.37%

1.20%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 212,181

$ 209,737

$ 153,940

$ 127,100

$ 98,808

Portfolio turnover rateF

53%

55%

55%

40%

76%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $.28 per share is comprised of distributions from net investment income of $.213 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.95

$ 20.61

$ 17.08

$ 12.99

$ 13.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.22

.21

.17

.12

.06

Net realized and unrealized gain (loss)

(1.66)

3.32

3.56

4.08

(.19)

Total from investment operations

(1.44)

3.53

3.73

4.20

(.13)

Distributions from net investment income

(.17)

(.13)

(.17)

(.08)

(.05)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.13) G

(.19)

(.20)

(.11)

(.09)

Net asset value, end of period

$ 20.38

$ 23.95

$ 20.61

$ 17.08

$ 12.99

Total ReturnA, B

(6.62)%

17.21%

22.11%

32.46%

(1.05)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of fee waivers, if any

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of all reductions

1.23%

1.27%

1.27%

1.28%

1.28%

Net investment income (loss)

.97%

.92%

.91%

.76%

.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 29,482

$ 23,443

$ 22,903

$ 14,874

$ 11,251

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.13 per share is comprised of distributions from net investment income of $.165 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.76

$ 20.41

$ 16.87

$ 12.82

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.64)

3.29

3.53

4.04

(.19)

Total from investment operations

(1.54)

3.39

3.61

4.08

(.20)

Distributions from net investment income

(.01)

-

(.04)

-G

-

Distributions from net realized gain

(1.97)

(.04)

(.03)

(.03)

(.02)

Total distributions

(1.98)

(.04)

(.07)

(.03)

(.02)

Net asset value, end of period

$ 20.24

$ 23.76

$ 20.41

$ 16.87

$ 12.82

Total ReturnA, B

(7.10)%

16.60%

21.52%

31.87%

(1.57)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of fee waivers, if any

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of all reductions

1.76%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.44%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 467

$ 682

$ 705

$ 826

$ 776

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.49

$ 20.28

$ 16.83

$ 12.81

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.62)

3.26

3.51

4.04

(.19)

Total from investment operations

(1.52)

3.36

3.59

4.08

(.20)

Distributions from net investment income

(.08)

(.09)

(.11)

(.03)

-

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.03)

Total distributions

(2.04) G

(.15)

(.14)

(.06)

(.03)

Net asset value, end of period

$ 19.93

$ 23.49

$ 20.28

$ 16.83

$ 12.81

Total ReturnA, B

(7.09)%

16.62%

21.52%

31.89%

(1.58)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of fee waivers, if any

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of all reductions

1.75%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.45%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 22,879

$ 22,094

$ 11,119

$ 4,775

$ 3,030

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.04 per share is comprised of distributions from net investment income of $.079 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.10

$ 21.56

$ 17.84

$ 13.58

$ 13.82

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.38

.35

.29

.21

.15

Net realized and unrealized gain (loss)

(1.77)

3.49

3.72

4.26

(.20)

Total from investment operations

(1.39)

3.84

4.01

4.47

(.05)

Distributions from net investment income

(.14)

(.23)

(.26)

(.18)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.10) F

(.30) G

(.29)

(.21)

(.19)

Net asset value, end of period

$ 21.61

$ 25.10

$ 21.56

$ 17.84

$ 13.58

Total ReturnA

(6.06)%

17.93%

22.82%

33.17%

(.50)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

.65%

.68%

.71%

.75%

.74%

Expenses net of fee waivers, if any

.64%

.68%

.71%

.75%

.74%

Expenses net of all reductions

.63%

.67%

.70%

.75%

.73%

Net investment income (loss)

1.56%

1.52%

1.48%

1.29%

.97%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 44,760

$ 33,013

$ 266,008

$ 223,854

$ 179,641

Portfolio turnover rateD

53%

55%

55%

40%

76%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

F Total distributions of $2.10 per share is comprised of distributions from net investment income of $.139 and distributions from net realized gain of $1.965 per share.

G Total distributions of $.30 per share is comprised of distributions from net investment income of $.231 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class Z

Years ended September 30,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 25.09

$ 21.56

$ 21.44

Income from Investment Operations

 

 

 

Net investment income (loss) D

.41

.40

.04

Net realized and unrealized gain (loss)

(1.76)

3.47

.08

Total from investment operations

(1.35)

3.87

.12

Distributions from net investment income

(.31)

(.27)

-

Distributions from net realized gain

(1.97)

(.06)

-

Total distributions

(2.27) I

(.34) J

-

Net asset value, end of period

$ 21.47

$ 25.09

$ 21.56

Total ReturnB, C

(5.94)%

18.10%

.56%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

.51%

.51%

.52%A

Expenses net of fee waivers, if any

.51%

.51%

.52%A

Expenses net of all reductions

.51%

.51%

.50%A

Net investment income (loss)

1.69%

1.68%

1.36%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83

$ 119

$ 101

Portfolio turnover rateF

53%

55%

55%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 August 13, 2013 (commencement of sale of shares) to September 30, 2013.

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 reductions from 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.

I Total distributions of $2.27 per share is comprised of distributions from net investment income of $.309 and distributions from net realized gain of $1.965 per share.

J Total distributions of $.34 per share is comprised of distributions from net investment income of $.273 and distributions from net realized gain of $.064 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

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 C, Class I (formerly Institutional Class) and Class Z, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 09/30/15

Valuation Technique(s)

Unobservable Input

Amount or Range/
Weighted Average

Impact to Valuation from
an Increase in Input
*

Equities

$ 29,469,311

Discount rate

Discount for lack of marketability

10.0%

Decrease

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.50 - $71.15 / $70.55

Increase

 

 

Market comparable

EV/EBITDA multiple

8.4 - 10.1 / 9.1

Increase

 

 

 

Discount for lack of marketability

15.0%

Decrease

 

 

 

Discount rate

15.0%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

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

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

Gross unrealized appreciation

$ 243,030,626

Gross unrealized depreciation  

(214,768,201)

Net unrealized appreciation (depreciation) on securities  

$ 28,262,425

Tax Cost  

$ 1,750,387,187

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 36,540,563

Undistributed long-term capital gain

$ 92,227,976

Net unrealized appreciation (depreciation) on securities and other investments

$ 28,268,892

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 25,946,174

$ 31,000,580

Long-term Capital Gains

172,571,626

-

Total

$ 198,517,800

$ 31,000,580

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.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

During the period, the Fund recognized net realized gain (loss) of $1,325,007 related to investments in futures contracts. This amount is included in the Statement of Operations.

Annual Report

Notes to Financial Statements - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,078,186,042 and $1,276,868,552, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .42% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 563,706

$ 14,401

Class T

.25%

.25%

154,228

1,020

Class B

.75%

.25%

6,173

4,648

Class C

.75%

.25%

252,681

84,879

 

 

 

$ 976,788

$ 104,948

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

$ 46,189

Class T

9,026

Class B*

171

Class C*

6,758

 

$ 62,144

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, Class I and Class Z. FIIOC receives 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, except for Class Z. FIIOC does not receive a fee for Class O Destiny Plan accounts. FIIOC receives an asset-based fee of Class Z's average net assets. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 717,618

.04

Class A

261,206

.12

Class T

83,370

.27

Class B

1,861

.30

Class C

73,563

.29

Class I

83,456

.18

Class Z

51

.05

 

$ 1,221,125

 

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $23,428 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 Fidelity Management & Research Company (FMR) or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest Expense

Borrower

$ 73,832,000

.37%

$ 1,504

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $169,730.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $3,152 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $504,813, including $10,168 from securities loaned to FCM.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $83,243 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $8,307 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 3,023

Class A

1,612

Class T

298

Class B

1

Class C

253

Class I

3,800

 

$ 8,987

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 23,240,677

$ 20,292,162

Class A

2,228,099

1,695,781

Class T

185,875

135,608

Class B

286

-

Class C

80,262

52,602

Class I

209,650

2,947,631

Class Z

1,325

1,273

Total

$ 25,946,174

$ 25,125,057

From net realized gain

 

 

Class O

$ 147,315,868

$ 4,844,120

Class A

18,017,348

536,822

Class T

2,213,599

63,347

Class B

56,242

1,072

Class C

1,996,392

50,345

Class I

2,963,753

379,516

Class Z

8,424

301

Total

$ 172,571,626

$ 5,875,523

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

2,287,530

6,208,263

$ 53,641,943

$ 147,701,200

Reinvestment of distributions

6,840,387

990,107

153,635,091

22,079,128

Shares redeemed

(17,121,478)

(8,041,994)

(390,687,724)

(188,558,417)

Net increase (decrease)

(7,993,561)

(843,624)

$ (183,410,690)

$ (18,778,089)

Class A

 

 

 

 

Shares sold

3,109,762

2,532,698

$ 72,097,550

$ 57,537,080

Reinvestment of distributions

911,032

97,921

20,033,590

2,152,552

Shares redeemed

(2,391,662)

(1,354,861)

(54,542,127)

(31,107,890)

Net increase (decrease)

1,629,132

1,275,758

$ 37,589,013

$ 28,581,742

Class T

 

 

 

 

Shares sold

734,570

491,974

$ 16,881,464

$ 11,365,600

Reinvestment of distributions

97,386

8,484

2,130,797

186,233

Shares redeemed

(364,096)

(632,605)

(8,173,269)

(13,745,072)

Net increase (decrease)

467,860

(132,147)

$ 10,838,992

$ (2,193,239)

Annual Report

11. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class B

 

 

 

 

Shares sold

3,301

8,702

$ 77,862

$ 196,288

Reinvestment of distributions

2,423

41

52,867

1,000

Shares redeemed

(11,358)

(14,591)

(258,989)

(321,642)

Net increase (decrease)

(5,634)

(5,848)

$ (128,260)

$ (124,354)

Class C

 

 

 

 

Shares sold

407,214

583,896

$ 9,151,851

$ 13,207,548

Reinvestment of distributions

86,086

4,345

1,849,987

95,646

Shares redeemed

(285,644)

(196,005)

(6,367,594)

(4,414,141)

Net increase (decrease)

207,656

392,236

$ 4,634,244

$ 8,889,053

Class I

 

 

 

 

Shares sold

1,334,628

1,125,237

$ 32,026,397

$ 26,600,079

Reinvestment of distributions

131,239

145,882

3,031,625

3,273,561

Shares redeemed

(710,295)

(12,293,029)

(16,937,834)

(295,317,998)

Net increase (decrease)

755,572

(11,021,910)

$ 18,120,188

$ (265,444,358)

Class Z

 

 

 

 

Shares sold

1

-

$ 26

$ -

Reinvestment of distributions

425

69

9,749

1,574

Shares redeemed

(1,307)

-

(32,087)

-

Net increase (decrease)

(881)

69

$ (22,312)

$ 1,574

12. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Diversified Stock Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Diversified Stock Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Diversified Stock Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015 $104,878,751, or, if subsequently determined to be different, the net capital gain of such year.

Class A, T, B & C designate 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A, T, B & C designate 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of the amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Diversified Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Fidelity Advisor Diversified Stock Fund

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Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Diversified Stock Fund

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The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, Class Z, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited
FMR Investment Management (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

(Fidelity Investment logo)(registered trademark)

ADESI-UANN-1115
1.814743.110

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

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Fidelity Advisor®

Diversified Stock Fund - Class I

(formerly Institutional Class)

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class I

-6.06%

12.51%

6.60%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Diversified Stock Fund - Class I on September 30, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager James Morrow: For the year, the fund's share classes (excluding sales charges, if applicable) significantly trailed the benchmark S&P 500® index. Market conditions provided a big performance headwind the past year, as value-oriented stocks continued to lag their growth-oriented counterparts - a poor fit for my investment approach, given that we tend to hold more securities at the value end of the large-cap spectrum. Relative to the benchmark, the fund was hurt the most by poor stock picking in the energy sector, especially CONSOL Energy, a producer of coal and natural gas. The fund also was hampered by positions in energy producers Suncor Energy and Chevron, both of which were hurt by low prices for the natural resource, while Canada-based Suncor, an out-of-benchmark name, was weighed down by a stronger U.S. dollar. Despite the multiple challenges we saw in energy, the fund did benefit from not owning certain large benchmark components that similarly struggled, including integrated energy companies Exxon Mobil and ConocoPhillips. Security selection in the consumer staples, consumer discretionary, materials and industrials groups also meaningfully detracted. On the positive side, my choices and an overweighting in financials added value. Within this group, the fund benefited from a position in Chubb, a provider of property and casualty insurance that was acquired for a significant premium.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.49%

 

 

 

Actual

 

$ 1,000.00

$ 908.50

$ 2.34

HypotheticalA

 

$ 1,000.00

$ 1,022.61

$ 2.48

Class A

.82%

 

 

 

Actual

 

$ 1,000.00

$ 906.90

$ 3.92

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

Class T

1.22%

 

 

 

Actual

 

$ 1,000.00

$ 905.40

$ 5.83

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.17

Class B

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 902.80

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 903.00

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class I

.63%

 

 

 

Actual

 

$ 1,000.00

$ 908.00

$ 3.01

HypotheticalA

 

$ 1,000.00

$ 1,021.91

$ 3.19

Class Z

.51%

 

 

 

Actual

 

$ 1,000.00

$ 908.60

$ 2.44

HypotheticalA

 

$ 1,000.00

$ 1,022.51

$ 2.59

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Google, Inc. Class C

3.1

3.2

Apple, Inc.

3.0

2.4

General Electric Co.

2.9

2.1

Johnson & Johnson

2.4

2.2

IBM Corp.

2.4

2.1

Procter & Gamble Co.

2.4

2.0

JPMorgan Chase & Co.

2.4

2.0

Verizon Communications, Inc.

2.3

2.2

Cisco Systems, Inc.

2.1

1.9

Bank of America Corp.

2.0

1.2

 

25.0

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

22.4

23.4

Financials

22.1

19.8

Health Care

11.7

10.9

Industrials

11.0

11.4

Consumer Discretionary

9.8

11.6

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

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Stocks 99.3%

 

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Stocks 96.4%

 

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Convertible Securities 0.2%

 

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Convertible Securities 0.2%

 

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Short-Term
Investments and
Net Other Assets
(Liabilities) 0.5%

 

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Short-Term
Investments and
Net Other Assets
(Liabilities) 3.4%

 

* Foreign investments

10.7%

 

** Foreign investments

11.3%

 

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Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.3%

Shares

Value

CONSUMER DISCRETIONARY - 9.8%

Automobiles - 0.5%

General Motors Co.

300,000

$ 9,006,000

Hotels, Restaurants & Leisure - 0.9%

El Pollo Loco Holdings, Inc. (a)(e)

100,000

1,078,000

McDonald's Corp.

50,000

4,926,500

Noodles & Co. (a)

150,000

2,124,000

Yum! Brands, Inc.

100,000

7,995,000

 

16,123,500

Household Durables - 1.3%

Jarden Corp. (a)

75,000

3,666,000

KB Home (e)

475,000

6,436,250

Taylor Morrison Home Corp. (a)

349,953

6,530,123

Tupperware Brands Corp.

125,000

6,186,250

 

22,818,623

Leisure Products - 1.2%

Brunswick Corp.

225,000

10,775,250

New Academy Holding Co. LLC unit (a)(g)(h)

60,000

8,992,200

 

19,767,450

Media - 2.6%

Comcast Corp. Class A

474,500

26,989,560

Time Warner, Inc.

100,000

6,875,000

Viacom, Inc. Class B (non-vtg.)

275,000

11,866,250

 

45,730,810

Multiline Retail - 1.7%

Dollar General Corp.

100,000

7,244,000

Target Corp.

286,300

22,520,358

 

29,764,358

Specialty Retail - 1.1%

Cabela's, Inc. Class A (a)(e)

90,000

4,104,000

GNC Holdings, Inc.

100,000

4,042,000

Lumber Liquidators Holdings, Inc. (a)(e)

150,000

1,971,000

Stage Stores, Inc. (e)

350,000

3,444,000

TJX Companies, Inc.

75,000

5,356,500

 

18,917,500

Textiles, Apparel & Luxury Goods - 0.5%

Arezzo Industria e Comercio SA

575,000

2,886,240

Tory Burch LLC unit (f)(h)

70,274

5,026,199

 

7,912,439

TOTAL CONSUMER DISCRETIONARY

170,040,680

CONSUMER STAPLES - 5.1%

Beverages - 0.8%

Diageo PLC sponsored ADR

75,000

8,084,250

Molson Coors Brewing Co. Class B

65,000

5,396,300

 

13,480,550

 

Shares

Value

Food & Staples Retailing - 1.6%

CVS Health Corp.

240,000

$ 23,155,200

Whole Foods Market, Inc.

175,000

5,538,750

 

28,693,950

Food Products - 0.2%

Amplify Snack Brands, Inc. (a)(e)

325,000

3,480,750

Keurig Green Mountain, Inc.

300

15,642

 

3,496,392

Household Products - 2.4%

Procter & Gamble Co.

575,000

41,365,500

Personal Products - 0.1%

Avon Products, Inc. (e)

550,000

1,787,500

TOTAL CONSUMER STAPLES

88,823,892

ENERGY - 7.7%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

300,000

4,224,000

National Oilwell Varco, Inc.

100,000

3,765,000

Oceaneering International, Inc.

87,500

3,437,000

Schlumberger Ltd.

187,500

12,931,875

 

24,357,875

Oil, Gas & Consumable Fuels - 6.3%

Anadarko Petroleum Corp.

112,500

6,793,875

Apache Corp.

137,500

5,384,500

Cabot Oil & Gas Corp.

170,000

3,716,200

Cameco Corp. (e)

275,000

3,352,754

Chevron Corp.

375,000

29,580,000

Cimarex Energy Co.

12,500

1,281,000

CONSOL Energy, Inc. (e)

500,000

4,900,000

Legacy Reserves LP

33,012

135,019

Noble Energy, Inc.

50,000

1,509,000

Suncor Energy, Inc.

800,000

21,395,279

The Williams Companies, Inc.

500,000

18,425,000

Williams Partners LP

400,000

12,768,000

 

109,240,627

TOTAL ENERGY

133,598,502

FINANCIALS - 22.1%

Banks - 9.4%

Bank of America Corp.

2,190,700

34,131,106

Comerica, Inc.

175,000

7,192,500

First Niagara Financial Group, Inc.

250,000

2,552,500

Huntington Bancshares, Inc.

700,000

7,420,000

JPMorgan Chase & Co.

675,000

41,154,750

KeyCorp

600,000

7,806,000

M&T Bank Corp.

50,000

6,097,500

Regions Financial Corp.

1,100,000

9,911,000

Standard Chartered PLC (United Kingdom)

475,000

4,604,508

SunTrust Banks, Inc.

375,000

14,340,000

U.S. Bancorp

350,000

14,353,500

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

UMB Financial Corp.

33,385

$ 1,696,292

Wells Fargo & Co.

250,000

12,837,500

 

164,097,156

Capital Markets - 5.8%

Ares Capital Corp.

400,000

5,792,000

KKR & Co. LP

1,210,000

20,303,800

Morgan Stanley

700,000

22,050,000

State Street Corp.

323,600

21,749,156

The Blackstone Group LP

950,000

30,086,500

 

99,981,456

Diversified Financial Services - 0.3%

KKR Renaissance Co-Invest LP unit (a)(h)

50,000

5,537,500

Insurance - 4.7%

Allied World Assur Co. Holdings AG

175,000

6,679,750

American International Group, Inc.

423,200

24,046,224

MetLife, Inc.

425,000

20,038,750

The Chubb Corp.

248,900

30,527,585

 

81,292,309

Thrifts & Mortgage Finance - 1.9%

MGIC Investment Corp. (a)

500,000

4,630,000

Radian Group, Inc.

1,800,000

28,638,000

 

33,268,000

TOTAL FINANCIALS

384,176,421

HEALTH CARE - 11.7%

Biotechnology - 2.7%

Alnylam Pharmaceuticals, Inc. (a)

15,000

1,205,400

Amgen, Inc.

150,000

20,748,000

Biogen, Inc. (a)

25,000

7,295,250

Clovis Oncology, Inc. (a)

20,000

1,839,200

Gilead Sciences, Inc.

75,000

7,364,250

Intercept Pharmaceuticals, Inc. (a)

17,000

2,819,620

Spark Therapeutics, Inc.

45,000

1,877,850

Trevena, Inc. (a)

375,000

3,881,250

 

47,030,820

Health Care Equipment & Supplies - 1.5%

Boston Scientific Corp. (a)

450,000

7,384,500

Medtronic PLC

275,000

18,408,500

 

25,793,000

Health Care Providers & Services - 0.5%

Express Scripts Holding Co. (a)

120,000

9,715,200

Pharmaceuticals - 7.0%

AbbVie, Inc.

200,000

10,882,000

Allergan PLC (a)

25,000

6,795,250

GlaxoSmithKline PLC sponsored ADR

500,000

19,225,000

Jazz Pharmaceuticals PLC (a)

80,000

10,624,800

Johnson & Johnson

450,000

42,007,500

 

Shares

Value

Merck & Co., Inc.

175,000

$ 8,643,250

Pfizer, Inc.

250,000

7,852,500

Teva Pharmaceutical Industries Ltd. sponsored ADR

205,000

11,574,300

TherapeuticsMD, Inc. (a)

575,000

3,369,500

 

120,974,100

TOTAL HEALTH CARE

203,513,120

INDUSTRIALS - 11.0%

Aerospace & Defense - 2.2%

BWX Technologies, Inc.

135,000

3,558,600

The Boeing Co.

150,000

19,642,500

United Technologies Corp.

175,000

15,573,250

 

38,774,350

Air Freight & Logistics - 2.4%

FedEx Corp.

70,000

10,078,600

PostNL NV (a)

2,665,600

9,704,088

United Parcel Service, Inc. Class B

220,000

21,711,800

 

41,494,488

Airlines - 0.2%

Copa Holdings SA Class A

75,000

3,144,750

Construction & Engineering - 0.6%

Jacobs Engineering Group, Inc. (a)

300,000

11,229,000

Electrical Equipment - 0.8%

AMETEK, Inc.

100,000

5,232,000

Babcock & Wilcox Enterprises, Inc. (a)

75,000

1,260,000

Eaton Corp. PLC

162,500

8,336,250

 

14,828,250

Industrial Conglomerates - 2.9%

General Electric Co.

2,000,000

50,440,000

Machinery - 0.7%

Cummins, Inc.

50,000

5,429,000

Deere & Co.

34,100

2,523,400

Joy Global, Inc. (e)

100,000

1,493,000

Rational AG

5,000

1,997,073

 

11,442,473

Professional Services - 0.4%

Acacia Research Corp.

685,000

6,219,800

Road & Rail - 0.8%

CSX Corp.

200,000

5,380,000

J.B. Hunt Transport Services, Inc.

125,000

8,925,000

 

14,305,000

TOTAL INDUSTRIALS

191,878,111

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - 22.3%

Communications Equipment - 3.8%

Cisco Systems, Inc.

1,400,000

$ 36,750,000

QUALCOMM, Inc.

550,000

29,551,500

 

66,301,500

Electronic Equipment & Components - 0.8%

Hitachi Ltd.

1,100,000

5,550,633

Littelfuse, Inc.

25,000

2,278,750

TE Connectivity Ltd.

112,500

6,737,625

 

14,567,008

Internet Software & Services - 4.7%

Facebook, Inc. Class A (a)

150,000

13,485,000

Google, Inc. Class C

87,529

53,254,396

Twitter, Inc. (a)

112,500

3,030,750

Yahoo!, Inc. (a)

400,000

11,564,000

 

81,334,146

IT Services - 5.5%

IBM Corp.

286,300

41,504,911

MasterCard, Inc. Class A

150,000

13,518,000

Paychex, Inc.

150,000

7,144,500

PayPal Holdings, Inc. (a)

150,000

4,656,000

Visa, Inc. Class A

398,200

27,738,612

 

94,562,023

Semiconductors & Semiconductor Equipment - 1.4%

Altera Corp.

100,000

5,008,000

Applied Materials, Inc.

300,000

4,407,000

Broadcom Corp. Class A

275,000

14,143,250

 

23,558,250

Software - 0.8%

Microsoft Corp.

200,000

8,852,000

Oracle Corp.

150,000

5,418,000

 

14,270,000

Technology Hardware, Storage & Peripherals - 5.3%

Apple, Inc.

475,000

52,392,500

EMC Corp.

1,225,000

29,596,000

First Data Holdings, Inc. Class B (a)(h)

2,164,642

9,870,768

 

91,859,268

TOTAL INFORMATION TECHNOLOGY

386,452,195

MATERIALS - 3.5%

Chemicals - 2.1%

Airgas, Inc.

45,000

4,019,850

LyondellBasell Industries NV Class A

100,000

8,336,000

Monsanto Co.

200,000

17,068,000

 

Shares

Value

Potash Corp. of Saskatchewan, Inc.

300,000

$ 6,166,354

Tronox Ltd. Class A

245,700

1,073,709

 

36,663,913

Containers & Packaging - 1.2%

AEP Industries, Inc. (a)

119,980

6,878,453

WestRock Co.

249,998

12,859,897

 

19,738,350

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

400,000

3,876,000

TOTAL MATERIALS

60,278,263

TELECOMMUNICATION SERVICES - 3.1%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

450,000

14,661,000

Verizon Communications, Inc.

900,000

39,159,000

 

53,820,000

UTILITIES - 3.0%

Electric Utilities - 2.8%

Entergy Corp.

100,000

6,510,000

Exelon Corp.

675,000

20,047,500

PPL Corp.

200,000

6,578,000

Southern Co.

325,000

14,527,500

 

47,663,000

Independent Power and Renewable Electricity Producers - 0.2%

Dynegy, Inc. (a)

175,000

3,617,250

TOTAL UTILITIES

51,280,250

TOTAL COMMON STOCKS

(Cost $1,689,214,748)


1,723,861,434

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc.:

Series C (a)(h)

65,160

32,339

Series D (a)(h)

20,764

10,305

 

42,644

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $878,142)


42,644

Convertible Bonds - 0.2%

 

Principal Amount

 

ENERGY - 0.1%

Oil, Gas & Consumable Fuels - 0.1%

Amyris, Inc. 3% 2/27/17

$ 2,000,000

1,800,440

Convertible Bonds - continued

 

Principal Amount

Value

INFORMATION TECHNOLOGY - 0.1%

Semiconductors & Semiconductor Equipment - 0.1%

GT Advanced Technologies, Inc. 3% 10/1/17 (d)

$ 10,000,000

$ 1,800,000

TOTAL CONVERTIBLE BONDS

(Cost $4,673,922)


3,600,440

Money Market Funds - 3.0%

Shares

 

Fidelity Cash Central Fund, 0.18% (b)

28,034,169

28,034,169

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

23,110,925

23,110,925

TOTAL MONEY MARKET FUNDS

(Cost $51,145,094)


51,145,094

TOTAL INVESTMENT
PORTFOLIO - 102.5%

(Cost $1,745,911,906)

1,778,649,612

NET OTHER ASSETS (LIABILITIES) - (2.5)%

(42,567,831)

NET ASSETS - 100%

$ 1,736,081,781

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

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

(f) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(g) Investment is owned by an entity that is treated as a U.S. Corporation for tax purposes in which the Fund holds a percentage ownership.

(h) 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 $29,469,311 or 1.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,658,568

KKR Renaissance Co-Invest LP unit

7/25/13

$ 5,275,000

New Academy Holding Co. LLC unit

8/1/11

$ 6,324,000

NJOY, Inc. Series C

6/7/13

$ 526,688

NJOY, Inc. Series D

2/14/14

$ 351,454

Tory Burch LLC unit

5/14/15

$ 5,014,345

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

$ 72,442

Fidelity Securities Lending Cash Central Fund

504,813

Total

$ 577,255

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 170,083,324

$ 156,022,281

$ -

$ 14,061,043

Consumer Staples

88,823,892

88,823,892

-

-

Energy

133,598,502

133,598,502

-

-

Financials

384,176,421

378,638,921

-

5,537,500

Health Care

203,513,120

203,513,120

-

-

Industrials

191,878,111

191,878,111

-

-

Information Technology

386,452,195

371,030,794

5,550,633

9,870,768

Materials

60,278,263

60,278,263

-

-

Telecommunication Services

53,820,000

53,820,000

-

-

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Utilities

$ 51,280,250

$ 51,280,250

$ -

$ -

Corporate Bonds

3,600,440

-

3,600,440

-

Money Market Funds

51,145,094

51,145,094

-

-

Total Investments in Securities:

$ 1,778,649,612

$ 1,740,029,228

$ 9,151,073

$ 29,469,311

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities

Beginning Balance

$ 24,066,374

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

388,592

Cost of Purchases

5,014,345

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 29,469,311

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2015

$ 388,592

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.3%

Ireland

2.6%

United Kingdom

2.1%

Canada

1.7%

Netherlands

1.1%

Others (Individually Less Than 1%)

3.2%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

 September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $22,707,034) - See accompanying schedule:

Unaffiliated issuers (cost $1,694,766,812)

$ 1,727,504,518

 

Fidelity Central Funds (cost $51,145,094)

51,145,094

 

Total Investments (cost $1,745,911,906)

 

$ 1,778,649,612

Receivable for investments sold

51,509,704

Receivable for fund shares sold

343,514

Dividends receivable

2,472,888

Interest receivable

35,667

Distributions receivable from Fidelity Central Funds

13,639

Prepaid expenses

6,196

Other receivables

81,761

Total assets 

1,833,112,981

 

 

 

Liabilities

Payable for investments purchased

$ 71,959,882

Payable for fund shares redeemed

1,039,141

Accrued management fee

621,145

Distribution and service plan fees payable

77,834

Other affiliated payables

108,283

Other payables and accrued expenses

113,990

Collateral on securities loaned, at value

23,110,925

Total liabilities 

97,031,200

 

 

 

Net Assets

$ 1,736,081,781

Net Assets consist of:

 

Paid in capital

$ 1,579,111,901

Undistributed net investment income

19,928,648

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

104,297,059

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

32,744,173

Net Assets

$ 1,736,081,781

Statement of Assets and Liabilities - continued

 

 September 30, 2015

 

 

 

Class O:

Net Asset Value, offering price and
redemption price per share ($1,426,230,485 ÷ 67,789,857 shares)

$ 21.04

 

 

 

Class A:

Net Asset Value and redemption price
per share ($212,181,176 ÷ 10,324,989 shares)

$ 20.55

 

 

 

Maximum offering price per share (100/94.25 of $20.55)

$ 21.80

Class T:

Net Asset Value and redemption price
per share ($29,481,821 ÷ 1,446,852 shares)

$ 20.38

 

 

 

Maximum offering price per share (100/96.50 of $20.38)

$ 21.12

Class B:

Net Asset Value and offering price
per share ($466,557 ÷ 23,052 shares)A

$ 20.24

 

 

 

Class C:

Net Asset Value and offering price
per share ($22,879,253 ÷ 1,148,081 shares)A

$ 19.93

 

 

 

Class I:

Net Asset Value, offering price and
redemption price per share ($44,759,792 ÷ 2,070,782 shares)

$ 21.61

 

 

 

Class Z:

Net Asset Value, offering price and
redemption price per share ($82,697 ÷ 3,852 shares)

$ 21.47

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.

Annual Report

Statement of Operations

 

 Year ended September 30, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 45,324,015

Interest

 

533,922

Income from Fidelity Central Funds

 

577,255

Total income 

 

46,435,192

 

 

 

Expenses

Management fee

$ 8,857,835

Transfer agent fees

1,221,125

Distribution and service plan fees

976,788

Accounting and security lending fees

643,755

Custodian fees and expenses

41,523

Independent trustees' compensation

9,333

Depreciation in deferred trustee compensation account.

(176)

Registration fees

117,787

Audit

73,292

Legal

11,675

Interest

1,504

Miscellaneous

15,673

Total expenses before reductions

11,970,114

Expense reductions

(100,537)

11,869,577

Net investment income (loss)

34,565,615

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

124,089,387

Foreign currency transactions

(79,293)

Futures contracts

1,325,007

Total net realized gain (loss)

 

125,335,101

Change in net unrealized appreciation (depreciation) on:

Investment securities

(268,828,533)

Assets and liabilities in foreign currencies

8,432

Total change in net unrealized appreciation (depreciation)

 

(268,820,101)

Net gain (loss)

(143,485,000)

Net increase (decrease) in net assets resulting from operations

$ (108,919,385)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,565,615

$ 35,756,394

Net realized gain (loss)

125,335,101

318,024,781

Change in net unrealized appreciation (depreciation)

(268,820,101)

5,055,935

Net increase (decrease) in net assets resulting from operations 

(108,919,385)

358,837,110

Distributions to shareholders from net investment income

(25,946,174)

(25,125,057)

Distributions to shareholders from net realized gain

(172,571,626)

(5,875,523)

Total distributions 

(198,517,800)

(31,000,580)

Share transactions - net increase (decrease)

(112,378,825)

(249,067,671)

Total increase (decrease) in net assets 

(419,816,010)

78,768,859

 

 

 

Net Assets

Beginning of period

2,155,897,791

2,077,128,932

End of period (including undistributed net investment income of $19,928,648 and undistributed net investment income of $18,255,754, respectively)

$1,736,081,781

$ 2,155,897,791

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.63

$ 21.17

$ 17.53

$ 13.33

$ 13.55

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.40

.40

.32

.24

.18

Net realized and unrealized gain (loss)

(1.71)

3.39

3.64

4.19

(.20)

Total from investment operations

(1.31)

3.79

3.96

4.43

(.02)

Distributions from net investment income

(.31)

(.27)

(.29)

(.20)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.28)

(.33)

(.32)

(.23)

(.20) G

Net asset value, end of period

$ 21.04

$ 24.63

$ 21.17

$ 17.53

$ 13.33

Total ReturnA, B

(5.92)%

18.08%

23.05%

33.55%

(.32)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

.50%

.51%

.51%

.51%

.51%

Expenses net of fee waivers, if any

.50%

.51%

.51%

.51%

.51%

Expenses net of all reductions

.50%

.50%

.49%

.51%

.50%

Net investment income (loss)

1.70%

1.69%

1.68%

1.53%

1.20%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,426,230

$ 1,866,810

$ 1,622,353

$ 1,515,727

$ 1,268,316

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $.20 per share is comprised of distributions from net investment income of $.151 and distributions from net realized gain of $.044 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.12

$ 20.75

$ 17.18

$ 13.07

$ 13.28

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.31

.32

.26

.19

.13

Net realized and unrealized gain (loss)

(1.67)

3.33

3.58

4.10

(.20)

Total from investment operations

(1.36)

3.65

3.84

4.29

(.07)

Distributions from net investment income

(.24)

(.21)

(.24)

(.15)

(.10)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.21)

(.28) H

(.27)

(.18)

(.14)

Net asset value, end of period

$ 20.55

$ 24.12

$ 20.75

$ 17.18

$ 13.07

Total ReturnA, B, C

(6.25)%

17.71%

22.73%

33.06%

(.62)%

Ratios to Average Net AssetsE, G

 

 

 

 

 

Expenses before reductions

.83%

.81%

.82%

.84%

.86%

Expenses net of fee waivers, if any

.83%

.81%

.82%

.84%

.86%

Expenses net of all reductions

.82%

.81%

.81%

.84%

.85%

Net investment income (loss)

1.37%

1.38%

1.37%

1.20%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 212,181

$ 209,737

$ 153,940

$ 127,100

$ 98,808

Portfolio turnover rateF

53%

55%

55%

40%

76%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $.28 per share is comprised of distributions from net investment income of $.213 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.95

$ 20.61

$ 17.08

$ 12.99

$ 13.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.22

.21

.17

.12

.06

Net realized and unrealized gain (loss)

(1.66)

3.32

3.56

4.08

(.19)

Total from investment operations

(1.44)

3.53

3.73

4.20

(.13)

Distributions from net investment income

(.17)

(.13)

(.17)

(.08)

(.05)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.13) G

(.19)

(.20)

(.11)

(.09)

Net asset value, end of period

$ 20.38

$ 23.95

$ 20.61

$ 17.08

$ 12.99

Total ReturnA, B

(6.62)%

17.21%

22.11%

32.46%

(1.05)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of fee waivers, if any

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of all reductions

1.23%

1.27%

1.27%

1.28%

1.28%

Net investment income (loss)

.97%

.92%

.91%

.76%

.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 29,482

$ 23,443

$ 22,903

$ 14,874

$ 11,251

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.13 per share is comprised of distributions from net investment income of $.165 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.76

$ 20.41

$ 16.87

$ 12.82

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.64)

3.29

3.53

4.04

(.19)

Total from investment operations

(1.54)

3.39

3.61

4.08

(.20)

Distributions from net investment income

(.01)

-

(.04)

-G

-

Distributions from net realized gain

(1.97)

(.04)

(.03)

(.03)

(.02)

Total distributions

(1.98)

(.04)

(.07)

(.03)

(.02)

Net asset value, end of period

$ 20.24

$ 23.76

$ 20.41

$ 16.87

$ 12.82

Total ReturnA, B

(7.10)%

16.60%

21.52%

31.87%

(1.57)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of fee waivers, if any

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of all reductions

1.76%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.44%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 467

$ 682

$ 705

$ 826

$ 776

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.49

$ 20.28

$ 16.83

$ 12.81

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.62)

3.26

3.51

4.04

(.19)

Total from investment operations

(1.52)

3.36

3.59

4.08

(.20)

Distributions from net investment income

(.08)

(.09)

(.11)

(.03)

-

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.03)

Total distributions

(2.04) G

(.15)

(.14)

(.06)

(.03)

Net asset value, end of period

$ 19.93

$ 23.49

$ 20.28

$ 16.83

$ 12.81

Total ReturnA, B

(7.09)%

16.62%

21.52%

31.89%

(1.58)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of fee waivers, if any

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of all reductions

1.75%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.45%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 22,879

$ 22,094

$ 11,119

$ 4,775

$ 3,030

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.04 per share is comprised of distributions from net investment income of $.079 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.10

$ 21.56

$ 17.84

$ 13.58

$ 13.82

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.38

.35

.29

.21

.15

Net realized and unrealized gain (loss)

(1.77)

3.49

3.72

4.26

(.20)

Total from investment operations

(1.39)

3.84

4.01

4.47

(.05)

Distributions from net investment income

(.14)

(.23)

(.26)

(.18)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.10) F

(.30) G

(.29)

(.21)

(.19)

Net asset value, end of period

$ 21.61

$ 25.10

$ 21.56

$ 17.84

$ 13.58

Total ReturnA

(6.06)%

17.93%

22.82%

33.17%

(.50)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

.65%

.68%

.71%

.75%

.74%

Expenses net of fee waivers, if any

.64%

.68%

.71%

.75%

.74%

Expenses net of all reductions

.63%

.67%

.70%

.75%

.73%

Net investment income (loss)

1.56%

1.52%

1.48%

1.29%

.97%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 44,760

$ 33,013

$ 266,008

$ 223,854

$ 179,641

Portfolio turnover rateD

53%

55%

55%

40%

76%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

F Total distributions of $2.10 per share is comprised of distributions from net investment income of $.139 and distributions from net realized gain of $1.965 per share.

G Total distributions of $.30 per share is comprised of distributions from net investment income of $.231 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class Z

Years ended September 30,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 25.09

$ 21.56

$ 21.44

Income from Investment Operations

 

 

 

Net investment income (loss) D

.41

.40

.04

Net realized and unrealized gain (loss)

(1.76)

3.47

.08

Total from investment operations

(1.35)

3.87

.12

Distributions from net investment income

(.31)

(.27)

-

Distributions from net realized gain

(1.97)

(.06)

-

Total distributions

(2.27) I

(.34) J

-

Net asset value, end of period

$ 21.47

$ 25.09

$ 21.56

Total ReturnB, C

(5.94)%

18.10%

.56%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

.51%

.51%

.52%A

Expenses net of fee waivers, if any

.51%

.51%

.52%A

Expenses net of all reductions

.51%

.51%

.50%A

Net investment income (loss)

1.69%

1.68%

1.36%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83

$ 119

$ 101

Portfolio turnover rateF

53%

55%

55%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 August 13, 2013 (commencement of sale of shares) to September 30, 2013.

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 reductions from 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.

I Total distributions of $2.27 per share is comprised of distributions from net investment income of $.309 and distributions from net realized gain of $1.965 per share.

J Total distributions of $.34 per share is comprised of distributions from net investment income of $.273 and distributions from net realized gain of $.064 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

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 C, Class I (formerly Institutional Class) and Class Z, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 09/30/15

Valuation Technique(s)

Unobservable Input

Amount or Range/
Weighted Average

Impact to Valuation from
an Increase in Input
*

Equities

$ 29,469,311

Discount rate

Discount for lack of marketability

10.0%

Decrease

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.50 - $71.15 / $70.55

Increase

 

 

Market comparable

EV/EBITDA multiple

8.4 - 10.1 / 9.1

Increase

 

 

 

Discount for lack of marketability

15.0%

Decrease

 

 

 

Discount rate

15.0%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

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

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

Gross unrealized appreciation

$ 243,030,626

Gross unrealized depreciation  

(214,768,201)

Net unrealized appreciation (depreciation) on securities  

$ 28,262,425

Tax Cost  

$ 1,750,387,187

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 36,540,563

Undistributed long-term capital gain

$ 92,227,976

Net unrealized appreciation (depreciation) on securities and other investments

$ 28,268,892

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 25,946,174

$ 31,000,580

Long-term Capital Gains

172,571,626

-

Total

$ 198,517,800

$ 31,000,580

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.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

During the period, the Fund recognized net realized gain (loss) of $1,325,007 related to investments in futures contracts. This amount is included in the Statement of Operations.

Annual Report

Notes to Financial Statements - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,078,186,042 and $1,276,868,552, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .42% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 563,706

$ 14,401

Class T

.25%

.25%

154,228

1,020

Class B

.75%

.25%

6,173

4,648

Class C

.75%

.25%

252,681

84,879

 

 

 

$ 976,788

$ 104,948

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

$ 46,189

Class T

9,026

Class B*

171

Class C*

6,758

 

$ 62,144

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, Class I and Class Z. FIIOC receives 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, except for Class Z. FIIOC does not receive a fee for Class O Destiny Plan accounts. FIIOC receives an asset-based fee of Class Z's average net assets. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 717,618

.04

Class A

261,206

.12

Class T

83,370

.27

Class B

1,861

.30

Class C

73,563

.29

Class I

83,456

.18

Class Z

51

.05

 

$ 1,221,125

 

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $23,428 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 Fidelity Management & Research Company (FMR) or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest Expense

Borrower

$ 73,832,000

.37%

$ 1,504

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $169,730.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $3,152 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $504,813, including $10,168 from securities loaned to FCM.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $83,243 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $8,307 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 3,023

Class A

1,612

Class T

298

Class B

1

Class C

253

Class I

3,800

 

$ 8,987

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 23,240,677

$ 20,292,162

Class A

2,228,099

1,695,781

Class T

185,875

135,608

Class B

286

-

Class C

80,262

52,602

Class I

209,650

2,947,631

Class Z

1,325

1,273

Total

$ 25,946,174

$ 25,125,057

From net realized gain

 

 

Class O

$ 147,315,868

$ 4,844,120

Class A

18,017,348

536,822

Class T

2,213,599

63,347

Class B

56,242

1,072

Class C

1,996,392

50,345

Class I

2,963,753

379,516

Class Z

8,424

301

Total

$ 172,571,626

$ 5,875,523

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

2,287,530

6,208,263

$ 53,641,943

$ 147,701,200

Reinvestment of distributions

6,840,387

990,107

153,635,091

22,079,128

Shares redeemed

(17,121,478)

(8,041,994)

(390,687,724)

(188,558,417)

Net increase (decrease)

(7,993,561)

(843,624)

$ (183,410,690)

$ (18,778,089)

Class A

 

 

 

 

Shares sold

3,109,762

2,532,698

$ 72,097,550

$ 57,537,080

Reinvestment of distributions

911,032

97,921

20,033,590

2,152,552

Shares redeemed

(2,391,662)

(1,354,861)

(54,542,127)

(31,107,890)

Net increase (decrease)

1,629,132

1,275,758

$ 37,589,013

$ 28,581,742

Class T

 

 

 

 

Shares sold

734,570

491,974

$ 16,881,464

$ 11,365,600

Reinvestment of distributions

97,386

8,484

2,130,797

186,233

Shares redeemed

(364,096)

(632,605)

(8,173,269)

(13,745,072)

Net increase (decrease)

467,860

(132,147)

$ 10,838,992

$ (2,193,239)

Annual Report

11. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class B

 

 

 

 

Shares sold

3,301

8,702

$ 77,862

$ 196,288

Reinvestment of distributions

2,423

41

52,867

1,000

Shares redeemed

(11,358)

(14,591)

(258,989)

(321,642)

Net increase (decrease)

(5,634)

(5,848)

$ (128,260)

$ (124,354)

Class C

 

 

 

 

Shares sold

407,214

583,896

$ 9,151,851

$ 13,207,548

Reinvestment of distributions

86,086

4,345

1,849,987

95,646

Shares redeemed

(285,644)

(196,005)

(6,367,594)

(4,414,141)

Net increase (decrease)

207,656

392,236

$ 4,634,244

$ 8,889,053

Class I

 

 

 

 

Shares sold

1,334,628

1,125,237

$ 32,026,397

$ 26,600,079

Reinvestment of distributions

131,239

145,882

3,031,625

3,273,561

Shares redeemed

(710,295)

(12,293,029)

(16,937,834)

(295,317,998)

Net increase (decrease)

755,572

(11,021,910)

$ 18,120,188

$ (265,444,358)

Class Z

 

 

 

 

Shares sold

1

-

$ 26

$ -

Reinvestment of distributions

425

69

9,749

1,574

Shares redeemed

(1,307)

-

(32,087)

-

Net increase (decrease)

(881)

69

$ (22,312)

$ 1,574

12. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Diversified Stock Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Diversified Stock Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Diversified Stock Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015 $104,878,751, or, if subsequently determined to be different, the net capital gain of such year.

Class I designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class I designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of the amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Diversified Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Fidelity Advisor Diversified Stock Fund

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Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Diversified Stock Fund

adi357997

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, Class Z, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited
FMR Investment Management (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

(Fidelity Investment logo)(registered trademark)

ADESI-I-UANN-1115
1.814750.110

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

adz537913

Fidelity Advisor®

Diversified Stock Fund -

Class Z

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class Z A

-5.94%

12.57%

6.63%

A The initial offering of Class Z shares took place on August 13, 2013. Returns prior to August 13, 2013 are those of Class I.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Diversified Stock Fund - Class Z on September 30, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period. See footnote A above for additional information regarding the performance of Class Z.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager James Morrow: For the year, the fund's share classes (excluding sales charges, if applicable) significantly trailed the benchmark S&P 500® index. Market conditions provided a big performance headwind the past year, as value-oriented stocks continued to lag their growth-oriented counterparts - a poor fit for my investment approach, given that we tend to hold more securities at the value end of the large-cap spectrum. Relative to the benchmark, the fund was hurt the most by poor stock picking in the energy sector, especially CONSOL Energy, a producer of coal and natural gas. The fund also was hampered by positions in energy producers Suncor Energy and Chevron, both of which were hurt by low prices for the natural resource, while Canada-based Suncor, an out-of-benchmark name, was weighed down by a stronger U.S. dollar. Despite the multiple challenges we saw in energy, the fund did benefit from not owning certain large benchmark components that similarly struggled, including integrated energy companies Exxon Mobil and ConocoPhillips. Security selection in the consumer staples, consumer discretionary, materials and industrials groups also meaningfully detracted. On the positive side, my choices and an overweighting in financials added value. Within this group, the fund benefited from a position in Chubb, a provider of property and casualty insurance that was acquired for a significant premium.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.49%

 

 

 

Actual

 

$ 1,000.00

$ 908.50

$ 2.34

HypotheticalA

 

$ 1,000.00

$ 1,022.61

$ 2.48

Class A

.82%

 

 

 

Actual

 

$ 1,000.00

$ 906.90

$ 3.92

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

Class T

1.22%

 

 

 

Actual

 

$ 1,000.00

$ 905.40

$ 5.83

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.17

Class B

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 902.80

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 903.00

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class I

.63%

 

 

 

Actual

 

$ 1,000.00

$ 908.00

$ 3.01

HypotheticalA

 

$ 1,000.00

$ 1,021.91

$ 3.19

Class Z

.51%

 

 

 

Actual

 

$ 1,000.00

$ 908.60

$ 2.44

HypotheticalA

 

$ 1,000.00

$ 1,022.51

$ 2.59

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Google, Inc. Class C

3.1

3.2

Apple, Inc.

3.0

2.4

General Electric Co.

2.9

2.1

Johnson & Johnson

2.4

2.2

IBM Corp.

2.4

2.1

Procter & Gamble Co.

2.4

2.0

JPMorgan Chase & Co.

2.4

2.0

Verizon Communications, Inc.

2.3

2.2

Cisco Systems, Inc.

2.1

1.9

Bank of America Corp.

2.0

1.2

 

25.0

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

22.4

23.4

Financials

22.1

19.8

Health Care

11.7

10.9

Industrials

11.0

11.4

Consumer Discretionary

9.8

11.6

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

adz537928

Stocks 99.3%

 

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Stocks 96.4%

 

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Convertible Securities 0.2%

 

adz537934

Convertible Securities 0.2%

 

adz537936

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.5%

 

adz537938

Short-Term
Investments and
Net Other Assets
(Liabilities) 3.4%

 

* Foreign investments

10.7%

 

** Foreign investments

11.3%

 

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Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.3%

Shares

Value

CONSUMER DISCRETIONARY - 9.8%

Automobiles - 0.5%

General Motors Co.

300,000

$ 9,006,000

Hotels, Restaurants & Leisure - 0.9%

El Pollo Loco Holdings, Inc. (a)(e)

100,000

1,078,000

McDonald's Corp.

50,000

4,926,500

Noodles & Co. (a)

150,000

2,124,000

Yum! Brands, Inc.

100,000

7,995,000

 

16,123,500

Household Durables - 1.3%

Jarden Corp. (a)

75,000

3,666,000

KB Home (e)

475,000

6,436,250

Taylor Morrison Home Corp. (a)

349,953

6,530,123

Tupperware Brands Corp.

125,000

6,186,250

 

22,818,623

Leisure Products - 1.2%

Brunswick Corp.

225,000

10,775,250

New Academy Holding Co. LLC unit (a)(g)(h)

60,000

8,992,200

 

19,767,450

Media - 2.6%

Comcast Corp. Class A

474,500

26,989,560

Time Warner, Inc.

100,000

6,875,000

Viacom, Inc. Class B (non-vtg.)

275,000

11,866,250

 

45,730,810

Multiline Retail - 1.7%

Dollar General Corp.

100,000

7,244,000

Target Corp.

286,300

22,520,358

 

29,764,358

Specialty Retail - 1.1%

Cabela's, Inc. Class A (a)(e)

90,000

4,104,000

GNC Holdings, Inc.

100,000

4,042,000

Lumber Liquidators Holdings, Inc. (a)(e)

150,000

1,971,000

Stage Stores, Inc. (e)

350,000

3,444,000

TJX Companies, Inc.

75,000

5,356,500

 

18,917,500

Textiles, Apparel & Luxury Goods - 0.5%

Arezzo Industria e Comercio SA

575,000

2,886,240

Tory Burch LLC unit (f)(h)

70,274

5,026,199

 

7,912,439

TOTAL CONSUMER DISCRETIONARY

170,040,680

CONSUMER STAPLES - 5.1%

Beverages - 0.8%

Diageo PLC sponsored ADR

75,000

8,084,250

Molson Coors Brewing Co. Class B

65,000

5,396,300

 

13,480,550

 

Shares

Value

Food & Staples Retailing - 1.6%

CVS Health Corp.

240,000

$ 23,155,200

Whole Foods Market, Inc.

175,000

5,538,750

 

28,693,950

Food Products - 0.2%

Amplify Snack Brands, Inc. (a)(e)

325,000

3,480,750

Keurig Green Mountain, Inc.

300

15,642

 

3,496,392

Household Products - 2.4%

Procter & Gamble Co.

575,000

41,365,500

Personal Products - 0.1%

Avon Products, Inc. (e)

550,000

1,787,500

TOTAL CONSUMER STAPLES

88,823,892

ENERGY - 7.7%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

300,000

4,224,000

National Oilwell Varco, Inc.

100,000

3,765,000

Oceaneering International, Inc.

87,500

3,437,000

Schlumberger Ltd.

187,500

12,931,875

 

24,357,875

Oil, Gas & Consumable Fuels - 6.3%

Anadarko Petroleum Corp.

112,500

6,793,875

Apache Corp.

137,500

5,384,500

Cabot Oil & Gas Corp.

170,000

3,716,200

Cameco Corp. (e)

275,000

3,352,754

Chevron Corp.

375,000

29,580,000

Cimarex Energy Co.

12,500

1,281,000

CONSOL Energy, Inc. (e)

500,000

4,900,000

Legacy Reserves LP

33,012

135,019

Noble Energy, Inc.

50,000

1,509,000

Suncor Energy, Inc.

800,000

21,395,279

The Williams Companies, Inc.

500,000

18,425,000

Williams Partners LP

400,000

12,768,000

 

109,240,627

TOTAL ENERGY

133,598,502

FINANCIALS - 22.1%

Banks - 9.4%

Bank of America Corp.

2,190,700

34,131,106

Comerica, Inc.

175,000

7,192,500

First Niagara Financial Group, Inc.

250,000

2,552,500

Huntington Bancshares, Inc.

700,000

7,420,000

JPMorgan Chase & Co.

675,000

41,154,750

KeyCorp

600,000

7,806,000

M&T Bank Corp.

50,000

6,097,500

Regions Financial Corp.

1,100,000

9,911,000

Standard Chartered PLC (United Kingdom)

475,000

4,604,508

SunTrust Banks, Inc.

375,000

14,340,000

U.S. Bancorp

350,000

14,353,500

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

UMB Financial Corp.

33,385

$ 1,696,292

Wells Fargo & Co.

250,000

12,837,500

 

164,097,156

Capital Markets - 5.8%

Ares Capital Corp.

400,000

5,792,000

KKR & Co. LP

1,210,000

20,303,800

Morgan Stanley

700,000

22,050,000

State Street Corp.

323,600

21,749,156

The Blackstone Group LP

950,000

30,086,500

 

99,981,456

Diversified Financial Services - 0.3%

KKR Renaissance Co-Invest LP unit (a)(h)

50,000

5,537,500

Insurance - 4.7%

Allied World Assur Co. Holdings AG

175,000

6,679,750

American International Group, Inc.

423,200

24,046,224

MetLife, Inc.

425,000

20,038,750

The Chubb Corp.

248,900

30,527,585

 

81,292,309

Thrifts & Mortgage Finance - 1.9%

MGIC Investment Corp. (a)

500,000

4,630,000

Radian Group, Inc.

1,800,000

28,638,000

 

33,268,000

TOTAL FINANCIALS

384,176,421

HEALTH CARE - 11.7%

Biotechnology - 2.7%

Alnylam Pharmaceuticals, Inc. (a)

15,000

1,205,400

Amgen, Inc.

150,000

20,748,000

Biogen, Inc. (a)

25,000

7,295,250

Clovis Oncology, Inc. (a)

20,000

1,839,200

Gilead Sciences, Inc.

75,000

7,364,250

Intercept Pharmaceuticals, Inc. (a)

17,000

2,819,620

Spark Therapeutics, Inc.

45,000

1,877,850

Trevena, Inc. (a)

375,000

3,881,250

 

47,030,820

Health Care Equipment & Supplies - 1.5%

Boston Scientific Corp. (a)

450,000

7,384,500

Medtronic PLC

275,000

18,408,500

 

25,793,000

Health Care Providers & Services - 0.5%

Express Scripts Holding Co. (a)

120,000

9,715,200

Pharmaceuticals - 7.0%

AbbVie, Inc.

200,000

10,882,000

Allergan PLC (a)

25,000

6,795,250

GlaxoSmithKline PLC sponsored ADR

500,000

19,225,000

Jazz Pharmaceuticals PLC (a)

80,000

10,624,800

Johnson & Johnson

450,000

42,007,500

 

Shares

Value

Merck & Co., Inc.

175,000

$ 8,643,250

Pfizer, Inc.

250,000

7,852,500

Teva Pharmaceutical Industries Ltd. sponsored ADR

205,000

11,574,300

TherapeuticsMD, Inc. (a)

575,000

3,369,500

 

120,974,100

TOTAL HEALTH CARE

203,513,120

INDUSTRIALS - 11.0%

Aerospace & Defense - 2.2%

BWX Technologies, Inc.

135,000

3,558,600

The Boeing Co.

150,000

19,642,500

United Technologies Corp.

175,000

15,573,250

 

38,774,350

Air Freight & Logistics - 2.4%

FedEx Corp.

70,000

10,078,600

PostNL NV (a)

2,665,600

9,704,088

United Parcel Service, Inc. Class B

220,000

21,711,800

 

41,494,488

Airlines - 0.2%

Copa Holdings SA Class A

75,000

3,144,750

Construction & Engineering - 0.6%

Jacobs Engineering Group, Inc. (a)

300,000

11,229,000

Electrical Equipment - 0.8%

AMETEK, Inc.

100,000

5,232,000

Babcock & Wilcox Enterprises, Inc. (a)

75,000

1,260,000

Eaton Corp. PLC

162,500

8,336,250

 

14,828,250

Industrial Conglomerates - 2.9%

General Electric Co.

2,000,000

50,440,000

Machinery - 0.7%

Cummins, Inc.

50,000

5,429,000

Deere & Co.

34,100

2,523,400

Joy Global, Inc. (e)

100,000

1,493,000

Rational AG

5,000

1,997,073

 

11,442,473

Professional Services - 0.4%

Acacia Research Corp.

685,000

6,219,800

Road & Rail - 0.8%

CSX Corp.

200,000

5,380,000

J.B. Hunt Transport Services, Inc.

125,000

8,925,000

 

14,305,000

TOTAL INDUSTRIALS

191,878,111

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - 22.3%

Communications Equipment - 3.8%

Cisco Systems, Inc.

1,400,000

$ 36,750,000

QUALCOMM, Inc.

550,000

29,551,500

 

66,301,500

Electronic Equipment & Components - 0.8%

Hitachi Ltd.

1,100,000

5,550,633

Littelfuse, Inc.

25,000

2,278,750

TE Connectivity Ltd.

112,500

6,737,625

 

14,567,008

Internet Software & Services - 4.7%

Facebook, Inc. Class A (a)

150,000

13,485,000

Google, Inc. Class C

87,529

53,254,396

Twitter, Inc. (a)

112,500

3,030,750

Yahoo!, Inc. (a)

400,000

11,564,000

 

81,334,146

IT Services - 5.5%

IBM Corp.

286,300

41,504,911

MasterCard, Inc. Class A

150,000

13,518,000

Paychex, Inc.

150,000

7,144,500

PayPal Holdings, Inc. (a)

150,000

4,656,000

Visa, Inc. Class A

398,200

27,738,612

 

94,562,023

Semiconductors & Semiconductor Equipment - 1.4%

Altera Corp.

100,000

5,008,000

Applied Materials, Inc.

300,000

4,407,000

Broadcom Corp. Class A

275,000

14,143,250

 

23,558,250

Software - 0.8%

Microsoft Corp.

200,000

8,852,000

Oracle Corp.

150,000

5,418,000

 

14,270,000

Technology Hardware, Storage & Peripherals - 5.3%

Apple, Inc.

475,000

52,392,500

EMC Corp.

1,225,000

29,596,000

First Data Holdings, Inc. Class B (a)(h)

2,164,642

9,870,768

 

91,859,268

TOTAL INFORMATION TECHNOLOGY

386,452,195

MATERIALS - 3.5%

Chemicals - 2.1%

Airgas, Inc.

45,000

4,019,850

LyondellBasell Industries NV Class A

100,000

8,336,000

Monsanto Co.

200,000

17,068,000

 

Shares

Value

Potash Corp. of Saskatchewan, Inc.

300,000

$ 6,166,354

Tronox Ltd. Class A

245,700

1,073,709

 

36,663,913

Containers & Packaging - 1.2%

AEP Industries, Inc. (a)

119,980

6,878,453

WestRock Co.

249,998

12,859,897

 

19,738,350

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

400,000

3,876,000

TOTAL MATERIALS

60,278,263

TELECOMMUNICATION SERVICES - 3.1%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

450,000

14,661,000

Verizon Communications, Inc.

900,000

39,159,000

 

53,820,000

UTILITIES - 3.0%

Electric Utilities - 2.8%

Entergy Corp.

100,000

6,510,000

Exelon Corp.

675,000

20,047,500

PPL Corp.

200,000

6,578,000

Southern Co.

325,000

14,527,500

 

47,663,000

Independent Power and Renewable Electricity Producers - 0.2%

Dynegy, Inc. (a)

175,000

3,617,250

TOTAL UTILITIES

51,280,250

TOTAL COMMON STOCKS

(Cost $1,689,214,748)


1,723,861,434

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc.:

Series C (a)(h)

65,160

32,339

Series D (a)(h)

20,764

10,305

 

42,644

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $878,142)


42,644

Convertible Bonds - 0.2%

 

Principal Amount

 

ENERGY - 0.1%

Oil, Gas & Consumable Fuels - 0.1%

Amyris, Inc. 3% 2/27/17

$ 2,000,000

1,800,440

Convertible Bonds - continued

 

Principal Amount

Value

INFORMATION TECHNOLOGY - 0.1%

Semiconductors & Semiconductor Equipment - 0.1%

GT Advanced Technologies, Inc. 3% 10/1/17 (d)

$ 10,000,000

$ 1,800,000

TOTAL CONVERTIBLE BONDS

(Cost $4,673,922)


3,600,440

Money Market Funds - 3.0%

Shares

 

Fidelity Cash Central Fund, 0.18% (b)

28,034,169

28,034,169

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

23,110,925

23,110,925

TOTAL MONEY MARKET FUNDS

(Cost $51,145,094)


51,145,094

TOTAL INVESTMENT
PORTFOLIO - 102.5%

(Cost $1,745,911,906)

1,778,649,612

NET OTHER ASSETS (LIABILITIES) - (2.5)%

(42,567,831)

NET ASSETS - 100%

$ 1,736,081,781

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

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

(f) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(g) Investment is owned by an entity that is treated as a U.S. Corporation for tax purposes in which the Fund holds a percentage ownership.

(h) 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 $29,469,311 or 1.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,658,568

KKR Renaissance Co-Invest LP unit

7/25/13

$ 5,275,000

New Academy Holding Co. LLC unit

8/1/11

$ 6,324,000

NJOY, Inc. Series C

6/7/13

$ 526,688

NJOY, Inc. Series D

2/14/14

$ 351,454

Tory Burch LLC unit

5/14/15

$ 5,014,345

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

$ 72,442

Fidelity Securities Lending Cash Central Fund

504,813

Total

$ 577,255

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 170,083,324

$ 156,022,281

$ -

$ 14,061,043

Consumer Staples

88,823,892

88,823,892

-

-

Energy

133,598,502

133,598,502

-

-

Financials

384,176,421

378,638,921

-

5,537,500

Health Care

203,513,120

203,513,120

-

-

Industrials

191,878,111

191,878,111

-

-

Information Technology

386,452,195

371,030,794

5,550,633

9,870,768

Materials

60,278,263

60,278,263

-

-

Telecommunication Services

53,820,000

53,820,000

-

-

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Utilities

$ 51,280,250

$ 51,280,250

$ -

$ -

Corporate Bonds

3,600,440

-

3,600,440

-

Money Market Funds

51,145,094

51,145,094

-

-

Total Investments in Securities:

$ 1,778,649,612

$ 1,740,029,228

$ 9,151,073

$ 29,469,311

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities

Beginning Balance

$ 24,066,374

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

388,592

Cost of Purchases

5,014,345

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 29,469,311

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2015

$ 388,592

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.3%

Ireland

2.6%

United Kingdom

2.1%

Canada

1.7%

Netherlands

1.1%

Others (Individually Less Than 1%)

3.2%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

 September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $22,707,034) - See accompanying schedule:

Unaffiliated issuers (cost $1,694,766,812)

$ 1,727,504,518

 

Fidelity Central Funds (cost $51,145,094)

51,145,094

 

Total Investments (cost $1,745,911,906)

 

$ 1,778,649,612

Receivable for investments sold

51,509,704

Receivable for fund shares sold

343,514

Dividends receivable

2,472,888

Interest receivable

35,667

Distributions receivable from Fidelity Central Funds

13,639

Prepaid expenses

6,196

Other receivables

81,761

Total assets 

1,833,112,981

 

 

 

Liabilities

Payable for investments purchased

$ 71,959,882

Payable for fund shares redeemed

1,039,141

Accrued management fee

621,145

Distribution and service plan fees payable

77,834

Other affiliated payables

108,283

Other payables and accrued expenses

113,990

Collateral on securities loaned, at value

23,110,925

Total liabilities 

97,031,200

 

 

 

Net Assets

$ 1,736,081,781

Net Assets consist of:

 

Paid in capital

$ 1,579,111,901

Undistributed net investment income

19,928,648

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

104,297,059

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

32,744,173

Net Assets

$ 1,736,081,781

Statement of Assets and Liabilities - continued

 

 September 30, 2015

 

 

 

Class O:

Net Asset Value, offering price and
redemption price per share ($1,426,230,485 ÷ 67,789,857 shares)

$ 21.04

 

 

 

Class A:

Net Asset Value and redemption price
per share ($212,181,176 ÷ 10,324,989 shares)

$ 20.55

 

 

 

Maximum offering price per share (100/94.25 of $20.55)

$ 21.80

Class T:

Net Asset Value and redemption price
per share ($29,481,821 ÷ 1,446,852 shares)

$ 20.38

 

 

 

Maximum offering price per share (100/96.50 of $20.38)

$ 21.12

Class B:

Net Asset Value and offering price
per share ($466,557 ÷ 23,052 shares)A

$ 20.24

 

 

 

Class C:

Net Asset Value and offering price
per share ($22,879,253 ÷ 1,148,081 shares)A

$ 19.93

 

 

 

Class I:

Net Asset Value, offering price and
redemption price per share ($44,759,792 ÷ 2,070,782 shares)

$ 21.61

 

 

 

Class Z:

Net Asset Value, offering price and
redemption price per share ($82,697 ÷ 3,852 shares)

$ 21.47

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.

Annual Report

Statement of Operations

 

 Year ended September 30, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 45,324,015

Interest

 

533,922

Income from Fidelity Central Funds

 

577,255

Total income 

 

46,435,192

 

 

 

Expenses

Management fee

$ 8,857,835

Transfer agent fees

1,221,125

Distribution and service plan fees

976,788

Accounting and security lending fees

643,755

Custodian fees and expenses

41,523

Independent trustees' compensation

9,333

Depreciation in deferred trustee compensation account.

(176)

Registration fees

117,787

Audit

73,292

Legal

11,675

Interest

1,504

Miscellaneous

15,673

Total expenses before reductions

11,970,114

Expense reductions

(100,537)

11,869,577

Net investment income (loss)

34,565,615

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

124,089,387

Foreign currency transactions

(79,293)

Futures contracts

1,325,007

Total net realized gain (loss)

 

125,335,101

Change in net unrealized appreciation (depreciation) on:

Investment securities

(268,828,533)

Assets and liabilities in foreign currencies

8,432

Total change in net unrealized appreciation (depreciation)

 

(268,820,101)

Net gain (loss)

(143,485,000)

Net increase (decrease) in net assets resulting from operations

$ (108,919,385)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,565,615

$ 35,756,394

Net realized gain (loss)

125,335,101

318,024,781

Change in net unrealized appreciation (depreciation)

(268,820,101)

5,055,935

Net increase (decrease) in net assets resulting from operations 

(108,919,385)

358,837,110

Distributions to shareholders from net investment income

(25,946,174)

(25,125,057)

Distributions to shareholders from net realized gain

(172,571,626)

(5,875,523)

Total distributions 

(198,517,800)

(31,000,580)

Share transactions - net increase (decrease)

(112,378,825)

(249,067,671)

Total increase (decrease) in net assets 

(419,816,010)

78,768,859

 

 

 

Net Assets

Beginning of period

2,155,897,791

2,077,128,932

End of period (including undistributed net investment income of $19,928,648 and undistributed net investment income of $18,255,754, respectively)

$1,736,081,781

$ 2,155,897,791

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.63

$ 21.17

$ 17.53

$ 13.33

$ 13.55

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.40

.40

.32

.24

.18

Net realized and unrealized gain (loss)

(1.71)

3.39

3.64

4.19

(.20)

Total from investment operations

(1.31)

3.79

3.96

4.43

(.02)

Distributions from net investment income

(.31)

(.27)

(.29)

(.20)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.28)

(.33)

(.32)

(.23)

(.20) G

Net asset value, end of period

$ 21.04

$ 24.63

$ 21.17

$ 17.53

$ 13.33

Total ReturnA, B

(5.92)%

18.08%

23.05%

33.55%

(.32)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

.50%

.51%

.51%

.51%

.51%

Expenses net of fee waivers, if any

.50%

.51%

.51%

.51%

.51%

Expenses net of all reductions

.50%

.50%

.49%

.51%

.50%

Net investment income (loss)

1.70%

1.69%

1.68%

1.53%

1.20%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,426,230

$ 1,866,810

$ 1,622,353

$ 1,515,727

$ 1,268,316

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $.20 per share is comprised of distributions from net investment income of $.151 and distributions from net realized gain of $.044 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.12

$ 20.75

$ 17.18

$ 13.07

$ 13.28

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.31

.32

.26

.19

.13

Net realized and unrealized gain (loss)

(1.67)

3.33

3.58

4.10

(.20)

Total from investment operations

(1.36)

3.65

3.84

4.29

(.07)

Distributions from net investment income

(.24)

(.21)

(.24)

(.15)

(.10)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.21)

(.28) H

(.27)

(.18)

(.14)

Net asset value, end of period

$ 20.55

$ 24.12

$ 20.75

$ 17.18

$ 13.07

Total ReturnA, B, C

(6.25)%

17.71%

22.73%

33.06%

(.62)%

Ratios to Average Net AssetsE, G

 

 

 

 

 

Expenses before reductions

.83%

.81%

.82%

.84%

.86%

Expenses net of fee waivers, if any

.83%

.81%

.82%

.84%

.86%

Expenses net of all reductions

.82%

.81%

.81%

.84%

.85%

Net investment income (loss)

1.37%

1.38%

1.37%

1.20%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 212,181

$ 209,737

$ 153,940

$ 127,100

$ 98,808

Portfolio turnover rateF

53%

55%

55%

40%

76%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $.28 per share is comprised of distributions from net investment income of $.213 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.95

$ 20.61

$ 17.08

$ 12.99

$ 13.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.22

.21

.17

.12

.06

Net realized and unrealized gain (loss)

(1.66)

3.32

3.56

4.08

(.19)

Total from investment operations

(1.44)

3.53

3.73

4.20

(.13)

Distributions from net investment income

(.17)

(.13)

(.17)

(.08)

(.05)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.13) G

(.19)

(.20)

(.11)

(.09)

Net asset value, end of period

$ 20.38

$ 23.95

$ 20.61

$ 17.08

$ 12.99

Total ReturnA, B

(6.62)%

17.21%

22.11%

32.46%

(1.05)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of fee waivers, if any

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of all reductions

1.23%

1.27%

1.27%

1.28%

1.28%

Net investment income (loss)

.97%

.92%

.91%

.76%

.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 29,482

$ 23,443

$ 22,903

$ 14,874

$ 11,251

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.13 per share is comprised of distributions from net investment income of $.165 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.76

$ 20.41

$ 16.87

$ 12.82

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.64)

3.29

3.53

4.04

(.19)

Total from investment operations

(1.54)

3.39

3.61

4.08

(.20)

Distributions from net investment income

(.01)

-

(.04)

-G

-

Distributions from net realized gain

(1.97)

(.04)

(.03)

(.03)

(.02)

Total distributions

(1.98)

(.04)

(.07)

(.03)

(.02)

Net asset value, end of period

$ 20.24

$ 23.76

$ 20.41

$ 16.87

$ 12.82

Total ReturnA, B

(7.10)%

16.60%

21.52%

31.87%

(1.57)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of fee waivers, if any

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of all reductions

1.76%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.44%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 467

$ 682

$ 705

$ 826

$ 776

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.49

$ 20.28

$ 16.83

$ 12.81

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.62)

3.26

3.51

4.04

(.19)

Total from investment operations

(1.52)

3.36

3.59

4.08

(.20)

Distributions from net investment income

(.08)

(.09)

(.11)

(.03)

-

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.03)

Total distributions

(2.04) G

(.15)

(.14)

(.06)

(.03)

Net asset value, end of period

$ 19.93

$ 23.49

$ 20.28

$ 16.83

$ 12.81

Total ReturnA, B

(7.09)%

16.62%

21.52%

31.89%

(1.58)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of fee waivers, if any

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of all reductions

1.75%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.45%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 22,879

$ 22,094

$ 11,119

$ 4,775

$ 3,030

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.04 per share is comprised of distributions from net investment income of $.079 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.10

$ 21.56

$ 17.84

$ 13.58

$ 13.82

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.38

.35

.29

.21

.15

Net realized and unrealized gain (loss)

(1.77)

3.49

3.72

4.26

(.20)

Total from investment operations

(1.39)

3.84

4.01

4.47

(.05)

Distributions from net investment income

(.14)

(.23)

(.26)

(.18)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.10) F

(.30) G

(.29)

(.21)

(.19)

Net asset value, end of period

$ 21.61

$ 25.10

$ 21.56

$ 17.84

$ 13.58

Total ReturnA

(6.06)%

17.93%

22.82%

33.17%

(.50)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

.65%

.68%

.71%

.75%

.74%

Expenses net of fee waivers, if any

.64%

.68%

.71%

.75%

.74%

Expenses net of all reductions

.63%

.67%

.70%

.75%

.73%

Net investment income (loss)

1.56%

1.52%

1.48%

1.29%

.97%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 44,760

$ 33,013

$ 266,008

$ 223,854

$ 179,641

Portfolio turnover rateD

53%

55%

55%

40%

76%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

F Total distributions of $2.10 per share is comprised of distributions from net investment income of $.139 and distributions from net realized gain of $1.965 per share.

G Total distributions of $.30 per share is comprised of distributions from net investment income of $.231 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class Z

Years ended September 30,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 25.09

$ 21.56

$ 21.44

Income from Investment Operations

 

 

 

Net investment income (loss) D

.41

.40

.04

Net realized and unrealized gain (loss)

(1.76)

3.47

.08

Total from investment operations

(1.35)

3.87

.12

Distributions from net investment income

(.31)

(.27)

-

Distributions from net realized gain

(1.97)

(.06)

-

Total distributions

(2.27) I

(.34) J

-

Net asset value, end of period

$ 21.47

$ 25.09

$ 21.56

Total ReturnB, C

(5.94)%

18.10%

.56%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

.51%

.51%

.52%A

Expenses net of fee waivers, if any

.51%

.51%

.52%A

Expenses net of all reductions

.51%

.51%

.50%A

Net investment income (loss)

1.69%

1.68%

1.36%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83

$ 119

$ 101

Portfolio turnover rateF

53%

55%

55%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 August 13, 2013 (commencement of sale of shares) to September 30, 2013.

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 reductions from 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.

I Total distributions of $2.27 per share is comprised of distributions from net investment income of $.309 and distributions from net realized gain of $1.965 per share.

J Total distributions of $.34 per share is comprised of distributions from net investment income of $.273 and distributions from net realized gain of $.064 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

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 C, Class I (formerly Institutional Class) and Class Z, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 09/30/15

Valuation Technique(s)

Unobservable Input

Amount or Range/
Weighted Average

Impact to Valuation from
an Increase in Input
*

Equities

$ 29,469,311

Discount rate

Discount for lack of marketability

10.0%

Decrease

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.50 - $71.15 / $70.55

Increase

 

 

Market comparable

EV/EBITDA multiple

8.4 - 10.1 / 9.1

Increase

 

 

 

Discount for lack of marketability

15.0%

Decrease

 

 

 

Discount rate

15.0%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

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

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

Gross unrealized appreciation

$ 243,030,626

Gross unrealized depreciation  

(214,768,201)

Net unrealized appreciation (depreciation) on securities  

$ 28,262,425

Tax Cost  

$ 1,750,387,187

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 36,540,563

Undistributed long-term capital gain

$ 92,227,976

Net unrealized appreciation (depreciation) on securities and other investments

$ 28,268,892

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 25,946,174

$ 31,000,580

Long-term Capital Gains

172,571,626

-

Total

$ 198,517,800

$ 31,000,580

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.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

During the period, the Fund recognized net realized gain (loss) of $1,325,007 related to investments in futures contracts. This amount is included in the Statement of Operations.

Annual Report

Notes to Financial Statements - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,078,186,042 and $1,276,868,552, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .42% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 563,706

$ 14,401

Class T

.25%

.25%

154,228

1,020

Class B

.75%

.25%

6,173

4,648

Class C

.75%

.25%

252,681

84,879

 

 

 

$ 976,788

$ 104,948

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

$ 46,189

Class T

9,026

Class B*

171

Class C*

6,758

 

$ 62,144

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, Class I and Class Z. FIIOC receives 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, except for Class Z. FIIOC does not receive a fee for Class O Destiny Plan accounts. FIIOC receives an asset-based fee of Class Z's average net assets. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 717,618

.04

Class A

261,206

.12

Class T

83,370

.27

Class B

1,861

.30

Class C

73,563

.29

Class I

83,456

.18

Class Z

51

.05

 

$ 1,221,125

 

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $23,428 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 Fidelity Management & Research Company (FMR) or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest Expense

Borrower

$ 73,832,000

.37%

$ 1,504

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $169,730.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $3,152 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $504,813, including $10,168 from securities loaned to FCM.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $83,243 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $8,307 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 3,023

Class A

1,612

Class T

298

Class B

1

Class C

253

Class I

3,800

 

$ 8,987

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 23,240,677

$ 20,292,162

Class A

2,228,099

1,695,781

Class T

185,875

135,608

Class B

286

-

Class C

80,262

52,602

Class I

209,650

2,947,631

Class Z

1,325

1,273

Total

$ 25,946,174

$ 25,125,057

From net realized gain

 

 

Class O

$ 147,315,868

$ 4,844,120

Class A

18,017,348

536,822

Class T

2,213,599

63,347

Class B

56,242

1,072

Class C

1,996,392

50,345

Class I

2,963,753

379,516

Class Z

8,424

301

Total

$ 172,571,626

$ 5,875,523

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

2,287,530

6,208,263

$ 53,641,943

$ 147,701,200

Reinvestment of distributions

6,840,387

990,107

153,635,091

22,079,128

Shares redeemed

(17,121,478)

(8,041,994)

(390,687,724)

(188,558,417)

Net increase (decrease)

(7,993,561)

(843,624)

$ (183,410,690)

$ (18,778,089)

Class A

 

 

 

 

Shares sold

3,109,762

2,532,698

$ 72,097,550

$ 57,537,080

Reinvestment of distributions

911,032

97,921

20,033,590

2,152,552

Shares redeemed

(2,391,662)

(1,354,861)

(54,542,127)

(31,107,890)

Net increase (decrease)

1,629,132

1,275,758

$ 37,589,013

$ 28,581,742

Class T

 

 

 

 

Shares sold

734,570

491,974

$ 16,881,464

$ 11,365,600

Reinvestment of distributions

97,386

8,484

2,130,797

186,233

Shares redeemed

(364,096)

(632,605)

(8,173,269)

(13,745,072)

Net increase (decrease)

467,860

(132,147)

$ 10,838,992

$ (2,193,239)

Annual Report

11. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class B

 

 

 

 

Shares sold

3,301

8,702

$ 77,862

$ 196,288

Reinvestment of distributions

2,423

41

52,867

1,000

Shares redeemed

(11,358)

(14,591)

(258,989)

(321,642)

Net increase (decrease)

(5,634)

(5,848)

$ (128,260)

$ (124,354)

Class C

 

 

 

 

Shares sold

407,214

583,896

$ 9,151,851

$ 13,207,548

Reinvestment of distributions

86,086

4,345

1,849,987

95,646

Shares redeemed

(285,644)

(196,005)

(6,367,594)

(4,414,141)

Net increase (decrease)

207,656

392,236

$ 4,634,244

$ 8,889,053

Class I

 

 

 

 

Shares sold

1,334,628

1,125,237

$ 32,026,397

$ 26,600,079

Reinvestment of distributions

131,239

145,882

3,031,625

3,273,561

Shares redeemed

(710,295)

(12,293,029)

(16,937,834)

(295,317,998)

Net increase (decrease)

755,572

(11,021,910)

$ 18,120,188

$ (265,444,358)

Class Z

 

 

 

 

Shares sold

1

-

$ 26

$ -

Reinvestment of distributions

425

69

9,749

1,574

Shares redeemed

(1,307)

-

(32,087)

-

Net increase (decrease)

(881)

69

$ (22,312)

$ 1,574

12. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Diversified Stock Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Diversified Stock Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Diversified Stock Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. Mr. Bryant serves as Chief Legal Officer, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2015-present) and FMR Co., Inc. (investment adviser firm, 2015-present); and Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2015-present) and Fidelity Investments Money Management, Inc. (investment adviser firm, 2015-present).He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as Vice President of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Chief Legal Officer (CLO) of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-2015), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-2015), and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-2015); General Counsel, Secretary, and Senior Vice President of Fidelity Management & Research Company (investment adviser firm, 2008-2015) and FMR Co., Inc. (investment adviser firm, 2008-2015); Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-2015) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-2015); Secretary and CLO of certain Fidelity funds (2008-2015); Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015 $104,878,751, or, if subsequently determined to be different, the net capital gain of such year.

Class Z designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class Z designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of the amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Diversified Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Fidelity Advisor Diversified Stock Fund

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Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Diversified Stock Fund

adz537944

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, Class Z, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited
FMR Investment Management (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

(Fidelity Investment logo)(registered trademark)

ADESZ-UANN-1115
1.9584708.102

Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

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Fidelity® Destiny® Portfolios:
Fidelity Advisor
®

Diversified Stock Fund -

Class A

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class A

-6.25%

12.36%

6.41%

$50/month 15-Year Plan A

-53.12%

10.02%

5.86%

A The figures provided for a "$50/month 15-year Plan" illustrate the class' performance adjusted to reflect sales charges assessed by the Plans. The maximum creation and sales charges for the Plan is 50% of the first 12 investments in the Plan. Actual fees and charges will vary by Plan and investment amount. The illustration assumes an initial investment at the beginning of each period shown and does not reflect what investors would have earned had they made regular monthly investments over the period. Investors should consult the Plans' prospectus for more complete information on the impact of the separate charges and fees applicable to each Plan.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Diversified Stock Fund - Class A on September 30, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager James Morrow: For the year, the fund's share classes (excluding sales charges, if applicable) significantly trailed the benchmark S&P 500® index. Market conditions provided a big performance headwind the past year, as value-oriented stocks continued to lag their growth-oriented counterparts - a poor fit for my investment approach, given that we tend to hold more securities at the value end of the large-cap spectrum. Relative to the benchmark, the fund was hurt the most by poor stock picking in the energy sector, especially CONSOL Energy, a producer of coal and natural gas. The fund also was hampered by positions in energy producers Suncor Energy and Chevron, both of which were hurt by low prices for the natural resource, while Canada-based Suncor, an out-of-benchmark name, was weighed down by a stronger U.S. dollar. Despite the multiple challenges we saw in energy, the fund did benefit from not owning certain large benchmark components that similarly struggled, including integrated energy companies Exxon Mobil and ConocoPhillips. Security selection in the consumer staples, consumer discretionary, materials and industrials groups also meaningfully detracted. On the positive side, my choices and an overweighting in financials added value. Within this group, the fund benefited from a position in Chubb, a provider of property and casualty insurance that was acquired for a significant premium.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.49%

 

 

 

Actual

 

$ 1,000.00

$ 908.50

$ 2.34

HypotheticalA

 

$ 1,000.00

$ 1,022.61

$ 2.48

Class A

.82%

 

 

 

Actual

 

$ 1,000.00

$ 906.90

$ 3.92

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

Class T

1.22%

 

 

 

Actual

 

$ 1,000.00

$ 905.40

$ 5.83

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.17

Class B

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 902.80

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 903.00

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class I

.63%

 

 

 

Actual

 

$ 1,000.00

$ 908.00

$ 3.01

HypotheticalA

 

$ 1,000.00

$ 1,021.91

$ 3.19

Class Z

.51%

 

 

 

Actual

 

$ 1,000.00

$ 908.60

$ 2.44

HypotheticalA

 

$ 1,000.00

$ 1,022.51

$ 2.59

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Google, Inc. Class C

3.1

3.2

Apple, Inc.

3.0

2.4

General Electric Co.

2.9

2.1

Johnson & Johnson

2.4

2.2

IBM Corp.

2.4

2.1

Procter & Gamble Co.

2.4

2.0

JPMorgan Chase & Co.

2.4

2.0

Verizon Communications, Inc.

2.3

2.2

Cisco Systems, Inc.

2.1

1.9

Bank of America Corp.

2.0

1.2

 

25.0

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

22.4

23.4

Financials

22.1

19.8

Health Care

11.7

10.9

Industrials

11.0

11.4

Consumer Discretionary

9.8

11.6

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

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Stocks 99.3%

 

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Stocks 96.4%

 

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Convertible Securities 0.2%

 

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Convertible Securities 0.2%

 

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Short-Term
Investments and
Net Other Assets
(Liabilities) 0.5%

 

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Short-Term
Investments and
Net Other Assets
(Liabilities) 3.4%

 

* Foreign investments

10.7%

 

** Foreign investments

11.3%

 

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Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.3%

Shares

Value

CONSUMER DISCRETIONARY - 9.8%

Automobiles - 0.5%

General Motors Co.

300,000

$ 9,006,000

Hotels, Restaurants & Leisure - 0.9%

El Pollo Loco Holdings, Inc. (a)(e)

100,000

1,078,000

McDonald's Corp.

50,000

4,926,500

Noodles & Co. (a)

150,000

2,124,000

Yum! Brands, Inc.

100,000

7,995,000

 

16,123,500

Household Durables - 1.3%

Jarden Corp. (a)

75,000

3,666,000

KB Home (e)

475,000

6,436,250

Taylor Morrison Home Corp. (a)

349,953

6,530,123

Tupperware Brands Corp.

125,000

6,186,250

 

22,818,623

Leisure Products - 1.2%

Brunswick Corp.

225,000

10,775,250

New Academy Holding Co. LLC unit (a)(g)(h)

60,000

8,992,200

 

19,767,450

Media - 2.6%

Comcast Corp. Class A

474,500

26,989,560

Time Warner, Inc.

100,000

6,875,000

Viacom, Inc. Class B (non-vtg.)

275,000

11,866,250

 

45,730,810

Multiline Retail - 1.7%

Dollar General Corp.

100,000

7,244,000

Target Corp.

286,300

22,520,358

 

29,764,358

Specialty Retail - 1.1%

Cabela's, Inc. Class A (a)(e)

90,000

4,104,000

GNC Holdings, Inc.

100,000

4,042,000

Lumber Liquidators Holdings, Inc. (a)(e)

150,000

1,971,000

Stage Stores, Inc. (e)

350,000

3,444,000

TJX Companies, Inc.

75,000

5,356,500

 

18,917,500

Textiles, Apparel & Luxury Goods - 0.5%

Arezzo Industria e Comercio SA

575,000

2,886,240

Tory Burch LLC unit (f)(h)

70,274

5,026,199

 

7,912,439

TOTAL CONSUMER DISCRETIONARY

170,040,680

CONSUMER STAPLES - 5.1%

Beverages - 0.8%

Diageo PLC sponsored ADR

75,000

8,084,250

Molson Coors Brewing Co. Class B

65,000

5,396,300

 

13,480,550

 

Shares

Value

Food & Staples Retailing - 1.6%

CVS Health Corp.

240,000

$ 23,155,200

Whole Foods Market, Inc.

175,000

5,538,750

 

28,693,950

Food Products - 0.2%

Amplify Snack Brands, Inc. (a)(e)

325,000

3,480,750

Keurig Green Mountain, Inc.

300

15,642

 

3,496,392

Household Products - 2.4%

Procter & Gamble Co.

575,000

41,365,500

Personal Products - 0.1%

Avon Products, Inc. (e)

550,000

1,787,500

TOTAL CONSUMER STAPLES

88,823,892

ENERGY - 7.7%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

300,000

4,224,000

National Oilwell Varco, Inc.

100,000

3,765,000

Oceaneering International, Inc.

87,500

3,437,000

Schlumberger Ltd.

187,500

12,931,875

 

24,357,875

Oil, Gas & Consumable Fuels - 6.3%

Anadarko Petroleum Corp.

112,500

6,793,875

Apache Corp.

137,500

5,384,500

Cabot Oil & Gas Corp.

170,000

3,716,200

Cameco Corp. (e)

275,000

3,352,754

Chevron Corp.

375,000

29,580,000

Cimarex Energy Co.

12,500

1,281,000

CONSOL Energy, Inc. (e)

500,000

4,900,000

Legacy Reserves LP

33,012

135,019

Noble Energy, Inc.

50,000

1,509,000

Suncor Energy, Inc.

800,000

21,395,279

The Williams Companies, Inc.

500,000

18,425,000

Williams Partners LP

400,000

12,768,000

 

109,240,627

TOTAL ENERGY

133,598,502

FINANCIALS - 22.1%

Banks - 9.4%

Bank of America Corp.

2,190,700

34,131,106

Comerica, Inc.

175,000

7,192,500

First Niagara Financial Group, Inc.

250,000

2,552,500

Huntington Bancshares, Inc.

700,000

7,420,000

JPMorgan Chase & Co.

675,000

41,154,750

KeyCorp

600,000

7,806,000

M&T Bank Corp.

50,000

6,097,500

Regions Financial Corp.

1,100,000

9,911,000

Standard Chartered PLC (United Kingdom)

475,000

4,604,508

SunTrust Banks, Inc.

375,000

14,340,000

U.S. Bancorp

350,000

14,353,500

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

UMB Financial Corp.

33,385

$ 1,696,292

Wells Fargo & Co.

250,000

12,837,500

 

164,097,156

Capital Markets - 5.8%

Ares Capital Corp.

400,000

5,792,000

KKR & Co. LP

1,210,000

20,303,800

Morgan Stanley

700,000

22,050,000

State Street Corp.

323,600

21,749,156

The Blackstone Group LP

950,000

30,086,500

 

99,981,456

Diversified Financial Services - 0.3%

KKR Renaissance Co-Invest LP unit (a)(h)

50,000

5,537,500

Insurance - 4.7%

Allied World Assur Co. Holdings AG

175,000

6,679,750

American International Group, Inc.

423,200

24,046,224

MetLife, Inc.

425,000

20,038,750

The Chubb Corp.

248,900

30,527,585

 

81,292,309

Thrifts & Mortgage Finance - 1.9%

MGIC Investment Corp. (a)

500,000

4,630,000

Radian Group, Inc.

1,800,000

28,638,000

 

33,268,000

TOTAL FINANCIALS

384,176,421

HEALTH CARE - 11.7%

Biotechnology - 2.7%

Alnylam Pharmaceuticals, Inc. (a)

15,000

1,205,400

Amgen, Inc.

150,000

20,748,000

Biogen, Inc. (a)

25,000

7,295,250

Clovis Oncology, Inc. (a)

20,000

1,839,200

Gilead Sciences, Inc.

75,000

7,364,250

Intercept Pharmaceuticals, Inc. (a)

17,000

2,819,620

Spark Therapeutics, Inc.

45,000

1,877,850

Trevena, Inc. (a)

375,000

3,881,250

 

47,030,820

Health Care Equipment & Supplies - 1.5%

Boston Scientific Corp. (a)

450,000

7,384,500

Medtronic PLC

275,000

18,408,500

 

25,793,000

Health Care Providers & Services - 0.5%

Express Scripts Holding Co. (a)

120,000

9,715,200

Pharmaceuticals - 7.0%

AbbVie, Inc.

200,000

10,882,000

Allergan PLC (a)

25,000

6,795,250

GlaxoSmithKline PLC sponsored ADR

500,000

19,225,000

Jazz Pharmaceuticals PLC (a)

80,000

10,624,800

Johnson & Johnson

450,000

42,007,500

 

Shares

Value

Merck & Co., Inc.

175,000

$ 8,643,250

Pfizer, Inc.

250,000

7,852,500

Teva Pharmaceutical Industries Ltd. sponsored ADR

205,000

11,574,300

TherapeuticsMD, Inc. (a)

575,000

3,369,500

 

120,974,100

TOTAL HEALTH CARE

203,513,120

INDUSTRIALS - 11.0%

Aerospace & Defense - 2.2%

BWX Technologies, Inc.

135,000

3,558,600

The Boeing Co.

150,000

19,642,500

United Technologies Corp.

175,000

15,573,250

 

38,774,350

Air Freight & Logistics - 2.4%

FedEx Corp.

70,000

10,078,600

PostNL NV (a)

2,665,600

9,704,088

United Parcel Service, Inc. Class B

220,000

21,711,800

 

41,494,488

Airlines - 0.2%

Copa Holdings SA Class A

75,000

3,144,750

Construction & Engineering - 0.6%

Jacobs Engineering Group, Inc. (a)

300,000

11,229,000

Electrical Equipment - 0.8%

AMETEK, Inc.

100,000

5,232,000

Babcock & Wilcox Enterprises, Inc. (a)

75,000

1,260,000

Eaton Corp. PLC

162,500

8,336,250

 

14,828,250

Industrial Conglomerates - 2.9%

General Electric Co.

2,000,000

50,440,000

Machinery - 0.7%

Cummins, Inc.

50,000

5,429,000

Deere & Co.

34,100

2,523,400

Joy Global, Inc. (e)

100,000

1,493,000

Rational AG

5,000

1,997,073

 

11,442,473

Professional Services - 0.4%

Acacia Research Corp.

685,000

6,219,800

Road & Rail - 0.8%

CSX Corp.

200,000

5,380,000

J.B. Hunt Transport Services, Inc.

125,000

8,925,000

 

14,305,000

TOTAL INDUSTRIALS

191,878,111

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - 22.3%

Communications Equipment - 3.8%

Cisco Systems, Inc.

1,400,000

$ 36,750,000

QUALCOMM, Inc.

550,000

29,551,500

 

66,301,500

Electronic Equipment & Components - 0.8%

Hitachi Ltd.

1,100,000

5,550,633

Littelfuse, Inc.

25,000

2,278,750

TE Connectivity Ltd.

112,500

6,737,625

 

14,567,008

Internet Software & Services - 4.7%

Facebook, Inc. Class A (a)

150,000

13,485,000

Google, Inc. Class C

87,529

53,254,396

Twitter, Inc. (a)

112,500

3,030,750

Yahoo!, Inc. (a)

400,000

11,564,000

 

81,334,146

IT Services - 5.5%

IBM Corp.

286,300

41,504,911

MasterCard, Inc. Class A

150,000

13,518,000

Paychex, Inc.

150,000

7,144,500

PayPal Holdings, Inc. (a)

150,000

4,656,000

Visa, Inc. Class A

398,200

27,738,612

 

94,562,023

Semiconductors & Semiconductor Equipment - 1.4%

Altera Corp.

100,000

5,008,000

Applied Materials, Inc.

300,000

4,407,000

Broadcom Corp. Class A

275,000

14,143,250

 

23,558,250

Software - 0.8%

Microsoft Corp.

200,000

8,852,000

Oracle Corp.

150,000

5,418,000

 

14,270,000

Technology Hardware, Storage & Peripherals - 5.3%

Apple, Inc.

475,000

52,392,500

EMC Corp.

1,225,000

29,596,000

First Data Holdings, Inc. Class B (a)(h)

2,164,642

9,870,768

 

91,859,268

TOTAL INFORMATION TECHNOLOGY

386,452,195

MATERIALS - 3.5%

Chemicals - 2.1%

Airgas, Inc.

45,000

4,019,850

LyondellBasell Industries NV Class A

100,000

8,336,000

Monsanto Co.

200,000

17,068,000

 

Shares

Value

Potash Corp. of Saskatchewan, Inc.

300,000

$ 6,166,354

Tronox Ltd. Class A

245,700

1,073,709

 

36,663,913

Containers & Packaging - 1.2%

AEP Industries, Inc. (a)

119,980

6,878,453

WestRock Co.

249,998

12,859,897

 

19,738,350

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

400,000

3,876,000

TOTAL MATERIALS

60,278,263

TELECOMMUNICATION SERVICES - 3.1%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

450,000

14,661,000

Verizon Communications, Inc.

900,000

39,159,000

 

53,820,000

UTILITIES - 3.0%

Electric Utilities - 2.8%

Entergy Corp.

100,000

6,510,000

Exelon Corp.

675,000

20,047,500

PPL Corp.

200,000

6,578,000

Southern Co.

325,000

14,527,500

 

47,663,000

Independent Power and Renewable Electricity Producers - 0.2%

Dynegy, Inc. (a)

175,000

3,617,250

TOTAL UTILITIES

51,280,250

TOTAL COMMON STOCKS

(Cost $1,689,214,748)


1,723,861,434

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc.:

Series C (a)(h)

65,160

32,339

Series D (a)(h)

20,764

10,305

 

42,644

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $878,142)


42,644

Convertible Bonds - 0.2%

 

Principal Amount

 

ENERGY - 0.1%

Oil, Gas & Consumable Fuels - 0.1%

Amyris, Inc. 3% 2/27/17

$ 2,000,000

1,800,440

Convertible Bonds - continued

 

Principal Amount

Value

INFORMATION TECHNOLOGY - 0.1%

Semiconductors & Semiconductor Equipment - 0.1%

GT Advanced Technologies, Inc. 3% 10/1/17 (d)

$ 10,000,000

$ 1,800,000

TOTAL CONVERTIBLE BONDS

(Cost $4,673,922)


3,600,440

Money Market Funds - 3.0%

Shares

 

Fidelity Cash Central Fund, 0.18% (b)

28,034,169

28,034,169

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

23,110,925

23,110,925

TOTAL MONEY MARKET FUNDS

(Cost $51,145,094)


51,145,094

TOTAL INVESTMENT
PORTFOLIO - 102.5%

(Cost $1,745,911,906)

1,778,649,612

NET OTHER ASSETS (LIABILITIES) - (2.5)%

(42,567,831)

NET ASSETS - 100%

$ 1,736,081,781

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

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

(f) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(g) Investment is owned by an entity that is treated as a U.S. Corporation for tax purposes in which the Fund holds a percentage ownership.

(h) 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 $29,469,311 or 1.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,658,568

KKR Renaissance Co-Invest LP unit

7/25/13

$ 5,275,000

New Academy Holding Co. LLC unit

8/1/11

$ 6,324,000

NJOY, Inc. Series C

6/7/13

$ 526,688

NJOY, Inc. Series D

2/14/14

$ 351,454

Tory Burch LLC unit

5/14/15

$ 5,014,345

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

$ 72,442

Fidelity Securities Lending Cash Central Fund

504,813

Total

$ 577,255

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 170,083,324

$ 156,022,281

$ -

$ 14,061,043

Consumer Staples

88,823,892

88,823,892

-

-

Energy

133,598,502

133,598,502

-

-

Financials

384,176,421

378,638,921

-

5,537,500

Health Care

203,513,120

203,513,120

-

-

Industrials

191,878,111

191,878,111

-

-

Information Technology

386,452,195

371,030,794

5,550,633

9,870,768

Materials

60,278,263

60,278,263

-

-

Telecommunication Services

53,820,000

53,820,000

-

-

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Utilities

$ 51,280,250

$ 51,280,250

$ -

$ -

Corporate Bonds

3,600,440

-

3,600,440

-

Money Market Funds

51,145,094

51,145,094

-

-

Total Investments in Securities:

$ 1,778,649,612

$ 1,740,029,228

$ 9,151,073

$ 29,469,311

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities

Beginning Balance

$ 24,066,374

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

388,592

Cost of Purchases

5,014,345

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 29,469,311

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2015

$ 388,592

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.3%

Ireland

2.6%

United Kingdom

2.1%

Canada

1.7%

Netherlands

1.1%

Others (Individually Less Than 1%)

3.2%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

 September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $22,707,034) - See accompanying schedule:

Unaffiliated issuers (cost $1,694,766,812)

$ 1,727,504,518

 

Fidelity Central Funds (cost $51,145,094)

51,145,094

 

Total Investments (cost $1,745,911,906)

 

$ 1,778,649,612

Receivable for investments sold

51,509,704

Receivable for fund shares sold

343,514

Dividends receivable

2,472,888

Interest receivable

35,667

Distributions receivable from Fidelity Central Funds

13,639

Prepaid expenses

6,196

Other receivables

81,761

Total assets 

1,833,112,981

 

 

 

Liabilities

Payable for investments purchased

$ 71,959,882

Payable for fund shares redeemed

1,039,141

Accrued management fee

621,145

Distribution and service plan fees payable

77,834

Other affiliated payables

108,283

Other payables and accrued expenses

113,990

Collateral on securities loaned, at value

23,110,925

Total liabilities 

97,031,200

 

 

 

Net Assets

$ 1,736,081,781

Net Assets consist of:

 

Paid in capital

$ 1,579,111,901

Undistributed net investment income

19,928,648

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

104,297,059

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

32,744,173

Net Assets

$ 1,736,081,781

Statement of Assets and Liabilities - continued

 

 September 30, 2015

 

 

 

Class O:

Net Asset Value, offering price and
redemption price per share ($1,426,230,485 ÷ 67,789,857 shares)

$ 21.04

 

 

 

Class A:

Net Asset Value and redemption price
per share ($212,181,176 ÷ 10,324,989 shares)

$ 20.55

 

 

 

Maximum offering price per share (100/94.25 of $20.55)

$ 21.80

Class T:

Net Asset Value and redemption price
per share ($29,481,821 ÷ 1,446,852 shares)

$ 20.38

 

 

 

Maximum offering price per share (100/96.50 of $20.38)

$ 21.12

Class B:

Net Asset Value and offering price
per share ($466,557 ÷ 23,052 shares)A

$ 20.24

 

 

 

Class C:

Net Asset Value and offering price
per share ($22,879,253 ÷ 1,148,081 shares)A

$ 19.93

 

 

 

Class I:

Net Asset Value, offering price and
redemption price per share ($44,759,792 ÷ 2,070,782 shares)

$ 21.61

 

 

 

Class Z:

Net Asset Value, offering price and
redemption price per share ($82,697 ÷ 3,852 shares)

$ 21.47

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.

Annual Report

Statement of Operations

 

 Year ended September 30, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 45,324,015

Interest

 

533,922

Income from Fidelity Central Funds

 

577,255

Total income 

 

46,435,192

 

 

 

Expenses

Management fee

$ 8,857,835

Transfer agent fees

1,221,125

Distribution and service plan fees

976,788

Accounting and security lending fees

643,755

Custodian fees and expenses

41,523

Independent trustees' compensation

9,333

Depreciation in deferred trustee compensation account.

(176)

Registration fees

117,787

Audit

73,292

Legal

11,675

Interest

1,504

Miscellaneous

15,673

Total expenses before reductions

11,970,114

Expense reductions

(100,537)

11,869,577

Net investment income (loss)

34,565,615

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

124,089,387

Foreign currency transactions

(79,293)

Futures contracts

1,325,007

Total net realized gain (loss)

 

125,335,101

Change in net unrealized appreciation (depreciation) on:

Investment securities

(268,828,533)

Assets and liabilities in foreign currencies

8,432

Total change in net unrealized appreciation (depreciation)

 

(268,820,101)

Net gain (loss)

(143,485,000)

Net increase (decrease) in net assets resulting from operations

$ (108,919,385)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,565,615

$ 35,756,394

Net realized gain (loss)

125,335,101

318,024,781

Change in net unrealized appreciation (depreciation)

(268,820,101)

5,055,935

Net increase (decrease) in net assets resulting from operations 

(108,919,385)

358,837,110

Distributions to shareholders from net investment income

(25,946,174)

(25,125,057)

Distributions to shareholders from net realized gain

(172,571,626)

(5,875,523)

Total distributions 

(198,517,800)

(31,000,580)

Share transactions - net increase (decrease)

(112,378,825)

(249,067,671)

Total increase (decrease) in net assets 

(419,816,010)

78,768,859

 

 

 

Net Assets

Beginning of period

2,155,897,791

2,077,128,932

End of period (including undistributed net investment income of $19,928,648 and undistributed net investment income of $18,255,754, respectively)

$1,736,081,781

$ 2,155,897,791

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.63

$ 21.17

$ 17.53

$ 13.33

$ 13.55

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.40

.40

.32

.24

.18

Net realized and unrealized gain (loss)

(1.71)

3.39

3.64

4.19

(.20)

Total from investment operations

(1.31)

3.79

3.96

4.43

(.02)

Distributions from net investment income

(.31)

(.27)

(.29)

(.20)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.28)

(.33)

(.32)

(.23)

(.20) G

Net asset value, end of period

$ 21.04

$ 24.63

$ 21.17

$ 17.53

$ 13.33

Total ReturnA, B

(5.92)%

18.08%

23.05%

33.55%

(.32)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

.50%

.51%

.51%

.51%

.51%

Expenses net of fee waivers, if any

.50%

.51%

.51%

.51%

.51%

Expenses net of all reductions

.50%

.50%

.49%

.51%

.50%

Net investment income (loss)

1.70%

1.69%

1.68%

1.53%

1.20%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,426,230

$ 1,866,810

$ 1,622,353

$ 1,515,727

$ 1,268,316

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $.20 per share is comprised of distributions from net investment income of $.151 and distributions from net realized gain of $.044 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.12

$ 20.75

$ 17.18

$ 13.07

$ 13.28

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.31

.32

.26

.19

.13

Net realized and unrealized gain (loss)

(1.67)

3.33

3.58

4.10

(.20)

Total from investment operations

(1.36)

3.65

3.84

4.29

(.07)

Distributions from net investment income

(.24)

(.21)

(.24)

(.15)

(.10)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.21)

(.28) H

(.27)

(.18)

(.14)

Net asset value, end of period

$ 20.55

$ 24.12

$ 20.75

$ 17.18

$ 13.07

Total ReturnA, B, C

(6.25)%

17.71%

22.73%

33.06%

(.62)%

Ratios to Average Net AssetsE, G

 

 

 

 

 

Expenses before reductions

.83%

.81%

.82%

.84%

.86%

Expenses net of fee waivers, if any

.83%

.81%

.82%

.84%

.86%

Expenses net of all reductions

.82%

.81%

.81%

.84%

.85%

Net investment income (loss)

1.37%

1.38%

1.37%

1.20%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 212,181

$ 209,737

$ 153,940

$ 127,100

$ 98,808

Portfolio turnover rateF

53%

55%

55%

40%

76%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $.28 per share is comprised of distributions from net investment income of $.213 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.95

$ 20.61

$ 17.08

$ 12.99

$ 13.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.22

.21

.17

.12

.06

Net realized and unrealized gain (loss)

(1.66)

3.32

3.56

4.08

(.19)

Total from investment operations

(1.44)

3.53

3.73

4.20

(.13)

Distributions from net investment income

(.17)

(.13)

(.17)

(.08)

(.05)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.13) G

(.19)

(.20)

(.11)

(.09)

Net asset value, end of period

$ 20.38

$ 23.95

$ 20.61

$ 17.08

$ 12.99

Total ReturnA, B

(6.62)%

17.21%

22.11%

32.46%

(1.05)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of fee waivers, if any

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of all reductions

1.23%

1.27%

1.27%

1.28%

1.28%

Net investment income (loss)

.97%

.92%

.91%

.76%

.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 29,482

$ 23,443

$ 22,903

$ 14,874

$ 11,251

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.13 per share is comprised of distributions from net investment income of $.165 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.76

$ 20.41

$ 16.87

$ 12.82

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.64)

3.29

3.53

4.04

(.19)

Total from investment operations

(1.54)

3.39

3.61

4.08

(.20)

Distributions from net investment income

(.01)

-

(.04)

-G

-

Distributions from net realized gain

(1.97)

(.04)

(.03)

(.03)

(.02)

Total distributions

(1.98)

(.04)

(.07)

(.03)

(.02)

Net asset value, end of period

$ 20.24

$ 23.76

$ 20.41

$ 16.87

$ 12.82

Total ReturnA, B

(7.10)%

16.60%

21.52%

31.87%

(1.57)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of fee waivers, if any

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of all reductions

1.76%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.44%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 467

$ 682

$ 705

$ 826

$ 776

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.49

$ 20.28

$ 16.83

$ 12.81

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.62)

3.26

3.51

4.04

(.19)

Total from investment operations

(1.52)

3.36

3.59

4.08

(.20)

Distributions from net investment income

(.08)

(.09)

(.11)

(.03)

-

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.03)

Total distributions

(2.04) G

(.15)

(.14)

(.06)

(.03)

Net asset value, end of period

$ 19.93

$ 23.49

$ 20.28

$ 16.83

$ 12.81

Total ReturnA, B

(7.09)%

16.62%

21.52%

31.89%

(1.58)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of fee waivers, if any

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of all reductions

1.75%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.45%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 22,879

$ 22,094

$ 11,119

$ 4,775

$ 3,030

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.04 per share is comprised of distributions from net investment income of $.079 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.10

$ 21.56

$ 17.84

$ 13.58

$ 13.82

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.38

.35

.29

.21

.15

Net realized and unrealized gain (loss)

(1.77)

3.49

3.72

4.26

(.20)

Total from investment operations

(1.39)

3.84

4.01

4.47

(.05)

Distributions from net investment income

(.14)

(.23)

(.26)

(.18)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.10) F

(.30) G

(.29)

(.21)

(.19)

Net asset value, end of period

$ 21.61

$ 25.10

$ 21.56

$ 17.84

$ 13.58

Total ReturnA

(6.06)%

17.93%

22.82%

33.17%

(.50)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

.65%

.68%

.71%

.75%

.74%

Expenses net of fee waivers, if any

.64%

.68%

.71%

.75%

.74%

Expenses net of all reductions

.63%

.67%

.70%

.75%

.73%

Net investment income (loss)

1.56%

1.52%

1.48%

1.29%

.97%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 44,760

$ 33,013

$ 266,008

$ 223,854

$ 179,641

Portfolio turnover rateD

53%

55%

55%

40%

76%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

F Total distributions of $2.10 per share is comprised of distributions from net investment income of $.139 and distributions from net realized gain of $1.965 per share.

G Total distributions of $.30 per share is comprised of distributions from net investment income of $.231 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class Z

Years ended September 30,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 25.09

$ 21.56

$ 21.44

Income from Investment Operations

 

 

 

Net investment income (loss) D

.41

.40

.04

Net realized and unrealized gain (loss)

(1.76)

3.47

.08

Total from investment operations

(1.35)

3.87

.12

Distributions from net investment income

(.31)

(.27)

-

Distributions from net realized gain

(1.97)

(.06)

-

Total distributions

(2.27) I

(.34) J

-

Net asset value, end of period

$ 21.47

$ 25.09

$ 21.56

Total ReturnB, C

(5.94)%

18.10%

.56%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

.51%

.51%

.52%A

Expenses net of fee waivers, if any

.51%

.51%

.52%A

Expenses net of all reductions

.51%

.51%

.50%A

Net investment income (loss)

1.69%

1.68%

1.36%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83

$ 119

$ 101

Portfolio turnover rateF

53%

55%

55%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 August 13, 2013 (commencement of sale of shares) to September 30, 2013.

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 reductions from 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.

I Total distributions of $2.27 per share is comprised of distributions from net investment income of $.309 and distributions from net realized gain of $1.965 per share.

J Total distributions of $.34 per share is comprised of distributions from net investment income of $.273 and distributions from net realized gain of $.064 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

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 C, Class I (formerly Institutional Class) and Class Z, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 09/30/15

Valuation Technique(s)

Unobservable Input

Amount or Range/
Weighted Average

Impact to Valuation from
an Increase in Input
*

Equities

$ 29,469,311

Discount rate

Discount for lack of marketability

10.0%

Decrease

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.50 - $71.15 / $70.55

Increase

 

 

Market comparable

EV/EBITDA multiple

8.4 - 10.1 / 9.1

Increase

 

 

 

Discount for lack of marketability

15.0%

Decrease

 

 

 

Discount rate

15.0%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

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

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

Gross unrealized appreciation

$ 243,030,626

Gross unrealized depreciation  

(214,768,201)

Net unrealized appreciation (depreciation) on securities  

$ 28,262,425

Tax Cost  

$ 1,750,387,187

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 36,540,563

Undistributed long-term capital gain

$ 92,227,976

Net unrealized appreciation (depreciation) on securities and other investments

$ 28,268,892

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 25,946,174

$ 31,000,580

Long-term Capital Gains

172,571,626

-

Total

$ 198,517,800

$ 31,000,580

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.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

During the period, the Fund recognized net realized gain (loss) of $1,325,007 related to investments in futures contracts. This amount is included in the Statement of Operations.

Annual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,078,186,042 and $1,276,868,552, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .42% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 563,706

$ 14,401

Class T

.25%

.25%

154,228

1,020

Class B

.75%

.25%

6,173

4,648

Class C

.75%

.25%

252,681

84,879

 

 

 

$ 976,788

$ 104,948

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

$ 46,189

Class T

9,026

Class B*

171

Class C*

6,758

 

$ 62,144

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, Class I and Class Z. FIIOC receives 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, except for Class Z. FIIOC does not receive a fee for Class O Destiny Plan accounts. FIIOC receives an asset-based fee of Class Z's average net assets. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 717,618

.04

Class A

261,206

.12

Class T

83,370

.27

Class B

1,861

.30

Class C

73,563

.29

Class I

83,456

.18

Class Z

51

.05

 

$ 1,221,125

 

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $23,428 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 Fidelity Management & Research Company (FMR) or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest Expense

Borrower

$ 73,832,000

.37%

$ 1,504

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $169,730.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $3,152 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $504,813, including $10,168 from securities loaned to FCM.

Annual Report

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $83,243 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $8,307 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 3,023

Class A

1,612

Class T

298

Class B

1

Class C

253

Class I

3,800

 

$ 8,987

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 23,240,677

$ 20,292,162

Class A

2,228,099

1,695,781

Class T

185,875

135,608

Class B

286

-

Class C

80,262

52,602

Class I

209,650

2,947,631

Class Z

1,325

1,273

Total

$ 25,946,174

$ 25,125,057

From net realized gain

 

 

Class O

$ 147,315,868

$ 4,844,120

Class A

18,017,348

536,822

Class T

2,213,599

63,347

Class B

56,242

1,072

Class C

1,996,392

50,345

Class I

2,963,753

379,516

Class Z

8,424

301

Total

$ 172,571,626

$ 5,875,523

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

2,287,530

6,208,263

$ 53,641,943

$ 147,701,200

Reinvestment of distributions

6,840,387

990,107

153,635,091

22,079,128

Shares redeemed

(17,121,478)

(8,041,994)

(390,687,724)

(188,558,417)

Net increase (decrease)

(7,993,561)

(843,624)

$ (183,410,690)

$ (18,778,089)

Class A

 

 

 

 

Shares sold

3,109,762

2,532,698

$ 72,097,550

$ 57,537,080

Reinvestment of distributions

911,032

97,921

20,033,590

2,152,552

Shares redeemed

(2,391,662)

(1,354,861)

(54,542,127)

(31,107,890)

Net increase (decrease)

1,629,132

1,275,758

$ 37,589,013

$ 28,581,742

Class T

 

 

 

 

Shares sold

734,570

491,974

$ 16,881,464

$ 11,365,600

Reinvestment of distributions

97,386

8,484

2,130,797

186,233

Shares redeemed

(364,096)

(632,605)

(8,173,269)

(13,745,072)

Net increase (decrease)

467,860

(132,147)

$ 10,838,992

$ (2,193,239)

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class B

 

 

 

 

Shares sold

3,301

8,702

$ 77,862

$ 196,288

Reinvestment of distributions

2,423

41

52,867

1,000

Shares redeemed

(11,358)

(14,591)

(258,989)

(321,642)

Net increase (decrease)

(5,634)

(5,848)

$ (128,260)

$ (124,354)

Class C

 

 

 

 

Shares sold

407,214

583,896

$ 9,151,851

$ 13,207,548

Reinvestment of distributions

86,086

4,345

1,849,987

95,646

Shares redeemed

(285,644)

(196,005)

(6,367,594)

(4,414,141)

Net increase (decrease)

207,656

392,236

$ 4,634,244

$ 8,889,053

Class I

 

 

 

 

Shares sold

1,334,628

1,125,237

$ 32,026,397

$ 26,600,079

Reinvestment of distributions

131,239

145,882

3,031,625

3,273,561

Shares redeemed

(710,295)

(12,293,029)

(16,937,834)

(295,317,998)

Net increase (decrease)

755,572

(11,021,910)

$ 18,120,188

$ (265,444,358)

Class Z

 

 

 

 

Shares sold

1

-

$ 26

$ -

Reinvestment of distributions

425

69

9,749

1,574

Shares redeemed

(1,307)

-

(32,087)

-

Net increase (decrease)

(881)

69

$ (22,312)

$ 1,574

12. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Diversified Stock Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Diversified Stock Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Diversified Stock Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015 $104,878,751, or, if subsequently determined to be different, the net capital gain of such year.

Class A designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of the amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Diversified Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Diversified Stock Fund

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Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Fidelity Advisor Diversified Stock Fund

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The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, Class Z, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
FMR Investment Management (U.K.) Limited
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

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Contents Performance: The Bottom Line Management's Discussion of Fund Performance Shareholder Expense Example Investment Changes (Unaudited) Investments September 30, 2015 Financial Statements Notes to Financial Statements Report of Independent Registered Public Accounting Firm Trustees and Officers Distributions (Unaudited) Board Approval of Investment Advisory Contracts and Management Fees

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Fidelity® Destiny® Portfolios:
Fidelity Advisor
®

Diversified Stock Fund -

Class O

Annual Report

September 30, 2015

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://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 LLC or an affiliated company. © 2015 FMR LLC. All rights reserved.

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.

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 holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2015

Past 1
year

Past 5
years

Past 10
years

Class O

-5.92%

12.72%

6.80%

$50/month 15-Year Plan A

-55.03%

8.65%

5.41%

A The figures provided for a "$50/month 15-year Plan" illustrate the class' performance adjusted to reflect custodian fees and sales charges assessed by the Plans. The maximum creation and sales charges for the Plan is 50% of the first 12 investments in the Plan, and 5.7% on each subsequent investment thereafter, and a Custodian Fee of up to $1.50 per investment. Actual fees and charges will vary by Plan and investment amount. The illustration assumes an initial investment at the beginning of each period shown and does not reflect what investors would have earned had they made regular monthly investments over the period. Investors should consult the Plans' prospectus for more complete information on the impact of the separate charges and fees applicable to each Plan.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Diversified Stock Fund - Class O on September 30, 2005. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: U.S. stocks lost ground for the 12 months ending September 30, 2015, mainly due to a steep decline in August on concern over slowing global economic growth emanating from China and its potential effect on corporate profits. Uncertainty as to when and at what pace the U.S. Federal Reserve might raise the federal funds target rate added to the volatility. The large-cap S&P 500® index returned -0.61% for the period, with value stocks within the index significantly lagging growth stocks. In comparison, the growth-oriented Nasdaq Composite Index® gained 4.00%, while the small-cap Russell 2000® Index added 1.25%. Among sectors in the S&P 500, energy performed worst by far, returning about -30% in an environment of declining commodity prices that also hit materials (-18%). Industrials (-4%) was caught up in the commodities downdraft as well, and was hurt late in the period by currency devaluations among U.S.-export destinations. Telecommunication services (-8%) faced competitive pricing pressure, especially among wireless carriers. Conversely, utilities (+7%), typically viewed as a safe haven in uncertain times, led all sectors to the upside. At period end, investors remained focused on the potential global implications of a relatively stronger U.S. dollar and whether China's economic slowdown might spread far beyond its borders.

Comments from Portfolio Manager James Morrow: For the year, the fund's share classes (excluding sales charges, if applicable) significantly trailed the benchmark S&P 500® index. Market conditions provided a big performance headwind the past year, as value-oriented stocks continued to lag their growth-oriented counterparts - a poor fit for my investment approach, given that we tend to hold more securities at the value end of the large-cap spectrum. Relative to the benchmark, the fund was hurt the most by poor stock picking in the energy sector, especially CONSOL Energy, a producer of coal and natural gas. The fund also was hampered by positions in energy producers Suncor Energy and Chevron, both of which were hurt by low prices for the natural resource, while Canada-based Suncor, an out-of-benchmark name, was weighed down by a stronger U.S. dollar. Despite the multiple challenges we saw in energy, the fund did benefit from not owning certain large benchmark components that similarly struggled, including integrated energy companies Exxon Mobil and ConocoPhillips. Security selection in the consumer staples, consumer discretionary, materials and industrials groups also meaningfully detracted. On the positive side, my choices and an overweighting in financials added value. Within this group, the fund benefited from a position in Chubb, a provider of property and casualty insurance that was acquired for a significant premium.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual 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 (April 1, 2015 to September 30, 2015).

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.

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2015

Ending
Account Value
September 30, 2015

Expenses Paid
During Period
C
April 1, 2015
to September 30, 2015

Class O

.49%

 

 

 

Actual

 

$ 1,000.00

$ 908.50

$ 2.34

HypotheticalA

 

$ 1,000.00

$ 1,022.61

$ 2.48

Class A

.82%

 

 

 

Actual

 

$ 1,000.00

$ 906.90

$ 3.92

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

Class T

1.22%

 

 

 

Actual

 

$ 1,000.00

$ 905.40

$ 5.83

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.17

Class B

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 902.80

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 903.00

$ 8.40

HypotheticalA

 

$ 1,000.00

$ 1,016.24

$ 8.90

Class I

.63%

 

 

 

Actual

 

$ 1,000.00

$ 908.00

$ 3.01

HypotheticalA

 

$ 1,000.00

$ 1,021.91

$ 3.19

Class Z

.51%

 

 

 

Actual

 

$ 1,000.00

$ 908.60

$ 2.44

HypotheticalA

 

$ 1,000.00

$ 1,022.51

$ 2.59

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

C Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report


Investment Changes (Unaudited)

Top Ten Stocks as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Google, Inc. Class C

3.1

3.2

Apple, Inc.

3.0

2.4

General Electric Co.

2.9

2.1

Johnson & Johnson

2.4

2.2

IBM Corp.

2.4

2.1

Procter & Gamble Co.

2.4

2.0

JPMorgan Chase & Co.

2.4

2.0

Verizon Communications, Inc.

2.3

2.2

Cisco Systems, Inc.

2.1

1.9

Bank of America Corp.

2.0

1.2

 

25.0

Top Five Market Sectors as of September 30, 2015

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

22.4

23.4

Financials

22.1

19.8

Health Care

11.7

10.9

Industrials

11.0

11.4

Consumer Discretionary

9.8

11.6

Asset Allocation (% of fund's net assets)

As of September 30, 2015*

As of March 31, 2015**

dso899223

Stocks 99.3%

 

dso899225

Stocks 96.4%

 

dso899227

Convertible Securities 0.2%

 

dso899229

Convertible Securities 0.2%

 

dso899231

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.5%

 

dso899233

Short-Term
Investments and
Net Other Assets
(Liabilities) 3.4%

 

* Foreign investments

10.7%

 

** Foreign investments

11.3%

 

dso899235

Annual Report


Investments September 30, 2015

Showing Percentage of Net Assets

Common Stocks - 99.3%

Shares

Value

CONSUMER DISCRETIONARY - 9.8%

Automobiles - 0.5%

General Motors Co.

300,000

$ 9,006,000

Hotels, Restaurants & Leisure - 0.9%

El Pollo Loco Holdings, Inc. (a)(e)

100,000

1,078,000

McDonald's Corp.

50,000

4,926,500

Noodles & Co. (a)

150,000

2,124,000

Yum! Brands, Inc.

100,000

7,995,000

 

16,123,500

Household Durables - 1.3%

Jarden Corp. (a)

75,000

3,666,000

KB Home (e)

475,000

6,436,250

Taylor Morrison Home Corp. (a)

349,953

6,530,123

Tupperware Brands Corp.

125,000

6,186,250

 

22,818,623

Leisure Products - 1.2%

Brunswick Corp.

225,000

10,775,250

New Academy Holding Co. LLC unit (a)(g)(h)

60,000

8,992,200

 

19,767,450

Media - 2.6%

Comcast Corp. Class A

474,500

26,989,560

Time Warner, Inc.

100,000

6,875,000

Viacom, Inc. Class B (non-vtg.)

275,000

11,866,250

 

45,730,810

Multiline Retail - 1.7%

Dollar General Corp.

100,000

7,244,000

Target Corp.

286,300

22,520,358

 

29,764,358

Specialty Retail - 1.1%

Cabela's, Inc. Class A (a)(e)

90,000

4,104,000

GNC Holdings, Inc.

100,000

4,042,000

Lumber Liquidators Holdings, Inc. (a)(e)

150,000

1,971,000

Stage Stores, Inc. (e)

350,000

3,444,000

TJX Companies, Inc.

75,000

5,356,500

 

18,917,500

Textiles, Apparel & Luxury Goods - 0.5%

Arezzo Industria e Comercio SA

575,000

2,886,240

Tory Burch LLC unit (f)(h)

70,274

5,026,199

 

7,912,439

TOTAL CONSUMER DISCRETIONARY

170,040,680

CONSUMER STAPLES - 5.1%

Beverages - 0.8%

Diageo PLC sponsored ADR

75,000

8,084,250

Molson Coors Brewing Co. Class B

65,000

5,396,300

 

13,480,550

 

Shares

Value

Food & Staples Retailing - 1.6%

CVS Health Corp.

240,000

$ 23,155,200

Whole Foods Market, Inc.

175,000

5,538,750

 

28,693,950

Food Products - 0.2%

Amplify Snack Brands, Inc. (a)(e)

325,000

3,480,750

Keurig Green Mountain, Inc.

300

15,642

 

3,496,392

Household Products - 2.4%

Procter & Gamble Co.

575,000

41,365,500

Personal Products - 0.1%

Avon Products, Inc. (e)

550,000

1,787,500

TOTAL CONSUMER STAPLES

88,823,892

ENERGY - 7.7%

Energy Equipment & Services - 1.4%

Ensco PLC Class A

300,000

4,224,000

National Oilwell Varco, Inc.

100,000

3,765,000

Oceaneering International, Inc.

87,500

3,437,000

Schlumberger Ltd.

187,500

12,931,875

 

24,357,875

Oil, Gas & Consumable Fuels - 6.3%

Anadarko Petroleum Corp.

112,500

6,793,875

Apache Corp.

137,500

5,384,500

Cabot Oil & Gas Corp.

170,000

3,716,200

Cameco Corp. (e)

275,000

3,352,754

Chevron Corp.

375,000

29,580,000

Cimarex Energy Co.

12,500

1,281,000

CONSOL Energy, Inc. (e)

500,000

4,900,000

Legacy Reserves LP

33,012

135,019

Noble Energy, Inc.

50,000

1,509,000

Suncor Energy, Inc.

800,000

21,395,279

The Williams Companies, Inc.

500,000

18,425,000

Williams Partners LP

400,000

12,768,000

 

109,240,627

TOTAL ENERGY

133,598,502

FINANCIALS - 22.1%

Banks - 9.4%

Bank of America Corp.

2,190,700

34,131,106

Comerica, Inc.

175,000

7,192,500

First Niagara Financial Group, Inc.

250,000

2,552,500

Huntington Bancshares, Inc.

700,000

7,420,000

JPMorgan Chase & Co.

675,000

41,154,750

KeyCorp

600,000

7,806,000

M&T Bank Corp.

50,000

6,097,500

Regions Financial Corp.

1,100,000

9,911,000

Standard Chartered PLC (United Kingdom)

475,000

4,604,508

SunTrust Banks, Inc.

375,000

14,340,000

U.S. Bancorp

350,000

14,353,500

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Banks - continued

UMB Financial Corp.

33,385

$ 1,696,292

Wells Fargo & Co.

250,000

12,837,500

 

164,097,156

Capital Markets - 5.8%

Ares Capital Corp.

400,000

5,792,000

KKR & Co. LP

1,210,000

20,303,800

Morgan Stanley

700,000

22,050,000

State Street Corp.

323,600

21,749,156

The Blackstone Group LP

950,000

30,086,500

 

99,981,456

Diversified Financial Services - 0.3%

KKR Renaissance Co-Invest LP unit (a)(h)

50,000

5,537,500

Insurance - 4.7%

Allied World Assur Co. Holdings AG

175,000

6,679,750

American International Group, Inc.

423,200

24,046,224

MetLife, Inc.

425,000

20,038,750

The Chubb Corp.

248,900

30,527,585

 

81,292,309

Thrifts & Mortgage Finance - 1.9%

MGIC Investment Corp. (a)

500,000

4,630,000

Radian Group, Inc.

1,800,000

28,638,000

 

33,268,000

TOTAL FINANCIALS

384,176,421

HEALTH CARE - 11.7%

Biotechnology - 2.7%

Alnylam Pharmaceuticals, Inc. (a)

15,000

1,205,400

Amgen, Inc.

150,000

20,748,000

Biogen, Inc. (a)

25,000

7,295,250

Clovis Oncology, Inc. (a)

20,000

1,839,200

Gilead Sciences, Inc.

75,000

7,364,250

Intercept Pharmaceuticals, Inc. (a)

17,000

2,819,620

Spark Therapeutics, Inc.

45,000

1,877,850

Trevena, Inc. (a)

375,000

3,881,250

 

47,030,820

Health Care Equipment & Supplies - 1.5%

Boston Scientific Corp. (a)

450,000

7,384,500

Medtronic PLC

275,000

18,408,500

 

25,793,000

Health Care Providers & Services - 0.5%

Express Scripts Holding Co. (a)

120,000

9,715,200

Pharmaceuticals - 7.0%

AbbVie, Inc.

200,000

10,882,000

Allergan PLC (a)

25,000

6,795,250

GlaxoSmithKline PLC sponsored ADR

500,000

19,225,000

Jazz Pharmaceuticals PLC (a)

80,000

10,624,800

Johnson & Johnson

450,000

42,007,500

 

Shares

Value

Merck & Co., Inc.

175,000

$ 8,643,250

Pfizer, Inc.

250,000

7,852,500

Teva Pharmaceutical Industries Ltd. sponsored ADR

205,000

11,574,300

TherapeuticsMD, Inc. (a)

575,000

3,369,500

 

120,974,100

TOTAL HEALTH CARE

203,513,120

INDUSTRIALS - 11.0%

Aerospace & Defense - 2.2%

BWX Technologies, Inc.

135,000

3,558,600

The Boeing Co.

150,000

19,642,500

United Technologies Corp.

175,000

15,573,250

 

38,774,350

Air Freight & Logistics - 2.4%

FedEx Corp.

70,000

10,078,600

PostNL NV (a)

2,665,600

9,704,088

United Parcel Service, Inc. Class B

220,000

21,711,800

 

41,494,488

Airlines - 0.2%

Copa Holdings SA Class A

75,000

3,144,750

Construction & Engineering - 0.6%

Jacobs Engineering Group, Inc. (a)

300,000

11,229,000

Electrical Equipment - 0.8%

AMETEK, Inc.

100,000

5,232,000

Babcock & Wilcox Enterprises, Inc. (a)

75,000

1,260,000

Eaton Corp. PLC

162,500

8,336,250

 

14,828,250

Industrial Conglomerates - 2.9%

General Electric Co.

2,000,000

50,440,000

Machinery - 0.7%

Cummins, Inc.

50,000

5,429,000

Deere & Co.

34,100

2,523,400

Joy Global, Inc. (e)

100,000

1,493,000

Rational AG

5,000

1,997,073

 

11,442,473

Professional Services - 0.4%

Acacia Research Corp.

685,000

6,219,800

Road & Rail - 0.8%

CSX Corp.

200,000

5,380,000

J.B. Hunt Transport Services, Inc.

125,000

8,925,000

 

14,305,000

TOTAL INDUSTRIALS

191,878,111

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - 22.3%

Communications Equipment - 3.8%

Cisco Systems, Inc.

1,400,000

$ 36,750,000

QUALCOMM, Inc.

550,000

29,551,500

 

66,301,500

Electronic Equipment & Components - 0.8%

Hitachi Ltd.

1,100,000

5,550,633

Littelfuse, Inc.

25,000

2,278,750

TE Connectivity Ltd.

112,500

6,737,625

 

14,567,008

Internet Software & Services - 4.7%

Facebook, Inc. Class A (a)

150,000

13,485,000

Google, Inc. Class C

87,529

53,254,396

Twitter, Inc. (a)

112,500

3,030,750

Yahoo!, Inc. (a)

400,000

11,564,000

 

81,334,146

IT Services - 5.5%

IBM Corp.

286,300

41,504,911

MasterCard, Inc. Class A

150,000

13,518,000

Paychex, Inc.

150,000

7,144,500

PayPal Holdings, Inc. (a)

150,000

4,656,000

Visa, Inc. Class A

398,200

27,738,612

 

94,562,023

Semiconductors & Semiconductor Equipment - 1.4%

Altera Corp.

100,000

5,008,000

Applied Materials, Inc.

300,000

4,407,000

Broadcom Corp. Class A

275,000

14,143,250

 

23,558,250

Software - 0.8%

Microsoft Corp.

200,000

8,852,000

Oracle Corp.

150,000

5,418,000

 

14,270,000

Technology Hardware, Storage & Peripherals - 5.3%

Apple, Inc.

475,000

52,392,500

EMC Corp.

1,225,000

29,596,000

First Data Holdings, Inc. Class B (a)(h)

2,164,642

9,870,768

 

91,859,268

TOTAL INFORMATION TECHNOLOGY

386,452,195

MATERIALS - 3.5%

Chemicals - 2.1%

Airgas, Inc.

45,000

4,019,850

LyondellBasell Industries NV Class A

100,000

8,336,000

Monsanto Co.

200,000

17,068,000

 

Shares

Value

Potash Corp. of Saskatchewan, Inc.

300,000

$ 6,166,354

Tronox Ltd. Class A

245,700

1,073,709

 

36,663,913

Containers & Packaging - 1.2%

AEP Industries, Inc. (a)

119,980

6,878,453

WestRock Co.

249,998

12,859,897

 

19,738,350

Metals & Mining - 0.2%

Freeport-McMoRan, Inc.

400,000

3,876,000

TOTAL MATERIALS

60,278,263

TELECOMMUNICATION SERVICES - 3.1%

Diversified Telecommunication Services - 3.1%

AT&T, Inc.

450,000

14,661,000

Verizon Communications, Inc.

900,000

39,159,000

 

53,820,000

UTILITIES - 3.0%

Electric Utilities - 2.8%

Entergy Corp.

100,000

6,510,000

Exelon Corp.

675,000

20,047,500

PPL Corp.

200,000

6,578,000

Southern Co.

325,000

14,527,500

 

47,663,000

Independent Power and Renewable Electricity Producers - 0.2%

Dynegy, Inc. (a)

175,000

3,617,250

TOTAL UTILITIES

51,280,250

TOTAL COMMON STOCKS

(Cost $1,689,214,748)


1,723,861,434

Convertible Preferred Stocks - 0.0%

 

 

 

 

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc.:

Series C (a)(h)

65,160

32,339

Series D (a)(h)

20,764

10,305

 

42,644

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $878,142)


42,644

Convertible Bonds - 0.2%

 

Principal Amount

 

ENERGY - 0.1%

Oil, Gas & Consumable Fuels - 0.1%

Amyris, Inc. 3% 2/27/17

$ 2,000,000

1,800,440

Convertible Bonds - continued

 

Principal Amount

Value

INFORMATION TECHNOLOGY - 0.1%

Semiconductors & Semiconductor Equipment - 0.1%

GT Advanced Technologies, Inc. 3% 10/1/17 (d)

$ 10,000,000

$ 1,800,000

TOTAL CONVERTIBLE BONDS

(Cost $4,673,922)


3,600,440

Money Market Funds - 3.0%

Shares

 

Fidelity Cash Central Fund, 0.18% (b)

28,034,169

28,034,169

Fidelity Securities Lending Cash Central Fund, 0.20% (b)(c)

23,110,925

23,110,925

TOTAL MONEY MARKET FUNDS

(Cost $51,145,094)


51,145,094

TOTAL INVESTMENT
PORTFOLIO - 102.5%

(Cost $1,745,911,906)

1,778,649,612

NET OTHER ASSETS (LIABILITIES) - (2.5)%

(42,567,831)

NET ASSETS - 100%

$ 1,736,081,781

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

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

(f) Investment is owned by an entity that is treated as a corporation for U.S. tax purposes and is wholly-owned by the Fund.

(g) Investment is owned by an entity that is treated as a U.S. Corporation for tax purposes in which the Fund holds a percentage ownership.

(h) 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 $29,469,311 or 1.7% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

First Data Holdings, Inc. Class B

6/26/14

$ 8,658,568

KKR Renaissance Co-Invest LP unit

7/25/13

$ 5,275,000

New Academy Holding Co. LLC unit

8/1/11

$ 6,324,000

NJOY, Inc. Series C

6/7/13

$ 526,688

NJOY, Inc. Series D

2/14/14

$ 351,454

Tory Burch LLC unit

5/14/15

$ 5,014,345

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

$ 72,442

Fidelity Securities Lending Cash Central Fund

504,813

Total

$ 577,255

Other Information

The following is a summary of the inputs used, as of September 30, 2015, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 170,083,324

$ 156,022,281

$ -

$ 14,061,043

Consumer Staples

88,823,892

88,823,892

-

-

Energy

133,598,502

133,598,502

-

-

Financials

384,176,421

378,638,921

-

5,537,500

Health Care

203,513,120

203,513,120

-

-

Industrials

191,878,111

191,878,111

-

-

Information Technology

386,452,195

371,030,794

5,550,633

9,870,768

Materials

60,278,263

60,278,263

-

-

Telecommunication Services

53,820,000

53,820,000

-

-

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Utilities

$ 51,280,250

$ 51,280,250

$ -

$ -

Corporate Bonds

3,600,440

-

3,600,440

-

Money Market Funds

51,145,094

51,145,094

-

-

Total Investments in Securities:

$ 1,778,649,612

$ 1,740,029,228

$ 9,151,073

$ 29,469,311

Valuation Inputs at Reporting Date:

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities

Beginning Balance

$ 24,066,374

Net Realized Gain (Loss) on Investment Securities

-

Net Unrealized Gain (Loss) on Investment Securities

388,592

Cost of Purchases

5,014,345

Proceeds of Sales

-

Amortization/Accretion

-

Transfers into Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 29,469,311

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2015

$ 388,592

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

89.3%

Ireland

2.6%

United Kingdom

2.1%

Canada

1.7%

Netherlands

1.1%

Others (Individually Less Than 1%)

3.2%

 

100.0%

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

 September 30, 2015

 

 

 

Assets

Investment in securities, at value (including securities loaned of $22,707,034) - See accompanying schedule:

Unaffiliated issuers (cost $1,694,766,812)

$ 1,727,504,518

 

Fidelity Central Funds (cost $51,145,094)

51,145,094

 

Total Investments (cost $1,745,911,906)

 

$ 1,778,649,612

Receivable for investments sold

51,509,704

Receivable for fund shares sold

343,514

Dividends receivable

2,472,888

Interest receivable

35,667

Distributions receivable from Fidelity Central Funds

13,639

Prepaid expenses

6,196

Other receivables

81,761

Total assets 

1,833,112,981

 

 

 

Liabilities

Payable for investments purchased

$ 71,959,882

Payable for fund shares redeemed

1,039,141

Accrued management fee

621,145

Distribution and service plan fees payable

77,834

Other affiliated payables

108,283

Other payables and accrued expenses

113,990

Collateral on securities loaned, at value

23,110,925

Total liabilities 

97,031,200

 

 

 

Net Assets

$ 1,736,081,781

Net Assets consist of:

 

Paid in capital

$ 1,579,111,901

Undistributed net investment income

19,928,648

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

104,297,059

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

32,744,173

Net Assets

$ 1,736,081,781

Statement of Assets and Liabilities - continued

 

 September 30, 2015

 

 

 

Class O:

Net Asset Value, offering price and
redemption price per share ($1,426,230,485 ÷ 67,789,857 shares)

$ 21.04

 

 

 

Class A:

Net Asset Value and redemption price
per share ($212,181,176 ÷ 10,324,989 shares)

$ 20.55

 

 

 

Maximum offering price per share (100/94.25 of $20.55)

$ 21.80

Class T:

Net Asset Value and redemption price
per share ($29,481,821 ÷ 1,446,852 shares)

$ 20.38

 

 

 

Maximum offering price per share (100/96.50 of $20.38)

$ 21.12

Class B:

Net Asset Value and offering price
per share ($466,557 ÷ 23,052 shares)A

$ 20.24

 

 

 

Class C:

Net Asset Value and offering price
per share ($22,879,253 ÷ 1,148,081 shares)A

$ 19.93

 

 

 

Class I:

Net Asset Value, offering price and
redemption price per share ($44,759,792 ÷ 2,070,782 shares)

$ 21.61

 

 

 

Class Z:

Net Asset Value, offering price and
redemption price per share ($82,697 ÷ 3,852 shares)

$ 21.47

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.

Annual Report

Statement of Operations

 

 Year ended September 30, 2015

 

 

 

Investment Income

 

 

Dividends

 

$ 45,324,015

Interest

 

533,922

Income from Fidelity Central Funds

 

577,255

Total income 

 

46,435,192

 

 

 

Expenses

Management fee

$ 8,857,835

Transfer agent fees

1,221,125

Distribution and service plan fees

976,788

Accounting and security lending fees

643,755

Custodian fees and expenses

41,523

Independent trustees' compensation

9,333

Depreciation in deferred trustee compensation account.

(176)

Registration fees

117,787

Audit

73,292

Legal

11,675

Interest

1,504

Miscellaneous

15,673

Total expenses before reductions

11,970,114

Expense reductions

(100,537)

11,869,577

Net investment income (loss)

34,565,615

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

 

 

Investment securities:

 

 

Unaffiliated issuers

124,089,387

Foreign currency transactions

(79,293)

Futures contracts

1,325,007

Total net realized gain (loss)

 

125,335,101

Change in net unrealized appreciation (depreciation) on:

Investment securities

(268,828,533)

Assets and liabilities in foreign currencies

8,432

Total change in net unrealized appreciation (depreciation)

 

(268,820,101)

Net gain (loss)

(143,485,000)

Net increase (decrease) in net assets resulting from operations

$ (108,919,385)

Statement of Changes in Net Assets

 

Year ended
September 30,
2015

Year ended
September 30,
2014

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,565,615

$ 35,756,394

Net realized gain (loss)

125,335,101

318,024,781

Change in net unrealized appreciation (depreciation)

(268,820,101)

5,055,935

Net increase (decrease) in net assets resulting from operations 

(108,919,385)

358,837,110

Distributions to shareholders from net investment income

(25,946,174)

(25,125,057)

Distributions to shareholders from net realized gain

(172,571,626)

(5,875,523)

Total distributions 

(198,517,800)

(31,000,580)

Share transactions - net increase (decrease)

(112,378,825)

(249,067,671)

Total increase (decrease) in net assets 

(419,816,010)

78,768,859

 

 

 

Net Assets

Beginning of period

2,155,897,791

2,077,128,932

End of period (including undistributed net investment income of $19,928,648 and undistributed net investment income of $18,255,754, respectively)

$1,736,081,781

$ 2,155,897,791

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class O

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.63

$ 21.17

$ 17.53

$ 13.33

$ 13.55

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.40

.40

.32

.24

.18

Net realized and unrealized gain (loss)

(1.71)

3.39

3.64

4.19

(.20)

Total from investment operations

(1.31)

3.79

3.96

4.43

(.02)

Distributions from net investment income

(.31)

(.27)

(.29)

(.20)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.28)

(.33)

(.32)

(.23)

(.20) G

Net asset value, end of period

$ 21.04

$ 24.63

$ 21.17

$ 17.53

$ 13.33

Total ReturnA, B

(5.92)%

18.08%

23.05%

33.55%

(.32)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

.50%

.51%

.51%

.51%

.51%

Expenses net of fee waivers, if any

.50%

.51%

.51%

.51%

.51%

Expenses net of all reductions

.50%

.50%

.49%

.51%

.50%

Net investment income (loss)

1.70%

1.69%

1.68%

1.53%

1.20%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,426,230

$ 1,866,810

$ 1,622,353

$ 1,515,727

$ 1,268,316

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $.20 per share is comprised of distributions from net investment income of $.151 and distributions from net realized gain of $.044 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class A

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.12

$ 20.75

$ 17.18

$ 13.07

$ 13.28

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

.31

.32

.26

.19

.13

Net realized and unrealized gain (loss)

(1.67)

3.33

3.58

4.10

(.20)

Total from investment operations

(1.36)

3.65

3.84

4.29

(.07)

Distributions from net investment income

(.24)

(.21)

(.24)

(.15)

(.10)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.21)

(.28) H

(.27)

(.18)

(.14)

Net asset value, end of period

$ 20.55

$ 24.12

$ 20.75

$ 17.18

$ 13.07

Total ReturnA, B, C

(6.25)%

17.71%

22.73%

33.06%

(.62)%

Ratios to Average Net AssetsE, G

 

 

 

 

 

Expenses before reductions

.83%

.81%

.82%

.84%

.86%

Expenses net of fee waivers, if any

.83%

.81%

.82%

.84%

.86%

Expenses net of all reductions

.82%

.81%

.81%

.84%

.85%

Net investment income (loss)

1.37%

1.38%

1.37%

1.20%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 212,181

$ 209,737

$ 153,940

$ 127,100

$ 98,808

Portfolio turnover rateF

53%

55%

55%

40%

76%

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

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 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 reductions from 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.

H Total distributions of $.28 per share is comprised of distributions from net investment income of $.213 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class T

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.95

$ 20.61

$ 17.08

$ 12.99

$ 13.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.22

.21

.17

.12

.06

Net realized and unrealized gain (loss)

(1.66)

3.32

3.56

4.08

(.19)

Total from investment operations

(1.44)

3.53

3.73

4.20

(.13)

Distributions from net investment income

(.17)

(.13)

(.17)

(.08)

(.05)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.13) G

(.19)

(.20)

(.11)

(.09)

Net asset value, end of period

$ 20.38

$ 23.95

$ 20.61

$ 17.08

$ 12.99

Total ReturnA, B

(6.62)%

17.21%

22.11%

32.46%

(1.05)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of fee waivers, if any

1.23%

1.27%

1.28%

1.29%

1.29%

Expenses net of all reductions

1.23%

1.27%

1.27%

1.28%

1.28%

Net investment income (loss)

.97%

.92%

.91%

.76%

.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 29,482

$ 23,443

$ 22,903

$ 14,874

$ 11,251

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.13 per share is comprised of distributions from net investment income of $.165 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class B

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.76

$ 20.41

$ 16.87

$ 12.82

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.64)

3.29

3.53

4.04

(.19)

Total from investment operations

(1.54)

3.39

3.61

4.08

(.20)

Distributions from net investment income

(.01)

-

(.04)

-G

-

Distributions from net realized gain

(1.97)

(.04)

(.03)

(.03)

(.02)

Total distributions

(1.98)

(.04)

(.07)

(.03)

(.02)

Net asset value, end of period

$ 20.24

$ 23.76

$ 20.41

$ 16.87

$ 12.82

Total ReturnA, B

(7.10)%

16.60%

21.52%

31.87%

(1.57)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of fee waivers, if any

1.77%

1.77%

1.77%

1.78%

1.78%

Expenses net of all reductions

1.76%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.44%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 467

$ 682

$ 705

$ 826

$ 776

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Amount represents less than $.005 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class C

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.49

$ 20.28

$ 16.83

$ 12.81

$ 13.04

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

.10

.10

.08

.04

(.01)

Net realized and unrealized gain (loss)

(1.62)

3.26

3.51

4.04

(.19)

Total from investment operations

(1.52)

3.36

3.59

4.08

(.20)

Distributions from net investment income

(.08)

(.09)

(.11)

(.03)

-

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.03)

Total distributions

(2.04) G

(.15)

(.14)

(.06)

(.03)

Net asset value, end of period

$ 19.93

$ 23.49

$ 20.28

$ 16.83

$ 12.81

Total ReturnA, B

(7.09)%

16.62%

21.52%

31.89%

(1.58)%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of fee waivers, if any

1.75%

1.76%

1.77%

1.77%

1.78%

Expenses net of all reductions

1.75%

1.76%

1.75%

1.77%

1.77%

Net investment income (loss)

.45%

.43%

.42%

.27%

(.07)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 22,879

$ 22,094

$ 11,119

$ 4,775

$ 3,030

Portfolio turnover rateE

53%

55%

55%

40%

76%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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.

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

F 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 reductions from 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.

G Total distributions of $2.04 per share is comprised of distributions from net investment income of $.079 and distributions from net realized gain of $1.965 per share.

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class I

Years ended September 30,

2015

2014

2013

2012

2011

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.10

$ 21.56

$ 17.84

$ 13.58

$ 13.82

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

.38

.35

.29

.21

.15

Net realized and unrealized gain (loss)

(1.77)

3.49

3.72

4.26

(.20)

Total from investment operations

(1.39)

3.84

4.01

4.47

(.05)

Distributions from net investment income

(.14)

(.23)

(.26)

(.18)

(.15)

Distributions from net realized gain

(1.97)

(.06)

(.03)

(.03)

(.04)

Total distributions

(2.10) F

(.30) G

(.29)

(.21)

(.19)

Net asset value, end of period

$ 21.61

$ 25.10

$ 21.56

$ 17.84

$ 13.58

Total ReturnA

(6.06)%

17.93%

22.82%

33.17%

(.50)%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

.65%

.68%

.71%

.75%

.74%

Expenses net of fee waivers, if any

.64%

.68%

.71%

.75%

.74%

Expenses net of all reductions

.63%

.67%

.70%

.75%

.73%

Net investment income (loss)

1.56%

1.52%

1.48%

1.29%

.97%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 44,760

$ 33,013

$ 266,008

$ 223,854

$ 179,641

Portfolio turnover rateD

53%

55%

55%

40%

76%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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.

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

E 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 reductions from 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.

F Total distributions of $2.10 per share is comprised of distributions from net investment income of $.139 and distributions from net realized gain of $1.965 per share.

G Total distributions of $.30 per share is comprised of distributions from net investment income of $.231 and distributions from net realized gain of $.064 per share.

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

Annual Report

Financial Highlights - Fidelity Advisor Diversified Stock Fund Class Z

Years ended September 30,

2015

2014

2013 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 25.09

$ 21.56

$ 21.44

Income from Investment Operations

 

 

 

Net investment income (loss) D

.41

.40

.04

Net realized and unrealized gain (loss)

(1.76)

3.47

.08

Total from investment operations

(1.35)

3.87

.12

Distributions from net investment income

(.31)

(.27)

-

Distributions from net realized gain

(1.97)

(.06)

-

Total distributions

(2.27) I

(.34) J

-

Net asset value, end of period

$ 21.47

$ 25.09

$ 21.56

Total ReturnB, C

(5.94)%

18.10%

.56%

Ratios to Average Net AssetsE, H

 

 

 

Expenses before reductions

.51%

.51%

.52%A

Expenses net of fee waivers, if any

.51%

.51%

.52%A

Expenses net of all reductions

.51%

.51%

.50%A

Net investment income (loss)

1.69%

1.68%

1.36%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83

$ 119

$ 101

Portfolio turnover rateF

53%

55%

55%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any 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 August 13, 2013 (commencement of sale of shares) to September 30, 2013.

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 reductions from 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.

I Total distributions of $2.27 per share is comprised of distributions from net investment income of $.309 and distributions from net realized gain of $1.965 per share.

J Total distributions of $.34 per share is comprised of distributions from net investment income of $.273 and distributions from net realized gain of $.064 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2015

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 C, Class I (formerly Institutional Class) and Class Z, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. 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.

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 Destiny Plans. 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 invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, 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.

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 the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee). In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Valuation techniques used to value the Fund's investments by major category are as follows:

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy. Equity securities, including restricted securities, for which observable inputs are not available are valued using alternate valuation approaches, including the market approach and the income approach and are categorized as Level 3 in the hierarchy. The market approach generally consists of using comparable market transactions while the income approach generally consists of using the net present value of estimated future cash flows, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at 09/30/15

Valuation Technique(s)

Unobservable Input

Amount or Range/
Weighted Average

Impact to Valuation from
an Increase in Input
*

Equities

$ 29,469,311

Discount rate

Discount for lack of marketability

10.0%

Decrease

 

 

Expected distribution

Recovery rate

0.0%

Increase

 

 

Last transaction price

Transaction price

$0.50 - $71.15 / $70.55

Increase

 

 

Market comparable

EV/EBITDA multiple

8.4 - 10.1 / 9.1

Increase

 

 

 

Discount for lack of marketability

15.0%

Decrease

 

 

 

Discount rate

15.0%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2015, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates 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 per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. 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

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2015, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. 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. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

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

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

Gross unrealized appreciation

$ 243,030,626

Gross unrealized depreciation  

(214,768,201)

Net unrealized appreciation (depreciation) on securities  

$ 28,262,425

Tax Cost  

$ 1,750,387,187

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 36,540,563

Undistributed long-term capital gain

$ 92,227,976

Net unrealized appreciation (depreciation) on securities and other investments

$ 28,268,892

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

September 30, 2015

September 30, 2014

Ordinary Income

$ 25,946,174

$ 31,000,580

Long-term Capital Gains

172,571,626

-

Total

$ 198,517,800

$ 31,000,580

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.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

During the period, the Fund recognized net realized gain (loss) of $1,325,007 related to investments in futures contracts. This amount is included in the Statement of Operations.

Annual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,078,186,042 and $1,276,868,552, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) 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 an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .42% of the Fund's average net assets.

Distribution and Service Plan Fees. 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 the investment adviser, 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 563,706

$ 14,401

Class T

.25%

.25%

154,228

1,020

Class B

.75%

.25%

6,173

4,648

Class C

.75%

.25%

252,681

84,879

 

 

 

$ 976,788

$ 104,948

Sales Load. FDC may receive 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. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% 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

$ 46,189

Class T

9,026

Class B*

171

Class C*

6,758

 

$ 62,144

* 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 the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for Class O, Class A, Class T, Class B, Class C, Class I and Class Z. FIIOC receives 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, except for Class Z. FIIOC does not receive a fee for Class O Destiny Plan accounts. FIIOC receives an asset-based fee of Class Z's average net assets. In addition, FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of Class-Level
Average
Net Assets

Class O

$ 717,618

.04

Class A

261,206

.12

Class T

83,370

.27

Class B

1,861

.30

Class C

73,563

.29

Class I

83,456

.18

Class Z

51

.05

 

$ 1,221,125

 

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $23,428 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 Fidelity Management & Research Company (FMR) or other affiliated entities of 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. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Loan
Balance

Weighted Average
Interest Rate

Interest Expense

Borrower

$ 73,832,000

.37%

$ 1,504

Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $169,730.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 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 $3,152 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $504,813, including $10,168 from securities loaned to FCM.

Annual Report

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $83,243 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $8,307 and a portion of class-level operating expenses as follows:

 

Amount

Class O

$ 3,023

Class A

1,612

Class T

298

Class B

1

Class C

253

Class I

3,800

 

$ 8,987

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2015

2014

From net investment income

 

 

Class O

$ 23,240,677

$ 20,292,162

Class A

2,228,099

1,695,781

Class T

185,875

135,608

Class B

286

-

Class C

80,262

52,602

Class I

209,650

2,947,631

Class Z

1,325

1,273

Total

$ 25,946,174

$ 25,125,057

From net realized gain

 

 

Class O

$ 147,315,868

$ 4,844,120

Class A

18,017,348

536,822

Class T

2,213,599

63,347

Class B

56,242

1,072

Class C

1,996,392

50,345

Class I

2,963,753

379,516

Class Z

8,424

301

Total

$ 172,571,626

$ 5,875,523

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between funds:

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class O

 

 

 

 

Shares sold

2,287,530

6,208,263

$ 53,641,943

$ 147,701,200

Reinvestment of distributions

6,840,387

990,107

153,635,091

22,079,128

Shares redeemed

(17,121,478)

(8,041,994)

(390,687,724)

(188,558,417)

Net increase (decrease)

(7,993,561)

(843,624)

$ (183,410,690)

$ (18,778,089)

Class A

 

 

 

 

Shares sold

3,109,762

2,532,698

$ 72,097,550

$ 57,537,080

Reinvestment of distributions

911,032

97,921

20,033,590

2,152,552

Shares redeemed

(2,391,662)

(1,354,861)

(54,542,127)

(31,107,890)

Net increase (decrease)

1,629,132

1,275,758

$ 37,589,013

$ 28,581,742

Class T

 

 

 

 

Shares sold

734,570

491,974

$ 16,881,464

$ 11,365,600

Reinvestment of distributions

97,386

8,484

2,130,797

186,233

Shares redeemed

(364,096)

(632,605)

(8,173,269)

(13,745,072)

Net increase (decrease)

467,860

(132,147)

$ 10,838,992

$ (2,193,239)

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2015

2014

2015

2014

Class B

 

 

 

 

Shares sold

3,301

8,702

$ 77,862

$ 196,288

Reinvestment of distributions

2,423

41

52,867

1,000

Shares redeemed

(11,358)

(14,591)

(258,989)

(321,642)

Net increase (decrease)

(5,634)

(5,848)

$ (128,260)

$ (124,354)

Class C

 

 

 

 

Shares sold

407,214

583,896

$ 9,151,851

$ 13,207,548

Reinvestment of distributions

86,086

4,345

1,849,987

95,646

Shares redeemed

(285,644)

(196,005)

(6,367,594)

(4,414,141)

Net increase (decrease)

207,656

392,236

$ 4,634,244

$ 8,889,053

Class I

 

 

 

 

Shares sold

1,334,628

1,125,237

$ 32,026,397

$ 26,600,079

Reinvestment of distributions

131,239

145,882

3,031,625

3,273,561

Shares redeemed

(710,295)

(12,293,029)

(16,937,834)

(295,317,998)

Net increase (decrease)

755,572

(11,021,910)

$ 18,120,188

$ (265,444,358)

Class Z

 

 

 

 

Shares sold

1

-

$ 26

$ -

Reinvestment of distributions

425

69

9,749

1,574

Shares redeemed

(1,307)

-

(32,087)

-

Net increase (decrease)

(881)

69

$ (22,312)

$ 1,574

12. 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.

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Diversified Stock Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Diversified Stock Fund (the Fund), a fund of Fidelity Destiny Portfolios, including the schedule of investments, as of September 30, 2015, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2015, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Diversified Stock Fund as of September 30, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2015

Annual Report


Trustees and Officers

The Trustees, Member of the Advisory Board, and officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Each of the Trustees oversees 170 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) of the trust and the fund (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. James C. Curvey is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's high income and certain equity funds, and other Boards oversee Fidelity's investment-grade bond, money market, asset allocation, and sector funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. In addition, the Independent Trustees have worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. For example, a working group comprised of Independent Trustees and FMR has worked and continues to work to review the Fidelity funds' valuation-related activities, reporting and risk management. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of Fidelity's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

Chairman of the Board of Trustees

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-present), and Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the board of Artis-Naples, Naples, Florida, and as a Trustee for Brewster Academy, Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014), a Director of FMR (investment adviser firm, 2007-2014), and a Director of FMR Co., Inc. (investment adviser firm, 2007-2014).

Charles S. Morrison (1960)

Year of Election or Appointment: 2014

Trustee

 

Mr. Morrison also serves as Trustee of other funds. He serves as a Director of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2014-present), Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present), President, Asset Management (2014-present), and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Fixed Income and Asset Allocation Funds (2012-2014), President, Fixed Income (2011-2014), Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (investment adviser firm, 2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Bond Division.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (1948)

Year of Election or Appointment: 2005

Trustee

 

Mr. Dirks also serves as Trustee of other Fidelity funds. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008), and as a member of the Independent Directors Council (IDC) Governing Council (2010-2015). Mr. Dirks is a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (1953)

Year of Election or Appointment: 2008

Trustee

 

Mr. Lacy also serves as Trustee of other Fidelity funds. Mr. Lacy serves as a member of the Board of Directors of Dave & Buster's Entertainment, Inc. (restaurant and entertainment complexes, 2010-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). In addition, Mr. Lacy served as Senior Adviser (2007-2014) of Oak Hill Capital Partners, L.P. (private equity) and also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for The Western Union Company (global money transfer, 2006-2011), The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), and Earth Fare, Inc. (retail grocery, 2010-2014).

Ned C. Lautenbach (1944)

Year of Election or Appointment: 2000

Trustee

Chairman of the Independent Trustees

 

Mr. Lautenbach also serves as Trustee of other Fidelity funds. Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is Chairman of the Board of Directors of Artis-Naples in Naples, Florida (2012-present), a member of the Council on Foreign Relations (1994-present), and a member of the Board of Governors, State University System of Florida (2013-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (1944)

Year of Election or Appointment: 2008

Trustee

 

Mr. Mauriello also serves as Trustee of other Fidelity funds. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and the Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007) and of Arcadia Resources Inc. (health care services and products, 2007-2012).

Robert W. Selander (1950)

Year of Election or Appointment: 2011

Trustee

 

Mr. Selander also serves as Trustee of other Fidelity funds. Mr. Selander serves as a Director of The Western Union Company (global money transfer, 2014-present). Previously, Mr. Selander served as a Member of the Advisory Board of other Fidelity funds (2011), and Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (1944)

Year of Election or Appointment: 2005

Trustee

 

Ms. Small also serves as Trustee of other Fidelity funds. Ms. Small is a member of the Board of Directors (2009-present) and Chair of the Investment Committee (2010-present) of the Teagle Foundation. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson (2002-2008) and a member of the Investment Committee and Chairperson (2008-2012) and a member of the Board of Trustees of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (1939)

Year of Election or Appointment: 2002

Trustee

Vice Chairman of the Independent Trustees

 

Mr. Stavropoulos also serves as Trustee of other Fidelity funds. Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of the Board of Directors of Univar Inc. (global distributor of commodity and specialty chemicals), a Director of Teradata Corporation (data warehousing and technology solutions), and Maersk Inc. (industrial conglomerate), and a member of the Advisory Board for Metalmark Capital LLC (private equity investment, 2005-present). Mr. Stavropoulos is an operating advisor to Clayton, Dubilier & Rice, LLC (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science, a Trustee of the Rollin L. Gerstacker Foundation, and a Director of the Naples Philharmonic Center for the Arts. Previously, Mr. Stavropoulos served as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

David M. Thomas (1949)

Year of Election or Appointment: 2008

Trustee

 

Mr. Thomas also serves as Trustee of other Fidelity funds. Mr. Thomas serves as Non-Executive Chairman of the Board of Directors of Fortune Brands Home and Security (home and security products, 2011-present), as a member of the Board of Directors (2004-present) and Presiding Director (2013-present) of Interpublic Group of Companies, Inc. (marketing communication), and as a member of the Board of Trustees of the University of Florida (2013-present). Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions), and a Director of Fortune Brands, Inc. (consumer products, 2000-2011).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Officers:

Correspondence intended for each officer and Peter S. Lynch may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Peter S. Lynch (1944)

Year of Election or Appointment: 2003

Member of the Advisory Board

 

Mr. Lynch also serves as Member of the Advisory Board of other Fidelity funds. Mr. Lynch is Vice Chairman and a Director of FMR (investment adviser firm) and FMR Co., Inc. (investment adviser firm). In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (diversified financial services company, 2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc R. Bryant (1966)

Year of Election or Appointment: 2015

Secretary and Chief Legal Officer (CLO)

 

Mr. Bryant also serves as Secretary and CLO of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company). Previously, Mr. Bryant served as Secretary and Chief Legal Officer of Fidelity Rutland Square Trust II (2010-2014) and Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds (2013-2015). Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

William C. Coffey (1969)

Year of Election or Appointment: 2009

Assistant Secretary

 

Mr. Coffey also serves as Assistant Secretary of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC (diversified financial services company, 2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds, and is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (diversified financial services company, 2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2008

Deputy Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Howard J. Galligan III (1966)

Year of Election or Appointment: 2014

Chief Financial Officer

 

Mr. Galligan also serves as Chief Financial Officer of other funds. Mr. Galligan serves as President of Fidelity Pricing and Cash Management Services (FPCMS) (2014-present) and as a Director of Strategic Advisers, Inc. (investment adviser firm, 2008-present). Previously, Mr. Galligan served as Chief Administrative Officer of Asset Management (2011-2014) and Chief Operating Officer and Senior Vice President of Investment Support for Strategic Advisers, Inc. (2003-2011).

Scott C. Goebel (1968)

Year of Election or Appointment: 2015

Vice President

 

Mr. Goebel serves as an officer of other funds and is an employee of Fidelity Investments (2001-present). Mr. Goebel also serves as Secretary of Fidelity SelectCo, LLC (investment adviser firm, 2013-present), Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2010-present) and Fidelity Research and Analysis Company (FRAC) (investment adviser firm, 2010-present); General Counsel, Secretary, and Senior Vice President of FMR (investment adviser firm, 2008-present) and FMR Co., Inc. (investment adviser firm, 2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2008-present); and Assistant Secretary of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2008-present) and FMR Investment Management (U.K.) Limited (investment adviser firm, 2008-present). Previously, Mr. Goebel served as Secretary and CLO of certain Fidelity funds (2008-2015), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

Brian B. Hogan (1964)

Year of Election or Appointment: 2009

Vice President

 

Mr. Hogan also serves as Trustee or Vice President of other funds. Mr. Hogan serves as a Director of Fidelity SelectCo, LLC (investment adviser firm, 2014-present) and President of the Equity Division of FMR (investment adviser firm, 2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of the Program Management Group of FMR (investment adviser firm, 2010-2013), and Vice President of Valuation Oversight (2008-2010).

Melissa M. Reilly (1971)

Year of Election or Appointment: 2014

Vice President of certain Equity Funds

 

Ms. Reilly also serves as Vice President of other funds. Ms. Reilly is an employee of Fidelity Investments (2004-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2008

President and Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments (1997-present).

Linda J. Wondrack (1964)

Year of Election or Appointment: 2014

Chief Compliance Officer

 

Ms. Wondrack also serves as Chief Compliance Officer of other funds. Ms. Wondrack is Executive Vice President and head of the Ethics Office and Asset Management Compliance for Fidelity Investments (2012-present). Ms. Wondrack also serves as Chief Compliance Officer of Fidelity SelectCo, LLC (investment adviser firm, 2014-present); Chief Compliance Officer of Impresa Management LLC (2013-present); and Chief Compliance Officer of FMR Co., Inc. (investment adviser firm), Fidelity Investments Money Management, Inc. (investment adviser firm), Fidelity Management & Research (Japan) Limited (investment adviser firm), FMR Investment Management (U.K.) Limited (investment adviser firm), Fidelity Management & Research (Hong Kong) (investment adviser firm), Fidelity Management & Research Company (investment adviser firm), Pyramis Global Advisors, LLC (investment adviser firm), and Strategic Advisers, Inc. (investment adviser firm), Ballyrock Investment Advisors LLC, and Northern Neck Investors LLC (2012-present). Previously, Ms. Wondrack served as Senior Vice President and Chief Compliance Officer for Columbia Management Investment Advisers, LLC (2005-2012); Chief Compliance Officer for certain funds within the Columbia Family of Funds (2007-2012); and Senior Vice President of Compliance Risk Management at Bank of America (2005-2010).

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments (1991-present). Previously, Mr. Zambello served as Vice President of the Program Management Group of FMR (investment adviser firm, 2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2015 $104,878,751, or, if subsequently determined to be different, the net capital gain of such year.

Class O designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class O designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2016 of the amounts for use in preparing 2015 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Diversified Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2015 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; and (iv) the extent to which (if any) economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services. The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, and compliance capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) reducing management fees and total expenses for certain index funds and diversified international funds; (v) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (vi) rationalizing product lines and gaining increased efficiencies through fund mergers; (vii) launching active fixed-income exchange-traded funds; (viii) continuing to develop, acquire and implement systems and technology to improve services to the funds and information security and to increase efficiency; (ix) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (x) modifying the eligibility criteria for certain share classes to accommodate roll-over assets from employer-sponsored retirement plans; (xi) launching a new Class W of the Freedom Index Funds to attract and retain Fidelity record-kept retirement plan assets; and (xii) implementing changes to Fidelity's money market product line in response to recent money market regulatory reforms.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Advisor Diversified Stock Fund

dso899237

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable investment mandates. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Annual Report

Fidelity Advisor Diversified Stock Fund

dso899239

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2014.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and other Fidelity fund boards to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. Committee focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio. In its review of each class's total expense ratio, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Class I, Class Z, and Class O ranked below its competitive median for 2014 and the total expense ratio of Class T ranked above its competitive median for 2014. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that, although Class T was above the median of the universe presented for comparison, the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of fund profitability and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus sector fund assets previously under FMR's management and currently managed by Fidelity SelectCo, LLC). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins, with particular focus on certain funds with negative margins; (vi) the realization of fall-out benefits in certain Fidelity business units; (vii) economies of scale and the way in which they are shared with fund shareholders; (viii) Fidelity's group fee structures, including the group fee schedule of breakpoints; (ix) the impact of cost containment measures on the funds; and (x) the transfer agent fee structure.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
FMR Investment Management (U.K.) Limited
Fidelity Management & Research (Hong Kong) Limited
Fidelity Management & Research (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Smithfield, RI

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
Quincy, MA

dso899241

Item 2. Code of Ethics

As of the end of the period, September 30, 2015, Fidelity Destiny Portfolios (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that Joseph Mauriello is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Mr. Mauriello is independent for purposes of Item 3 of Form N-CSR.  

Item 4. Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") in each of the last two fiscal years for services rendered to Fidelity Advisor Capital Development Fund and Fidelity Advisor Diversified Stock Fund (the "Funds"):

Services Billed by Deloitte Entities

September 30, 2015 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

 

Fidelity Advisor Capital Development Fund

$55,000

$-

$6,700

$1,300

Fidelity Advisor Diversified Stock Fund

$57,000

$-

$8,400

$1,100

September 30, 2014 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

 

Fidelity Advisor Capital Development Fund

$53,000

$-

$6,400

$1,200

Fidelity Advisor Diversified Stock Fund

$56,000

$-

$7,400

$1,000

A Amounts may reflect rounding.

The following table presents fees billed by Deloitte Entities that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Funds and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Funds ("Fund Service Providers"):

Services Billed by Deloitte Entities

 

September 30, 2015A

September 30, 2014A

Audit-Related Fees

$-

$150,000

Tax Fees

$10,000

$-

All Other Fees

$175,000

$745,000

A Amounts may reflect rounding.

"Audit-Related Fees" represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.

"Tax Fees" represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.

"All Other Fees" represent fees billed for services provided to the fund or Fund Service Provider, a significant portion of which are assurance related, that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.

Assurance services must be performed by an independent public accountant.

* * *

The aggregate non-audit fees billed by Deloitte Entities for services rendered to the Funds, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Funds are as follows:

Billed By

September 30, 2015 A

September 30, 2014 A

Deloitte Entities

$325,000

$1,975,000

A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of Deloitte Entities in its audit of the Funds, taking into account representations from Deloitte Entities, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Funds and their related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.

Audit Committee Pre-Approval Policies and Procedures

The trust's Audit Committee must pre-approve all audit and non-audit services provided by a fund's independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund ("Covered Service") are subject to approval by the Audit Committee before such service is provided.

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.

Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee on a periodic basis.

Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X ("De Minimis Exception")

There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Funds' last two fiscal years relating to services provided to (i) the Funds or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Funds.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) 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 trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust's 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)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(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/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

November 25, 2015

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/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

November 25, 2015

By:

/s/Howard J. Galligan III

 

Howard J. Galligan III

 

Chief Financial Officer

 

 

Date:

November 25, 2015