N-CSR 1 filing812.htm PRIMARY DOCUMENT

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)


William C. Coffey, 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, 2018


Item 1.

Reports to Stockholders






Fidelity Advisor® Diversified Stock Fund

Class O, Class A, Class M, Class C, Class I and Class Z



Annual Report

September 30, 2018




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts


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. © 2018 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.institutional.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.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of 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 hypothetical investment and the average annual total 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

For the periods ended September 30, 2018 Past 1 year Past 5 years Past 10 years 
Class O 21.08% 12.99% 13.31% 
Class A (incl. 5.75% sales charge) 13.73% 11.28% 12.25% 
Class M (incl. 3.50% sales charge) 16.02% 11.36% 12.05% 
Class C (incl. contingent deferred sales charge) 18.55% 11.57% 11.87% 
Class I 20.88% 12.83% 13.09% 
Class Z 21.02% 12.96% 13.16% 

 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. 

 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 A on September 30, 2008, 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.


Period Ending Values

$31,755Fidelity Advisor® Diversified Stock Fund - Class A

$30,962S&P 500® Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 17.91% for the year ending September 30, 2018, as the U.S. equity bellwether overcame heightened volatility early on to end the period just shy of its record closing high. In late January, stocks began a sharp retreat amid concern that rising inflation and the potential for the economy to overheat would prompt the U.S. Federal Reserve to pick up the pace of interest rate hikes. In February, the index posted its first negative monthly result since October 2016, and then lost further ground in March on fear related to global trade. The market stabilized in April and turned upward through mid-June, when trade tension between the U.S. and China soured investor sentiment. Uncertainty lingered into July, but strong corporate earnings helped the S&P 500 rise 7.71% in the final three months of the period. For the full 12 months, growth handily topped value, extending a trend that began in early 2017. By sector, information technology (+38%) led the way amid strong earnings growth from several major index constituents. Consumer discretionary was close behind, with its 36% gain driven mainly by retailers. Health care was the only other group to top the broader market, rising 18%. Energy (+14%) moved higher alongside oil prices but nonetheless trailed the index, as did communication services (+12%). At the back of the pack were materials (+4%) and two defensive sectors that struggled amid investors’ preference for risk: utilities (+3%) and consumer staples (+3%).

Comments from Portfolio Manager Daniel Kelley:  For the fiscal year, the fund’s Class I shares gained 20.88%, besting the benchmark S&P 500®. The fund’s outperformance of the benchmark was driven by security selection, with my picks in the information technology, financials and consumer discretionary sectors contributing most. In consumer discretionary, our shares in Amazon.com rose 107%, benefiting as the profitability of its cloud-computing business and expansion of its e-commerce operation fueled much better-than-expected revenue and earnings. A sizable fund holding, Amazon was our top individual contributor. In tech, it helped to overweight Salesforce.com, a provider of cloud-computing enterprise software, as demand for its human resources and financial software grew. In financials, the stock of MSCI benefited from growing interest in the firm’s index products and data analytics, which drove pricing power and an increase in subscription revenue. Conversely, notable relative detractors included positioning in industrials and security selection in health care. Our biggest individual detractor versus the benchmark was untimely positioning in personal-electronics company Apple, as pricing power for its iPhone® devices helped to drive strong revenue growth and a sizable share-price gain. We reduced our stake in Apple this period, moving from an overweighting to a lower-than-benchmark investment as of September 30. Elsewhere within tech, it hurt to largely avoid Cisco Systems, as the networking gear maker and benchmark component benefited from an increase in services revenue. Cisco was not in the fund at period end.

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.

Note to shareholders:  On December 30, 2017, former Lead Manager Jim Morrow retired, leaving Dan Kelley sole Portfolio Manager of the fund.

Investment Summary (Unaudited)

Top Ten Stocks as of September 30, 2018

 % of fund's net assets 
Amazon.com, Inc. 5.2 
Microsoft Corp. 4.5 
Alphabet, Inc. Class C 4.0 
Apple, Inc. 3.9 
UnitedHealth Group, Inc. 2.8 
JPMorgan Chase & Co. 2.5 
Humana, Inc. 2.5 
Bank of America Corp. 2.1 
Visa, Inc. Class A 1.9 
Becton, Dickinson & Co. 1.9 
 31.3 

Top Five Market Sectors as of September 30, 2018

 % of fund's net assets 
Information Technology 28.6 
Health Care 18.8 
Consumer Discretionary 13.3 
Financials 12.8 
Industrials 9.3 

Asset Allocation (% of fund's net assets)

As of September 30, 2018* 
   Stocks 99.2% 
   Convertible Securities 0.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.3% 


 * Foreign investments - 8.7%

Schedule of Investments September 30, 2018

Showing Percentage of Net Assets

Common Stocks - 99.2%   
 Shares Value 
CONSUMER DISCRETIONARY - 13.3%   
Hotels, Restaurants & Leisure - 1.0%   
Chipotle Mexican Grill, Inc. (a) 11,000 $4,999,720 
Churchill Downs, Inc. 7,200 1,999,440 
McDonald's Corp. 68,200 11,409,178 
Royal Caribbean Cruises Ltd. 28,800 3,742,272 
U.S. Foods Holding Corp. (a) 48,100 1,482,442 
  23,633,052 
Internet & Direct Marketing Retail - 5.8%   
Amazon.com, Inc. (a) 59,500 119,178,500 
Netflix, Inc. (a) 35,100 13,131,963 
  132,310,463 
Leisure Products - 0.1%   
New Academy Holding Co. LLC unit (a)(b)(c)(d) 60,000 2,381,400 
Media - 1.3%   
Charter Communications, Inc. Class A (a) 36,000 11,731,680 
The Walt Disney Co. 98,100 11,471,814 
WME Entertainment Parent, LLC Class A (a)(c)(d)(e) 2,559,570 6,398,925 
  29,602,419 
Multiline Retail - 0.4%   
Dollar Tree, Inc. (a) 108,000 8,807,400 
Specialty Retail - 3.3%   
Home Depot, Inc. 38,300 7,933,845 
Lowe's Companies, Inc. 273,800 31,437,716 
TJX Companies, Inc. 140,900 15,783,618 
Ulta Beauty, Inc. (a) 19,200 5,416,704 
Williams-Sonoma, Inc. (f) 218,000 14,326,960 
  74,898,843 
Textiles, Apparel & Luxury Goods - 1.4%   
Arco Platform Ltd. Class A 17,900 408,120 
LVMH Moet Hennessy - Louis Vuitton SA 35,760 12,636,547 
Michael Kors Holdings Ltd. (a) 51,000 3,496,560 
NIKE, Inc. Class B 43,300 3,668,376 
PVH Corp. 56,700 8,187,480 
Tory Burch LLC (c)(d)(e) 28,846 2,096,795 
  30,493,878 
TOTAL CONSUMER DISCRETIONARY  302,127,455 
CONSUMER STAPLES - 3.5%   
Beverages - 0.8%   
Monster Beverage Corp. (a) 99,300 5,787,204 
The Coca-Cola Co. 251,900 11,635,261 
  17,422,465 
Food & Staples Retailing - 1.7%   
BJ's Wholesale Club Holdings, Inc. 663,300 17,763,174 
Walmart, Inc. 218,200 20,491,162 
  38,254,336 
Food Products - 0.6%   
Mondelez International, Inc. 190,300 8,175,288 
The Kraft Heinz Co. 83,300 4,590,663 
  12,765,951 
Household Products - 0.1%   
Clorox Co. 23,100 3,474,471 
Personal Products - 0.2%   
Unilever NV (NY Reg.) 68,900 3,827,395 
Tobacco - 0.1%   
Altria Group, Inc. 44,800 2,701,888 
TOTAL CONSUMER STAPLES  78,446,506 
ENERGY - 7.1%   
Oil, Gas & Consumable Fuels - 7.1%   
Anadarko Petroleum Corp. 176,400 11,891,124 
Berry Petroleum Corp. 192,400 3,390,088 
BP PLC 3,824,400 29,313,047 
ConocoPhillips Co. 267,200 20,681,280 
Devon Energy Corp. 270,200 10,791,788 
EOG Resources, Inc. 192,500 24,557,225 
Exxon Mobil Corp. 116,600 9,913,332 
Hess Corp. 88,400 6,327,672 
Marathon Petroleum Corp. 233,100 18,641,007 
Phillips 66 Co. 92,000 10,370,240 
Pioneer Natural Resources Co. 17,300 3,013,487 
Reliance Industries Ltd. 710,956 12,334,121 
  161,224,411 
FINANCIALS - 12.8%   
Banks - 5.8%   
Bank of America Corp. 1,606,200 47,318,652 
Citigroup, Inc. 93,200 6,686,168 
Huntington Bancshares, Inc. 849,000 12,667,080 
JPMorgan Chase & Co. 514,600 58,067,464 
KeyCorp 293,000 5,827,770 
  130,567,134 
Capital Markets - 5.2%   
Charles Schwab Corp. 543,200 26,698,280 
CME Group, Inc. 42,900 7,302,009 
E*TRADE Financial Corp. (a) 115,400 6,045,806 
Goldman Sachs Group, Inc. 24,100 5,404,184 
HDFC Asset Management Co. Ltd. (a) 978 17,904 
KKR & Co. LP 451,400 12,309,678 
MSCI, Inc. 202,100 35,854,561 
S&P Global, Inc. 50,200 9,808,578 
The Blackstone Group LP 412,700 15,715,616 
  119,156,616 
Consumer Finance - 0.4%   
Capital One Financial Corp. 85,200 8,088,036 
Diversified Financial Services - 1.2%   
Berkshire Hathaway, Inc. Class B (a) 79,000 16,914,690 
KKR Renaissance Co-Invest LP unit (a)(c) 31,016 10,647,855 
  27,562,545 
Insurance - 0.2%   
Enstar Group Ltd. (a) 26,500 5,525,250 
TOTAL FINANCIALS  290,899,581 
HEALTH CARE - 18.8%   
Biotechnology - 3.1%   
Alexion Pharmaceuticals, Inc. (a) 169,700 23,589,997 
Amgen, Inc. 37,200 7,711,188 
Biogen, Inc. (a) 29,500 10,422,645 
Gilead Sciences, Inc. 32,700 2,524,767 
Neurocrine Biosciences, Inc. (a) 50,000 6,147,500 
Regeneron Pharmaceuticals, Inc. (a) 24,500 9,898,980 
Vertex Pharmaceuticals, Inc. (a) 49,200 9,482,808 
  69,777,885 
Health Care Equipment & Supplies - 5.4%   
Baxter International, Inc. 170,300 13,128,427 
Becton, Dickinson & Co. 160,100 41,786,100 
Boston Scientific Corp. (a) 607,804 23,400,454 
Danaher Corp. 111,300 12,093,858 
DexCom, Inc. (a) 46,100 6,594,144 
Edwards Lifesciences Corp. (a) 28,900 5,031,490 
Intuitive Surgical, Inc. (a) 33,200 19,056,800 
Wright Medical Group NV (a) 51,528 1,495,343 
  122,586,616 
Health Care Providers & Services - 6.9%   
CVS Health Corp. 315,900 24,867,648 
Elanco Animal Health, Inc. 56,562 1,973,448 
HCA Holdings, Inc. 68,300 9,501,896 
Humana, Inc. 170,600 57,751,512 
UnitedHealth Group, Inc. 236,000 62,785,440 
  156,879,944 
Health Care Technology - 0.2%   
Teladoc Health, Inc. (a) 49,800 4,300,230 
Life Sciences Tools & Services - 0.5%   
Thermo Fisher Scientific, Inc. 47,500 11,593,800 
Pharmaceuticals - 2.7%   
Allergan PLC 38,400 7,314,432 
AstraZeneca PLC sponsored ADR 764,900 30,267,093 
Eli Lilly & Co. 58,700 6,299,097 
Jazz Pharmaceuticals PLC (a) 53,600 9,011,768 
Perrigo Co. PLC 24,500 1,734,600 
Zoetis, Inc. Class A 67,300 6,161,988 
  60,788,978 
TOTAL HEALTH CARE  425,927,453 
INDUSTRIALS - 9.3%   
Aerospace & Defense - 2.1%   
Bombardier, Inc. Class B (sub. vtg.) (a) 2,402,000 8,554,330 
Huntington Ingalls Industries, Inc. 18,400 4,711,872 
Northrop Grumman Corp. 44,900 14,249,913 
The Boeing Co. 36,200 13,462,780 
United Technologies Corp. 57,700 8,067,037 
  49,045,932 
Airlines - 0.2%   
Southwest Airlines Co. 60,600 3,784,470 
Commercial Services & Supplies - 0.2%   
Tomra Systems ASA 182,800 4,559,472 
Construction & Engineering - 0.8%   
Jacobs Engineering Group, Inc. 226,200 17,304,300 
Electrical Equipment - 1.8%   
Acuity Brands, Inc. 25,500 4,008,600 
AMETEK, Inc. 42,300 3,346,776 
Emerson Electric Co. 158,500 12,137,930 
Fortive Corp. (f) 244,600 20,595,320 
  40,088,626 
Machinery - 1.0%   
Caterpillar, Inc. 31,800 4,849,182 
Deere & Co. 40,700 6,118,431 
Flowserve Corp. 75,000 4,101,750 
Xylem, Inc. 107,000 8,546,090 
  23,615,453 
Professional Services - 0.6%   
IHS Markit Ltd. (a) 254,400 13,727,424 
Road & Rail - 2.6%   
CSX Corp. 134,200 9,937,510 
J.B. Hunt Transport Services, Inc. 144,700 17,210,618 
Norfolk Southern Corp. 149,900 27,056,950 
Union Pacific Corp. 24,300 3,956,769 
  58,161,847 
TOTAL INDUSTRIALS  210,287,524 
INFORMATION TECHNOLOGY - 28.1%   
Internet Software & Services - 6.9%   
2U, Inc. (a) 343,600 25,835,284 
Alphabet, Inc. Class C (a) 76,600 91,419,802 
Facebook, Inc. Class A (a) 235,400 38,713,884 
  155,968,970 
IT Services - 5.3%   
Adyen BV (g) 16,266 13,276,604 
MasterCard, Inc. Class A 155,800 34,682,638 
PayPal Holdings, Inc. (a) 105,100 9,231,984 
Visa, Inc. Class A 288,300 43,270,947 
Worldpay, Inc. (a) 197,200 19,970,444 
  120,432,617 
Semiconductors & Semiconductor Equipment - 1.7%   
ASML Holding NV 39,000 7,332,780 
Micron Technology, Inc. (a) 78,900 3,568,647 
NVIDIA Corp. 56,500 15,877,630 
Qualcomm, Inc. 170,200 12,259,506 
  39,038,563 
Software - 10.3%   
Activision Blizzard, Inc. 219,700 18,276,843 
Adobe Systems, Inc. (a) 112,700 30,423,365 
Autodesk, Inc. (a) 40,900 6,384,899 
Black Knight, Inc. (a) 148,100 7,693,795 
Citrix Systems, Inc. (a) 45,500 5,057,780 
Intuit, Inc. 65,900 14,985,660 
Microsoft Corp. 891,700 101,983,729 
Salesforce.com, Inc. (a) 249,400 39,662,082 
Workday, Inc. Class A (a) 75,200 10,977,696 
  235,445,849 
Technology Hardware, Storage & Peripherals - 3.9%   
Apple, Inc. 389,300 87,880,582 
TOTAL INFORMATION TECHNOLOGY  638,766,581 
MATERIALS - 4.0%   
Chemicals - 3.9%   
CF Industries Holdings, Inc. 202,700 11,034,988 
DowDuPont, Inc. 432,400 27,807,644 
LyondellBasell Industries NV Class A 132,300 13,562,073 
Nutrien Ltd. 316,400 18,256,280 
The Mosaic Co. 570,900 18,542,832 
  89,203,817 
Containers & Packaging - 0.1%   
Packaging Corp. of America 18,300 2,007,327 
TOTAL MATERIALS  91,211,144 
REAL ESTATE - 1.0%   
Equity Real Estate Investment Trusts (REITs) - 1.0%   
American Tower Corp. 101,000 14,675,300 
Simon Property Group, Inc. 50,000 8,837,500 
  23,512,800 
UTILITIES - 1.3%   
Electric Utilities - 0.9%   
PG&E Corp. 48,100 2,213,081 
Vistra Energy Corp. (a) 765,100 19,035,688 
  21,248,769 
Independent Power and Renewable Electricity Producers - 0.4%   
NRG Energy, Inc. 247,500 9,256,500 
TOTAL UTILITIES  30,505,269 
TOTAL COMMON STOCKS   
(Cost $1,655,933,433)  2,252,908,724 
Convertible Preferred Stocks - 0.5%   
CONSUMER DISCRETIONARY - 0.0%   
Hotels, Restaurants & Leisure - 0.0%   
Topgolf International, Inc. Series F (c)(d) 78,650 1,137,279 
INFORMATION TECHNOLOGY - 0.5%   
Internet Software & Services - 0.5%   
Lyft, Inc.:   
Series H (c)(d) 138,378 6,552,738 
Series I (c)(d) 85,252 4,037,015 
  10,589,753 
Software - 0.0%   
Cloudflare, Inc. Series D, 8.00% (a)(c)(d) 37,746 415,206 
TOTAL INFORMATION TECHNOLOGY  11,004,959 
TOTAL CONVERTIBLE PREFERRED STOCKS   
(Cost $11,040,212)  12,142,238 
Money Market Funds - 1.7%   
Fidelity Cash Central Fund, 2.11% (h) 3,152,603 3,153,233 
Fidelity Securities Lending Cash Central Fund 2.11% (h)(i) 35,756,973 35,760,549 
TOTAL MONEY MARKET FUNDS   
(Cost $38,913,782)  38,913,782 
TOTAL INVESTMENT IN SECURITIES - 101.4%   
(Cost $1,705,887,427)  2,303,964,744 
NET OTHER ASSETS (LIABILITIES) - (1.4)%  (31,708,541) 
NET ASSETS - 100%  $2,272,256,203 

Legend

 (a) Non-income producing

 (b) 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.

 (c) 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 $33,667,213 or 1.5% of net assets.

 (d) Level 3 security

 (e) Investment is owned by a wholly-owned subsidiary (Subsidiary) that is treated as a corporation for U.S. tax purposes.

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

 (g) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $13,276,604 or 0.6% of net assets.

 (h) 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.

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

Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Cloudflare, Inc. Series D, 8.00% 9/10/18 $415,206 
KKR Renaissance Co-Invest LP unit 7/25/13 $3,272,188 
Lyft, Inc. Series H 11/22/17 $5,499,986 
Lyft, Inc. Series I 6/27/18 $4,037,015 
New Academy Holding Co. LLC unit 8/1/11 $6,324,000 
Topgolf International, Inc. Series F 11/10/17 $1,088,005 
Tory Burch LLC 5/14/15 $2,039,212 
WME Entertainment Parent, LLC Class A 8/16/16 $4,999,999 

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 $185,234 
Fidelity Securities Lending Cash Central Fund 41,869 
Total $227,103 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations if applicable.

Investment Valuation

The following is a summary of the inputs used, as of September 30, 2018, 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 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 $303,264,734 $278,613,788 $12,636,547 $12,014,399 
Consumer Staples 78,446,506 78,446,506 -- -- 
Energy 161,224,411 131,911,364 29,313,047 -- 
Financials 290,899,581 280,251,726 10,647,855 -- 
Health Care 425,927,453 425,927,453 -- -- 
Industrials 210,287,524 210,287,524 -- -- 
Information Technology 649,771,540 638,766,581 -- 11,004,959 
Materials 91,211,144 91,211,144 -- -- 
Real Estate 23,512,800 23,512,800 -- -- 
Utilities 30,505,269 30,505,269 -- -- 
Money Market Funds 38,913,782 38,913,782 -- -- 
Total Investments in Securities: $2,303,964,744 $2,228,347,937 $52,597,449 $23,019,358 

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


Financial Statements

Statement of Assets and Liabilities

  September 30, 2018 
Assets   
Investment in securities, at value (including securities loaned of $34,915,708) — See accompanying schedule:
Unaffiliated issuers (cost $1,666,973,645) 
$2,265,050,962  
Fidelity Central Funds (cost $38,913,782) 38,913,782  
Total Investment in Securities (cost $1,705,887,427)  $2,303,964,744 
Restricted cash  156,821 
Receivable for investments sold  17,100,738 
Receivable for fund shares sold  134,618 
Dividends receivable  843,353 
Distributions receivable from Fidelity Central Funds  41,918 
Prepaid expenses  4,650 
Other receivables  92,096 
Total assets  2,322,338,938 
Liabilities   
Payable for investments purchased $10,051,428  
Payable for fund shares redeemed 2,506,995  
Accrued management fee 769,698  
Distribution and service plan fees payable 105,264  
Other affiliated payables 123,668  
Other payables and accrued expenses 768,482  
Collateral on securities loaned 35,757,200  
Total liabilities  50,082,735 
Net Assets  $2,272,256,203 
Net Assets consist of:   
Paid in capital  $1,477,660,221 
Undistributed net investment income  8,081,918 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  189,058,385 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  597,455,679 
Net Assets  $2,272,256,203 
Class O:   
Net Asset Value, offering price and redemption price per share ($1,855,761,386 ÷ 64,091,256 shares)  $28.95 
Class A:   
Net Asset Value and redemption price per share ($284,275,702 ÷ 10,102,674 shares)  $28.14 
Maximum offering price per share (100/94.25 of $28.14)  $29.86 
Class M:   
Net Asset Value and redemption price per share ($41,540,074 ÷ 1,491,195 shares)  $27.86 
Maximum offering price per share (100/96.50 of $27.86)  $28.87 
Class C:   
Net Asset Value and offering price per share ($34,771,980 ÷ 1,281,700 shares)(a)  $27.13 
Class I:   
Net Asset Value, offering price and redemption price per share ($49,618,991 ÷ 1,659,195 shares)  $29.91 
Class Z:   
Net Asset Value, offering price and redemption price per share ($6,288,070 ÷ 212,058 shares)  $29.65 

 (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.


Statement of Operations

  Year ended September 30, 2018 
Investment Income   
Dividends  $26,648,163 
Interest  181,955 
Income from Fidelity Central Funds  227,103 
Total income  27,057,221 
Expenses   
Management fee $8,964,744  
Transfer agent fees 789,186  
Distribution and service plan fees 1,190,672  
Accounting and security lending fees 659,450  
Custodian fees and expenses 82,893  
Independent trustees' fees and expenses 10,546  
Registration fees 105,741  
Audit 189,915  
Legal 7,192  
Interest 2,847  
Miscellaneous 15,382  
Total expenses before reductions 12,018,568  
Expense reductions (231,990)  
Total expenses after reductions  11,786,578 
Net investment income (loss)  15,270,643 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers (net of foreign taxes of $140,428) 240,374,457  
Fidelity Central Funds 1,313  
Foreign currency transactions (45,537)  
Total net realized gain (loss)  240,330,233 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers (net of increase in deferred foreign taxes of $730,175) 159,166,269  
Fidelity Central Funds (780)  
Assets and liabilities in foreign currencies 112,837  
Total change in net unrealized appreciation (depreciation)  159,278,326 
Net gain (loss)  399,608,559 
Net increase (decrease) in net assets resulting from operations  $414,879,202 

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


Statement of Changes in Net Assets

 Year ended September 30, 2018 Year ended September 30, 2017 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $15,270,643 $30,477,279 
Net realized gain (loss) 240,330,233 126,215,272 
Change in net unrealized appreciation (depreciation) 159,278,326 186,360,375 
Net increase (decrease) in net assets resulting from operations 414,879,202 343,052,926 
Distributions to shareholders from net investment income (25,306,510) (28,192,780) 
Distributions to shareholders from net realized gain (150,377,994) (2,058,655) 
Total distributions (175,684,504) (30,251,435) 
Share transactions - net increase (decrease) (99,036,693) (9,860,092) 
Total increase (decrease) in net assets 140,158,005 302,941,399 
Net Assets   
Beginning of period 2,132,098,198 1,829,156,799 
End of period $2,272,256,203 $2,132,098,198 
Other Information   
Undistributed net investment income end of period $8,081,918 $16,136,013 

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


Financial Highlights

Fidelity Advisor Diversified Stock Fund Class O

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $26.07 $22.27 $21.04 $24.63 $21.17 
Income from Investment Operations      
Net investment income (loss)A .21 .39 .38 .40 .40 
Net realized and unrealized gain (loss) 4.95 3.80 2.57 (1.71) 3.39 
Total from investment operations 5.16 4.19 2.95 (1.31) 3.79 
Distributions from net investment income (.35) (.36)B (.36) (.31) (.27) 
Distributions from net realized gain (1.93) (.03)B (1.36) (1.97) (.06) 
Total distributions (2.28) (.39) (1.72) (2.28) (.33) 
Net asset value, end of period $28.95 $26.07 $22.27 $21.04 $24.63 
Total ReturnC,D 21.08% 18.99% 15.05% (5.92)% 18.08% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .47% .48% .47% .50% .51% 
Expenses net of fee waivers, if any .47% .48% .47% .50% .51% 
Expenses net of all reductions .46% .48% .47% .50% .50% 
Net investment income (loss) .78% 1.61% 1.84% 1.70% 1.69% 
Supplemental Data      
Net assets, end of period (000 omitted) $1,855,761 $1,763,983 $1,509,620 $1,426,230 $1,866,810 
Portfolio turnover rateG 103% 77% 46% 53% 55% 

 A Calculated based on average shares outstanding during the period.

 B The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

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

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

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


Fidelity Advisor Diversified Stock Fund Class A

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $25.40 $21.71 $20.55 $24.12 $20.75 
Income from Investment Operations      
Net investment income (loss)A .11 .30 .30 .31 .32 
Net realized and unrealized gain (loss) 4.82 3.70 2.51 (1.67) 3.33 
Total from investment operations 4.93 4.00 2.81 (1.36) 3.65 
Distributions from net investment income (.26) (.28)B (.29) (.24) (.21) 
Distributions from net realized gain (1.93) (.03)B (1.36) (1.97) (.06) 
Total distributions (2.19) (.31) (1.65) (2.21) (.28)C 
Net asset value, end of period $28.14 $25.40 $21.71 $20.55 $24.12 
Total ReturnD,E,F 20.67% 18.58% 14.64% (6.25)% 17.71% 
Ratios to Average Net AssetsG,H      
Expenses before reductions .82% .83% .84% .83% .81% 
Expenses net of fee waivers, if any .81% .82% .83% .83% .81% 
Expenses net of all reductions .80% .82% .83% .82% .81% 
Net investment income (loss) .43% 1.27% 1.48% 1.37% 1.38% 
Supplemental Data      
Net assets, end of period (000 omitted) $284,276 $252,202 $225,107 $212,181 $209,737 
Portfolio turnover rateI 103% 77% 46% 53% 55% 

 A Calculated based on average shares outstanding during the period.

 B The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 C 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.

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

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

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

 G 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.

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

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


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


Fidelity Advisor Diversified Stock Fund Class M

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $25.17 $21.53 $20.38 $23.95 $20.61 
Income from Investment Operations      
Net investment income (loss)A .01 .20 .22 .22 .21 
Net realized and unrealized gain (loss) 4.78 3.68 2.48 (1.66) 3.32 
Total from investment operations 4.79 3.88 2.70 (1.44) 3.53 
Distributions from net investment income (.17) (.21)B (.19) (.17) (.13) 
Distributions from net realized gain (1.93) (.03)B (1.36) (1.97) (.06) 
Total distributions (2.10) (.24) (1.55) (2.13)C (.19) 
Net asset value, end of period $27.86 $25.17 $21.53 $20.38 $23.95 
Total ReturnD,E 20.23% 18.10% 14.18% (6.62)% 17.21% 
Ratios to Average Net AssetsF,G      
Expenses before reductions 1.19% 1.22% 1.24% 1.23% 1.27% 
Expenses net of fee waivers, if any 1.19% 1.22% 1.24% 1.23% 1.27% 
Expenses net of all reductions 1.18% 1.21% 1.24% 1.23% 1.27% 
Net investment income (loss) .06% .87% 1.08% .97% .92% 
Supplemental Data      
Net assets, end of period (000 omitted) $41,540 $36,726 $30,261 $29,482 $23,443 
Portfolio turnover rateH 103% 77% 46% 53% 55% 

 A Calculated based on average shares outstanding during the period.

 B The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 C 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.

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

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

 F 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.

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

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


Fidelity Advisor Diversified Stock Fund Class C

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $24.57 $21.03 $19.93 $23.49 $20.28 
Income from Investment Operations      
Net investment income (loss)A (.12) .08 .11 .10 .10 
Net realized and unrealized gain (loss) 4.65 3.59 2.43 (1.62) 3.26 
Total from investment operations 4.53 3.67 2.54 (1.52) 3.36 
Distributions from net investment income (.04) (.10)B (.08) (.08) (.09) 
Distributions from net realized gain (1.93) (.03)B (1.36) (1.97) (.06) 
Total distributions (1.97) (.13) (1.44) (2.04)C (.15) 
Net asset value, end of period $27.13 $24.57 $21.03 $19.93 $23.49 
Total ReturnD,E 19.55% 17.51% 13.56% (7.09)% 16.62% 
Ratios to Average Net AssetsF,G      
Expenses before reductions 1.74% 1.76% 1.77% 1.75% 1.76% 
Expenses net of fee waivers, if any 1.74% 1.76% 1.77% 1.75% 1.76% 
Expenses net of all reductions 1.73% 1.75% 1.76% 1.75% 1.76% 
Net investment income (loss) (.49)% .33% .55% .45% .43% 
Supplemental Data      
Net assets, end of period (000 omitted) $34,772 $29,147 $23,620 $22,879 $22,094 
Portfolio turnover rateH 103% 77% 46% 53% 55% 

 A Calculated based on average shares outstanding during the period.

 B The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 C 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.

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

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

 F 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.

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

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


Fidelity Advisor Diversified Stock Fund Class I

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $26.87 $22.94 $21.61 $25.10 $21.56 
Income from Investment Operations      
Net investment income (loss)A .17 .36 .36 .38 .35 
Net realized and unrealized gain (loss) 5.11 3.92 2.65 (1.77) 3.49 
Total from investment operations 5.28 4.28 3.01 (1.39) 3.84 
Distributions from net investment income (.31) (.32)B (.32) (.14) (.23) 
Distributions from net realized gain (1.93) (.03)B (1.36) (1.97) (.06) 
Total distributions (2.24) (.35) (1.68) (2.10)C (.30)D 
Net asset value, end of period $29.91 $26.87 $22.94 $21.61 $25.10 
Total ReturnE 20.88% 18.81% 14.92% (6.06)% 17.93% 
Ratios to Average Net AssetsF,G      
Expenses before reductions .62% .63% .64% .65% .68% 
Expenses net of fee waivers, if any .62% .63% .64% .64% .68% 
Expenses net of all reductions .61% .63% .64% .63% .67% 
Net investment income (loss) .62% 1.46% 1.67% 1.56% 1.52% 
Supplemental Data      
Net assets, end of period (000 omitted) $49,619 $49,107 $40,468 $44,760 $33,013 
Portfolio turnover rateH 103% 77% 46% 53% 55% 

 A Calculated based on average shares outstanding during the period.

 B The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 C 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.

 D 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.

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

 F 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.

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

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


Fidelity Advisor Diversified Stock Fund Class Z

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $26.66 $22.76 $21.47 $25.09 $21.56 
Income from Investment Operations      
Net investment income (loss)A .21 .40 .38 .41 .40 
Net realized and unrealized gain (loss) 5.06 3.88 2.62 (1.76) 3.47 
Total from investment operations 5.27 4.28 3.00 (1.35) 3.87 
Distributions from net investment income (.35) (.35)B (.35) (.31) (.27) 
Distributions from net realized gain (1.93) (.03)B (1.36) (1.97) (.06) 
Total distributions (2.28) (.38) (1.71) (2.27)C (.34)D 
Net asset value, end of period $29.65 $26.66 $22.76 $21.47 $25.09 
Total ReturnE 21.02% 18.98% 15.00% (5.94)% 18.10% 
Ratios to Average Net AssetsF,G      
Expenses before reductions .51% .51% .51% .51% .51% 
Expenses net of fee waivers, if any .50% .51% .51% .51% .51% 
Expenses net of all reductions .49% .50% .51% .51% .51% 
Net investment income (loss) .74% 1.58% 1.81% 1.69% 1.68% 
Supplemental Data      
Net assets, end of period (000 omitted) $6,288 $934 $81 $83 $119 
Portfolio turnover rateH 103% 77% 46% 53% 55% 

 A Calculated based on average shares outstanding during the period.

 B The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

 C 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.

 D 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.

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

 F 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.

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

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


Notes to Financial Statements

For the period ended September 30, 2018

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 M, Class C, Class I and Class Z, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

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.

Effective the close of business on November 16, 2018, the Destiny Plans will be terminated, and existing Destiny Planholders will become shareholders of Class O or Class A of the Fund. In addition, Class O will be closed to new accounts.

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 .005%.

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 Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investments Companies. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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 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, 2018 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 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. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Paid in Kind (PIK) income is recorded at the fair market value of the securities received. 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) for the Fund, certain independent Trustees have elected 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 of $57,862 are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, respectively.

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, 2018, 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. The Fund is subject to a tax imposed on capital gains by certain countries in which it invests. An estimated deferred tax liability for net unrealized appreciation on the applicable securities is included in Other payables and accrued expenses on the Statement of Assets & Liabilities.

Distributions are declared and recorded on the ex-dividend date. Income 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, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, partnerships, market discount, capital loss carryforwards and losses deferred due to wash sales.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes as follows:

Gross unrealized appreciation $610,619,327 
Gross unrealized depreciation (17,155,186) 
Net unrealized appreciation (depreciation) $593,464,141 
Tax Cost $1,710,500,603 

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

Undistributed ordinary income $21,935,236 
Undistributed long-term capital gain $179,876,107 
Net unrealized appreciation (depreciation) on securities and other investments $593,572,678 

The tax character of distributions paid was as follows:

 September 30, 2018 September 30, 2017 
Ordinary Income $39,380,150 $ 30,251,435 
Long-term Capital Gains 136,304,354 – 
Total $175,684,504 $ 30,251,435 

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.

Consolidated Subsidiary. The Fund invests in certain investments through a wholly-owned subsidiary ("Subsidiary"), which may be subject to federal and state taxes upon disposition.

As of period end, the Fund held an investment of $8,652,541 in these Subsidiaries, representing .38% of the Fund's net assets. The financial statements have been consolidated and include accounts of the Fund and each Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated.

Any cash held by the Subsidiaries is restricted as to its use and is presented as Restricted cash in the Statement of Assets and Liabilities.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,222,773,563 and $2,487,365,824, 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 .17% of the Fund's average net assets and an annualized group fee rate that averaged .24% 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 .41% 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% $669,324 $218,705 
Class M .25% .25% 201,928 495 
Class C .75% .25% 319,420 42,607 
   $1,190,672 $261,807 

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 M 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 M and Class C redemptions. The deferred sales charges are 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class M shares.

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

 Retained by FDC 
Class A $49,757 
Class M 7,859 
Class C(a) 6,881 
 $64,497 

 (a)  When 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 M, 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 $240,927 .01 
Class A 282,778 .11 
Class M 94,212 .23 
Class C 88,540 .28 
Class I 81,637 .16 
Class Z 1,092 .05 
 $789,186  

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. For the period, the fees were equivalent to an annual rate of .03%.

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 $43,669 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 $9,101,333 1.73% $2,847 

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

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 $6,078 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. 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 $41,869. During the period, there were no 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 $210,901 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 $21,089.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
September 30, 2018 
Year ended
September 30, 2017 
From net investment income   
Class O $21,893,239 $24,205,764 
Class A 2,542,878 3,003,537 
Class M 252,109 304,826 
Class C 47,627 120,323 
Class I 558,041 557,063 
Class Z 12,616 1,267 
Total $25,306,510 $28,192,780 
From net realized gain   
Class O $122,729,052 $1,685,401 
Class A 18,903,268 263,817 
Class M 2,868,107 36,954 
Class C 2,302,779 28,919 
Class I 3,504,066 43,473 
Class Z 70,722 91 
Total $150,377,994 $2,058,655 

10. Share Transactions.

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

 Shares Shares Dollars Dollars 
 Year ended September 30, 2018 Year ended September 30, 2017 Year ended September 30, 2018 Year ended September 30, 2017 
Class O     
Shares sold 1,500,764 4,809,531 $40,464,415 $116,057,637 
Reinvestment of distributions 5,027,202 949,017 126,836,313 22,339,884 
Shares redeemed (10,091,425) (5,878,942) (272,941,793) (142,067,367) 
Net increase (decrease) (3,563,459) (120,394) $(105,641,065) $(3,669,846) 
Class A     
Shares sold 1,351,480 1,568,407 $35,628,205 $36,596,102 
Reinvestment of distributions 864,584 138,649 21,260,130 3,188,933 
Shares redeemed (2,042,077) (2,145,951) (53,522,038) (50,892,429) 
Net increase (decrease) 173,987 (438,895) $3,366,297 $(11,107,394) 
Class M     
Shares sold 364,819 499,900 $9,523,704 $11,503,989 
Reinvestment of distributions 122,868 13,797 2,999,215 315,395 
Shares redeemed (455,534) (460,288) (12,008,819) (10,743,533) 
Net increase (decrease) 32,153 53,409 $514,100 $1,075,851 
Class C     
Shares sold 243,515 398,202 $6,234,167 $8,968,465 
Reinvestment of distributions 95,927 6,366 2,290,729 142,668 
Shares redeemed (244,141) (341,080) (6,199,839) (7,729,161) 
Net increase (decrease) 95,301 63,488 $2,325,057 $1,381,972 
Class I     
Shares sold 851,543 607,789 $23,852,424 $15,227,323 
Reinvestment of distributions 146,386 23,754 3,819,212 576,977 
Shares redeemed (1,166,489) (568,023) (32,257,243) (14,147,637) 
Net increase (decrease) (168,560) 63,520 $(4,585,607) $1,656,663 
Class Z     
Shares sold 188,176 31,637 $5,303,009 $807,412 
Reinvestment of distributions 3,137 56 81,057 1,357 
Shares redeemed (14,288) (240) (399,541) (6,107) 
Net increase (decrease) 177,025 31,453 $4,984,525 $802,662 

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.

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Destiny Portfolios and Shareholders of Fidelity Advisor Diversified Stock Fund:

Opinion on the Financial Statements and Financial Highlights

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, 2018, 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, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of September 30, 2018, and 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.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting 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.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2018, 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.

/s/ Deloitte & Touche LLP

Boston, Massachusetts

November 13, 2018


We have served as the auditor of one or more of the Fidelity investment companies since 1999.

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), 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.  Except for Michael E. Wiley, each of the Trustees oversees 283 funds. Mr. Wiley oversees 193 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 is referred to herein as an Independent Trustee.  Each 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.  Officers and Advisory Board Members hold office without limit in time, except that any officer or 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. 

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.

Experience, Skills, Attributes, and Qualifications of the 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 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 other equity 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 Fidelity 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.  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 Trustees." 

Interested Trustees*:

Correspondence intended for a 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 Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey is an Overseer Emeritus for the Boston Symphony Orchestra, a Director of Artis-Naples, and a Trustee of Brewster Academy in Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-2018), Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 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 President of Fidelity SelectCo, LLC (investment adviser firm, 2017-present) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-present), 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.

 * Determined to be an “Interested Trustee” by virtue of, among other things, his or her affiliation with the trust or various entities under common control with FMR. 

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

Independent Trustees:

Correspondence intended for an Independent Trustee 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), as a member of the Independent Directors Council (IDC) Governing Council (2010-2015), and as a member of the Board of Directors for The Brookville Center for Children’s Services, Inc. (2009-2017). Mr. Dirks is a member of the Finance Committee (2016-present), Board of Directors (2017-present) and Board of Trustees (2018-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as a Trustee of other Fidelity® funds. Mr. Donahue is President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as a Member of the Advisory Board of certain Fidelity® funds (2015-2018) and Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006), and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue serves as a Member (2007-present) and Co-Chairman (2016-present) of the Board of Directors of United Way of New York, Member of the Board of Directors of NYC Leadership Academy (2012-present) and Member of the Board of Advisors of Ripple Labs, Inc. (financial services, 2015-present). He also served as Chairman (2010-2012) and Member of the Board of Directors (2012-2013) of Omgeo, LLC (financial services), Treasurer of United Way of New York (2012-2016), and Member of the Board of Directors of XBRL US (financial services non-profit, 2009-2012) and the International Securities Services Association (2009-2012).

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 Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-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 (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2014-2017) and a member (2010-2017) of the Board of Directors of Dave & Buster’s Entertainment, Inc. (restaurant and entertainment complexes), as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association, and as a member of the Board of Directors for The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), Earth Fare, Inc. (retail grocery, 2010-2014), and The Western Union Company (global money transfer, 2006-2011).

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 Vice Chair of the Board of Governors, State University System of Florida (2013-present) and is a member of the Council on Foreign Relations (1994-present). He is also a member and has most recently served as Chairman of the Board of Directors of Artis-Naples (2012-present). Previously, Mr. Lautenbach served as a member and then Lead Director of the Board of Directors of Eaton Corporation (diversified industrial, 1997-2016). He was also a Partner and Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007). In addition, Mr. Lautenbach also had a 30-year career with IBM (technology company) during which time he served as Senior Vice President and a member of the Corporate Executive Committee (1968-1998).

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 Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-2018).

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.

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to Mr. Smith's retirement, he served as Chairman and Chief Executive Officer of Inbrand Corp. (manufacturer of personal absorbent products, 1990-1997). He also served as President (1986-1990) of Inbrand Corp. Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank. In addition, Mr. Smith served as a Member of the Advisory Board of certain Fidelity® funds (2012-2013) and as a board member of the Jackson Hole Land Trust (2009-2012).

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).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee or Member of the Advisory Board of other Fidelity® funds. Mr. Wiley serves as a Director of Andeavor Corporation (independent oil refiner and marketer, 2005-present), a Director of Andeavor Logistics LP (natural resources logistics, 2015-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Trustee of other Fidelity® funds (2008-2013), as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-2013), as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

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

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or 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

Vicki L. Fuller (1957)

Year of Election or Appointment: 2018

Member of the Advisory Board

Ms. Fuller also serves as Member of the Advisory Board of other Fidelity® funds. Ms. Fuller serves as a member of the Board of Directors, Audit Committee, and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present). Previously, Ms. Fuller served as the Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006).

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).

William S. Stavropoulos (1939)

Year of Election or Appointment: 2018

Member of the Advisory Board

Mr. Stavropoulos also serves as Member of the Advisory Board 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 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 Artis-Naples in Naples, Florida. Previously, Mr. Stavropoulos served as Trustee of certain Fidelity® funds (2001-2018) and as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

Carol B. Tomé (1957)

Year of Election or Appointment: 2018

Member of the Advisory Board

Ms. Tomé also serves as Member of the Advisory Board of other Fidelity® funds. Ms. Tomé is Chief Financial Officer (2001-present) and Executive Vice President of Corporate Services (2007-present) of The Home Depot, Inc. (home improvement retailer) and a Director (2003-present) and Chair of the Audit Committee (2004-present) of United Parcel Service, Inc. (package delivery and supply chain management). Previously, Ms. Tomé served as Trustee of certain Fidelity® funds (2017), Senior Vice President of Finance and Accounting/Treasurer (2000-2007) and Vice President and Treasurer (1995-2000) of The Home Depot, Inc. and Chair of the Board (2010-2012), Vice Chair of the Board (2009 and 2013), and a Director (2008-2013) of the Federal Reserve Bank of Atlanta. Ms. Tomé is also a director or trustee of many community and professional organizations.

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2017

Anti-Money Laundering (AML) Officer

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer (2012-present) and Senior Vice President (2014-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as AML Officer of the funds (2012-2016), and Vice President (2007-2014) and Deputy Anti-Money Laundering Officer (2007-2012) of FMR LLC.

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

William C. Coffey (1969)

Year of Election or Appointment: 2018

Secretary and Chief Legal Officer (CLO)

Mr. Coffey also serves as Secretary and CLO of other funds. Mr. Coffey serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-present); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-present). 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 Assistant Secretary of certain funds (2009-2018) and as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Global Equity Research (2016-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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: 2016

Assistant Treasurer

Mr. Deberghes also serves as an officer of other funds. He serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2016-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as President and Treasurer of certain Fidelity® funds (2013-2018). 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). Previously, Mr. Deberghes served in other fund officer roles.

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Deputy Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Global Equity Research (2018-present) and is an employee of Fidelity Investments (2013-present).

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, serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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).

Rieco E. Mello (1969)

Year of Election or Appointment: 2017

Assistant Treasurer

Mr. Mello also serves as Assistant Treasurer of other funds. Mr. Mello serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (1995-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2016

Chief Compliance Officer

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Compliance Officer of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2016-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Executive Vice President of Fidelity Investments Money Management, Inc. (investment adviser firm, 2013-2016) and served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2018) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche (accounting firm, 2005-2013).

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, 2018 to September 30, 2018).

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-A Beginning
Account Value
April 1, 2018 
Ending
Account Value
September 30, 2018 
Expenses Paid
During Period-B
April 1, 2018
to September 30, 2018 
Class O .47%    
Actual  $1,000.00 $1,114.70 $2.49 
Hypothetical-C  $1,000.00 $1,022.71 $2.38 
Class A .81%    
Actual  $1,000.00 $1,112.70 $4.29 
Hypothetical-C  $1,000.00 $1,021.01 $4.10 
Class M 1.18%    
Actual  $1,000.00 $1,110.80 $6.24 
Hypothetical-C  $1,000.00 $1,019.15 $5.97 
Class C 1.73%    
Actual  $1,000.00 $1,107.80 $9.14 
Hypothetical-C  $1,000.00 $1,016.39 $8.74 
Class I .62%    
Actual  $1,000.00 $1,114.00 $3.29 
Hypothetical-C  $1,000.00 $1,021.96 $3.14 
Class Z .51%    
Actual  $1,000.00 $1,114.70 $2.70 
Hypothetical-C  $1,000.00 $1,022.51 $2.59 

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

 B 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).

 C 5% return per year before expenses

Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2018, $209,059,952, or, if subsequently determined to be different, the net capital gain of such year.

Class O designates 67%, Class A designates 80%, Class M designates 100%, Class C designates 100%, Class I designates 72%, and Class Z designates 67% of the dividends distributed, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Class O designates 76%, Class A designates 91%, Class M designates 100%, Class C designates 100%, Class I designates 82%, and Class Z designates 76% of the 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 2019 of amounts for use in preparing 2018 income tax returns.

Board Approval of Investment Advisory Contracts

Fidelity Advisor Diversified Stock Fund

At its July 2018 meeting, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund for six months through January 31, 2019, in connection with the reunification of the Fidelity Equity High Income Funds Board, which oversees the fund, and the Sector Portfolios Board.

The Board considered that the approval of the fund's Advisory Contracts will not result in any changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the fees and expenses paid by shareholders; (iii) the nature, extent or quality of services provided under the fund's Advisory Contracts; or (iv) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through January 31, 2019, with the understanding that the Board will consider the annual renewal for a full one year period in January 2019.

In connection with its consideration of future renewals of the fund's Advisory Contracts, the Board will consider: (i) the nature, extent and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the management fee and total expenses for the fund; (iii) the costs of the services and profitability, including the revenues earned and the expenses incurred in conducting the business of developing, marketing, distributing, managing, administering, and servicing the fund and its shareholders, to the extent applicable, as well as potential fall-out benefits from Fidelity's non-fund businesses; and (iv) whether there have been economies of scale in respect of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is the potential for realization of any further economies.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the fund's management fee structure is fair and reasonable, and that the continuation of the fund's Advisory Contracts should be approved.





Fidelity Investments

ADESI-ANN-.1118
1.814744.113


Fidelity Advisor® Capital Development Fund

Class O, Class A, Class M, Class C and Class I



Annual Report

September 30, 2018




Fidelity Investments


Contents

Performance

Management's Discussion of Fund Performance

Investment Summary

Schedule of Investments

Financial Statements

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

Trustees and Officers

Shareholder Expense Example

Distributions

Board Approval of Investment Advisory Contracts


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. © 2018 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.institutional.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.



Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of 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 hypothetical investment and the average annual total 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

For the periods ended September 30, 2018 Past 1 year Past 5 years Past 10 years 
Class O 15.04% 11.79% 10.53% 
Class A (incl. 5.75% sales charge) 8.11% 10.16% 9.52% 
Class M (incl. 3.50% sales charge) 10.18% 10.08% 9.20% 
Class C (incl. contingent deferred sales charge) 12.62% 10.36% 9.11% 
Class I 14.97% 11.64% 10.31% 

 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 Fidelity Advisor® Capital Development Fund - Class A on September 30, 2008, 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.


Period Ending Values

$24,817Fidelity Advisor® Capital Development Fund - Class A

$30,962S&P 500® Index

Management's Discussion of Fund Performance

Market Recap:  The S&P 500® index gained 17.91% for the year ending September 30, 2018, as the U.S. equity bellwether overcame heightened volatility early on to end the period just shy of its record closing high. In late January, stocks began a sharp retreat amid concern that rising inflation and the potential for the economy to overheat would prompt the U.S. Federal Reserve to pick up the pace of interest rate hikes. In February, the index posted its first negative monthly result since October 2016, and then lost further ground in March on fear related to global trade. The market stabilized in April and turned upward through mid-June, when trade tension between the U.S. and China soured investor sentiment. Uncertainty lingered into July, but strong corporate earnings helped the S&P 500 rise 7.71% in the final three months of the period. For the full 12 months, growth handily topped value, extending a trend that began in early 2017. By sector, information technology (+38%) led the way amid strong earnings growth from several major index constituents. Consumer discretionary was close behind, with its 36% gain driven mainly by retailers. Health care was the only other group to top the broader market, rising 18%. Energy (+14%) moved higher alongside oil prices but nonetheless trailed the index, as did communication services (+12%). At the back of the pack were materials (+4%) and two defensive sectors that struggled amid investors’ preference for risk: utilities (+3%) and consumer staples (+3%).

Comments from Portfolio Manager Matthew Fruhan:  For the fiscal year, the fund's share classes (excluding sales charges, if applicable) gained about 14% to 15%, lagging the benchmark S&P 500®. The fund continued to battle market headwinds the past 12 months, given its value-oriented tilt in a market environment recently favoring growth-oriented companies. Compared with the benchmark, unfavorable sector allocation was the main reason for the underperformance. Specifically, we had sizable underweights in the market's two strongest sectors – consumer discretionary and information technology ­– as well as a large overweight in the lagging financials sector. Underweights in real estate and utilities, both of which trailed the benchmark, contributed to our relative result. Meanwhile, security selection was a modest detractor versus the benchmark, with weak picks in health care and industrials largely offset by my choices in technology. Two individual stocks particularly stood out on the downside: internet retail giant Amazon.com, a strong-performing benchmark component the fund did not hold this period, and industrial conglomerate General Electric, which continued to experience significant business challenges. In contrast, the fund's top relative contributor was Facebook, an outperforming benchmark component that I opted to not own for most of the past 12 months, including at period end. As with Amazon, Facebook struck me as an impressive business but an undesirable long-term investment, given its high valuation and growing risks to its business model.

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.

Investment Summary (Unaudited)

Top Ten Stocks as of September 30, 2018

 % of fund's net assets 
Microsoft Corp. 4.7 
Exxon Mobil Corp. 3.4 
Bank of America Corp. 3.3 
Comcast Corp. Class A 2.9 
JPMorgan Chase & Co. 2.8 
Apple, Inc. 2.7 
Altria Group, Inc. 2.4 
Citigroup, Inc. 2.3 
Chevron Corp. 1.9 
Wells Fargo & Co. 1.8 
 28.2 

Top Five Market Sectors as of September 30, 2018

 % of fund's net assets 
Financials 19.4 
Information Technology 18.2 
Health Care 16.5 
Energy 13.1 
Industrials 10.3 

Asset Allocation (% of fund's net assets)

As of September 30, 2018 * 
   Stocks 97.9% 
   Convertible Securities 0.2% 
   Other Investments 0.1% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.8% 


 * Foreign investments - 13.0%

Schedule of Investments September 30, 2018

Showing Percentage of Net Assets

Common Stocks - 97.9%   
 Shares Value 
CONSUMER DISCRETIONARY - 8.1%   
Automobiles - 0.1%   
Fiat Chrysler Automobiles NV 181,300 $3,174,563 
Hotels, Restaurants & Leisure - 0.1%   
Drive Shack, Inc. (a) 197,300 1,175,908 
Dunkin' Brands Group, Inc. 34,300 2,528,596 
  3,704,504 
Household Durables - 0.1%   
Mohawk Industries, Inc. (a) 12,500 2,191,875 
Media - 5.3%   
Charter Communications, Inc. Class A (a) 27,300 8,896,524 
Comcast Corp. Class A 2,739,700 97,012,777 
Discovery Communications, Inc. Class A (a)(b) 259,000 8,288,000 
Interpublic Group of Companies, Inc. 606,900 13,879,803 
Liberty Global PLC Class A (a) 56,300 1,628,759 
Omnicom Group, Inc. 48,900 3,326,178 
The Walt Disney Co. 295,700 34,579,158 
Viacom, Inc. Class B (non-vtg.) 89,000 3,004,640 
Vivendi SA 335,400 8,625,502 
  179,241,341 
Multiline Retail - 0.3%   
Dollar Tree, Inc. (a) 35,800 2,919,490 
Target Corp. 89,850 7,925,669 
  10,845,159 
Specialty Retail - 2.2%   
L Brands, Inc. 281,200 8,520,360 
Lowe's Companies, Inc. 349,300 40,106,626 
Ross Stores, Inc. 19,100 1,892,810 
Sally Beauty Holdings, Inc. (a) 394,300 7,251,177 
TJX Companies, Inc. 142,000 15,906,840 
  73,677,813 
TOTAL CONSUMER DISCRETIONARY  272,835,255 
CONSUMER STAPLES - 7.5%   
Beverages - 1.2%   
The Coca-Cola Co. 854,500 39,469,355 
Food & Staples Retailing - 1.5%   
Walgreens Boots Alliance, Inc. 105,500 7,690,950 
Walmart, Inc. 463,700 43,546,067 
  51,237,017 
Food Products - 0.3%   
The Hershey Co. 98,200 10,016,400 
Household Products - 1.3%   
Kimberly-Clark Corp. 41,700 4,738,788 
Procter & Gamble Co. 486,505 40,491,811 
  45,230,599 
Tobacco - 3.2%   
Altria Group, Inc. 1,321,400 79,693,634 
British American Tobacco PLC sponsored ADR 602,000 28,071,260 
  107,764,894 
TOTAL CONSUMER STAPLES  253,718,265 
ENERGY - 13.0%   
Energy Equipment & Services - 1.6%   
Baker Hughes, a GE Co. Class A 536,200 18,139,646 
Ensco PLC Class A 260,900 2,201,996 
National Oilwell Varco, Inc. 329,000 14,173,320 
Oceaneering International, Inc. 315,400 8,705,040 
Schlumberger Ltd. 144,300 8,790,756 
TechnipFMC PLC 64,600 2,018,750 
Transocean Ltd. (United States) (a) 48,200 672,390 
  54,701,898 
Oil, Gas & Consumable Fuels - 11.4%   
BP PLC sponsored ADR 733,658 33,821,634 
Cabot Oil & Gas Corp. 647,200 14,574,944 
Cenovus Energy, Inc. (Canada) 4,162,527 41,797,681 
Chevron Corp. 513,627 62,806,310 
Enterprise Products Partners LP 37,900 1,088,867 
Equinor ASA sponsored ADR (b) 851,800 24,020,760 
Exxon Mobil Corp. 1,350,000 114,777,000 
Golar LNG Ltd. 115,000 3,197,000 
Hess Corp. 12,000 858,960 
Imperial Oil Ltd. 371,190 12,012,342 
Kosmos Energy Ltd. (a) 1,274,700 11,918,445 
Legacy Reserves, Inc. (a) 370,537 1,797,104 
Noble Energy, Inc. 37,800 1,178,982 
Suncor Energy, Inc. 1,058,900 40,973,810 
Teekay Offshore Partners LP 600,800 1,405,872 
The Williams Companies, Inc. 633,621 17,228,155 
  383,457,866 
TOTAL ENERGY  438,159,764 
FINANCIALS - 19.4%   
Banks - 12.8%   
Bank of America Corp. 3,764,100 110,890,386 
BNP Paribas SA 16,400 1,003,663 
Citigroup, Inc. 1,090,204 78,211,235 
First Hawaiian, Inc. 53,100 1,442,196 
JPMorgan Chase & Co. 827,200 93,341,248 
M&T Bank Corp. 7,000 1,151,780 
PNC Financial Services Group, Inc. 185,216 25,224,567 
Signature Bank 21,700 2,492,028 
SunTrust Banks, Inc. 411,600 27,490,764 
U.S. Bancorp 534,742 28,239,725 
Wells Fargo & Co. 1,130,650 59,426,964 
  428,914,556 
Capital Markets - 4.7%   
Charles Schwab Corp. 405,655 19,937,943 
KKR & Co. LP 712,185 19,421,285 
Morgan Stanley 552,800 25,743,896 
Northern Trust Corp. 381,195 38,931,445 
State Street Corp. 640,490 53,660,252 
  157,694,821 
Insurance - 0.7%   
Chubb Ltd. 33,600 4,490,304 
MetLife, Inc. 318,700 14,889,664 
The Travelers Companies, Inc. 37,100 4,812,241 
  24,192,209 
Thrifts & Mortgage Finance - 1.2%   
MGIC Investment Corp. (a) 810,961 10,793,891 
Radian Group, Inc. 1,463,991 30,260,694 
  41,054,585 
TOTAL FINANCIALS  651,856,171 
HEALTH CARE - 16.5%   
Biotechnology - 2.7%   
Alexion Pharmaceuticals, Inc. (a) 209,200 29,080,892 
Alnylam Pharmaceuticals, Inc. (a) 37,700 3,299,504 
Amgen, Inc. 77,122 15,986,619 
AnaptysBio, Inc. (a) 5,800 578,666 
Atara Biotherapeutics, Inc. (a) 97,800 4,044,030 
Biogen, Inc. (a) 7,600 2,685,156 
Insmed, Inc. (a) 179,200 3,623,424 
Intercept Pharmaceuticals, Inc. (a) 199,205 25,171,544 
Mirati Therapeutics, Inc. (a) 63,000 2,967,300 
Spark Therapeutics, Inc. (a) 51,567 2,812,980 
TESARO, Inc. (a) 16,400 639,764 
Trevena, Inc. (a)(b) 581,500 1,232,780 
  92,122,659 
Health Care Equipment & Supplies - 2.2%   
Boston Scientific Corp. (a) 1,424,151 54,829,814 
Danaher Corp. 117,900 12,811,014 
Zimmer Biomet Holdings, Inc. 41,600 5,469,152 
  73,109,980 
Health Care Providers & Services - 5.9%   
AmerisourceBergen Corp. 229,100 21,127,602 
Anthem, Inc. 59,500 16,305,975 
Cardinal Health, Inc. 426,300 23,020,200 
Cigna Corp. 132,300 27,551,475 
CVS Health Corp. 707,900 55,725,888 
Henry Schein, Inc. (a) 8,300 705,749 
Humana, Inc. 23,500 7,955,220 
McKesson Corp. 234,480 31,103,772 
MEDNAX, Inc. (a) 28,600 1,334,476 
UnitedHealth Group, Inc. 53,400 14,206,536 
  199,036,893 
Health Care Technology - 0.1%   
Castlight Health, Inc. Class B (a) 581,154 1,569,116 
Pharmaceuticals - 5.6%   
Allergan PLC 33,100 6,304,888 
AstraZeneca PLC sponsored ADR 177,000 7,003,890 
Bayer AG 262,478 23,281,974 
Eli Lilly & Co. 43,700 4,689,447 
GlaxoSmithKline PLC sponsored ADR 1,258,800 50,565,996 
Jazz Pharmaceuticals PLC (a) 117,100 19,688,023 
Johnson & Johnson 287,860 39,773,616 
Nektar Therapeutics (a) 37,000 2,255,520 
Perrigo Co. PLC 34,500 2,442,600 
Sanofi SA 65,504 5,852,601 
Teva Pharmaceutical Industries Ltd. sponsored ADR 674,750 14,534,115 
TherapeuticsMD, Inc. (a)(b) 1,884,131 12,359,899 
  188,752,569 
TOTAL HEALTH CARE  554,591,217 
INDUSTRIALS - 10.3%   
Aerospace & Defense - 1.9%   
General Dynamics Corp. 53,300 10,911,576 
The Boeing Co. 1,474 548,181 
United Technologies Corp. 388,800 54,358,128 
  65,817,885 
Air Freight & Logistics - 1.8%   
C.H. Robinson Worldwide, Inc. 92,579 9,065,336 
FedEx Corp. 26,300 6,332,777 
United Parcel Service, Inc. Class B 377,200 44,038,100 
  59,436,213 
Commercial Services & Supplies - 0.2%   
ADS Waste Holdings, Inc. (a) 106,400 2,881,312 
Stericycle, Inc. (a) 59,800 3,509,064 
  6,390,376 
Electrical Equipment - 0.9%   
Acuity Brands, Inc. 104,400 16,411,680 
Hubbell, Inc. Class B 53,618 7,161,756 
Melrose Industries PLC 2,499,870 6,513,403 
  30,086,839 
Industrial Conglomerates - 1.6%   
3M Co. 1,600 337,136 
General Electric Co. 4,634,100 52,318,989 
  52,656,125 
Machinery - 1.0%   
Flowserve Corp. 413,600 22,619,784 
Wabtec Corp. 114,700 12,029,736 
  34,649,520 
Professional Services - 0.2%   
IHS Markit Ltd. (a) 155,574 8,394,773 
Road & Rail - 2.7%   
CSX Corp. 161,600 11,966,480 
Genesee & Wyoming, Inc. Class A (a) 34,100 3,102,759 
J.B. Hunt Transport Services, Inc. 166,000 19,744,040 
Knight-Swift Transportation Holdings, Inc. Class A 124,900 4,306,552 
Norfolk Southern Corp. 104,000 18,772,000 
Union Pacific Corp. 198,300 32,289,189 
  90,181,020 
Trading Companies & Distributors - 0.0%   
Fastenal Co. 11,600 673,032 
TOTAL INDUSTRIALS  348,285,783 
INFORMATION TECHNOLOGY - 18.0%   
Communications Equipment - 1.2%   
Cisco Systems, Inc. 827,100 40,238,415 
Electronic Equipment & Components - 0.2%   
Itron, Inc. (a) 84,500 5,424,900 
Internet Software & Services - 1.0%   
Alphabet, Inc.:   
Class A (a) 15,000 18,106,200 
Class C (a) 14,083 16,807,638 
  34,913,838 
IT Services - 3.9%   
FleetCor Technologies, Inc. (a) 17,800 4,055,552 
IBM Corp. 25,200 3,810,492 
Interxion Holding N.V. (a) 82,700 5,565,710 
MasterCard, Inc. Class A 120,200 26,757,722 
Paychex, Inc. 355,200 26,160,480 
Unisys Corp. (a)(b) 469,147 9,570,599 
Visa, Inc. Class A 381,600 57,274,344 
  133,194,899 
Semiconductors & Semiconductor Equipment - 2.1%   
Analog Devices, Inc. 30,400 2,810,784 
Applied Materials, Inc. 210,500 8,135,825 
Lam Research Corp. 15,400 2,336,180 
Qualcomm, Inc. 776,490 55,930,575 
  69,213,364 
Software - 6.8%   
Adobe Systems, Inc. (a) 30,600 8,260,470 
Autodesk, Inc. (a) 3,500 546,385 
Micro Focus International PLC 71,900 1,337,114 
Microsoft Corp. 1,373,100 157,041,446 
Oracle Corp. 693,600 35,762,016 
SAP SE sponsored ADR 155,200 19,089,600 
Snap, Inc. Class A (a)(b) 216,700 1,837,616 
Ultimate Software Group, Inc. (a) 18,000 5,799,420 
  229,674,067 
Technology Hardware, Storage & Peripherals - 2.8%   
Apple, Inc. 399,500 90,183,130 
Western Digital Corp. 61,400 3,594,356 
  93,777,486 
TOTAL INFORMATION TECHNOLOGY  606,436,969 
MATERIALS - 2.2%   
Chemicals - 1.8%   
CF Industries Holdings, Inc. 144,300 7,855,692 
DowDuPont, Inc. 46,600 2,996,846 
International Flavors & Fragrances, Inc. 36,000 5,008,320 
Intrepid Potash, Inc. (a) 1,495,040 5,367,194 
LyondellBasell Industries NV Class A 110,300 11,306,853 
Nutrien Ltd. 336,320 19,419,150 
The Scotts Miracle-Gro Co. Class A 33,400 2,629,582 
W.R. Grace & Co. 63,300 4,523,418 
  59,107,055 
Metals & Mining - 0.4%   
BHP Billiton Ltd. sponsored ADR (b) 106,900 5,327,896 
Freeport-McMoRan, Inc. 398,400 5,545,728 
Lundin Mining Corp. 731,900 3,875,815 
  14,749,439 
TOTAL MATERIALS  73,856,494 
REAL ESTATE - 0.6%   
Equity Real Estate Investment Trusts (REITs) - 0.6%   
American Tower Corp. 38,200 5,550,460 
Equinix, Inc. 21,100 9,133,979 
Public Storage 21,300 4,294,719 
  18,979,158 
TELECOMMUNICATION SERVICES - 1.2%   
Diversified Telecommunication Services - 1.2%   
AT&T, Inc. 106,722 3,583,725 
Verizon Communications, Inc. 709,906 37,901,881 
  41,485,606 
UTILITIES - 1.1%   
Electric Utilities - 1.1%   
Exelon Corp. 438,100 19,127,446 
PPL Corp. 174,500 5,105,870 
Southern Co. 41,500 1,809,400 
Vistra Energy Corp. (a) 391,901 9,750,497 
  35,793,213 
Multi-Utilities - 0.0%   
Sempra Energy 14,000 1,592,500 
TOTAL UTILITIES  37,385,713 
TOTAL COMMON STOCKS   
(Cost $2,517,750,743)  3,297,590,395 
Convertible Preferred Stocks - 0.2%   
INFORMATION TECHNOLOGY - 0.2%   
Internet Software & Services - 0.2%   
Lyft, Inc. Series I (c)(d)   
(Cost $6,418,016) 135,533 6,418,016 
Other - 0.1%   
ENERGY - 0.1%   
Oil, Gas & Consumable Fuels - 0.1%   
Utica Shale Drilling Program (non-operating revenue interest) (c)(d)(e)   
(Cost $7,810,134) 7,810,134 3,855,082 
Money Market Funds - 2.8%   
Fidelity Cash Central Fund, 2.11% (f) 58,664,813 58,676,546 
Fidelity Securities Lending Cash Central Fund 2.11% (f)(g) 37,767,575 37,771,352 
TOTAL MONEY MARKET FUNDS   
(Cost $96,447,898)  96,447,898 
TOTAL INVESTMENT IN SECURITIES - 101.0%   
(Cost $2,628,426,791)  3,404,311,391 
NET OTHER ASSETS (LIABILITIES) - (1.0)%  (35,041,117) 
NET ASSETS - 100%  $3,369,270,274 

Legend

 (a) Non-income producing

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

 (c) 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 $10,273,098 or 0.3% of net assets.

 (d) Level 3 security

 (e) Investment is owned by a wholly-owned subsidiary (Subsidiary) that is treated as a corporation for U.S. tax purposes.

 (f) 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.

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

Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Lyft, Inc. Series I 6/27/18 $6,418,016 
Utica Shale Drilling Program (non-operating revenue interest) 10/5/16 - 9/1/17 $7,810,134 

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 $630,955 
Fidelity Securities Lending Cash Central Fund 361,105 
Total $992,060 

Amounts in the income column in the above table include any capital gain distributions from underlying funds, which are presented in the corresponding line-item in the Statement of Operations if applicable.

Investment Valuation

The following is a summary of the inputs used, as of September 30, 2018, 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 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 $272,835,255 $264,209,753 $8,625,502 $-- 
Consumer Staples 253,718,265 253,718,265 -- -- 
Energy 438,159,764 438,159,764 -- -- 
Financials 651,856,171 651,856,171 -- -- 
Health Care 554,591,217 525,456,642 29,134,575 -- 
Industrials 348,285,783 348,285,783 -- -- 
Information Technology 612,854,985 605,099,855 1,337,114 6,418,016 
Materials 73,856,494 73,856,494 -- -- 
Real Estate 18,979,158 18,979,158 -- -- 
Telecommunication Services 41,485,606 41,485,606 -- -- 
Utilities 37,385,713 37,385,713 -- -- 
Other 3,855,082 -- -- 3,855,082 
Money Market Funds 96,447,898 96,447,898 -- -- 
Total Investments in Securities: $3,404,311,391 $3,354,941,102 $39,097,191 $10,273,098 

Other Information

Distribution of investments by country or territory of incorporation, as a percentage of Total Net Assets, is as follows (Unaudited):

United States of America 87.0% 
United Kingdom 3.9% 
Canada 3.5% 
Germany 1.3% 
Others (Individually Less Than 1%) 4.3% 
 100.0% 

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


Financial Statements

Statement of Assets and Liabilities

  September 30, 2018 
Assets   
Investment in securities, at value (including securities loaned of $36,266,478) — See accompanying schedule:
Unaffiliated issuers (cost $2,531,978,893) 
$3,307,863,493  
Fidelity Central Funds (cost $96,447,898) 96,447,898  
Total Investment in Securities (cost $2,628,426,791)  $3,404,311,391 
Cash  98,661 
Restricted cash  297,709 
Foreign currency held at value (cost $136,923)  136,923 
Receivable for investments sold  7,425,430 
Receivable for fund shares sold  564,758 
Dividends receivable  4,312,582 
Distributions receivable from Fidelity Central Funds  138,413 
Prepaid expenses  6,805 
Other receivables  675,088 
Total assets  3,417,967,760 
Liabilities   
Payable for investments purchased $8,080,797  
Payable for fund shares redeemed 917,852  
Accrued management fee 1,511,624  
Distribution and service plan fees payable 99,857  
Other affiliated payables 141,223  
Other payables and accrued expenses 163,843  
Collateral on securities loaned 37,782,290  
Total liabilities  48,697,486 
Net Assets  $3,369,270,274 
Net Assets consist of:   
Paid in capital  $2,266,677,228 
Undistributed net investment income  33,102,055 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  293,830,685 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  775,660,306 
Net Assets  $3,369,270,274 
Class O:   
Net Asset Value, offering price and redemption price per share ($2,896,451,496 ÷ 161,230,313 shares)  $17.96 
Class A:   
Net Asset Value and redemption price per share ($460,953,081 ÷ 26,579,163 shares)  $17.34 
Maximum offering price per share (100/94.25 of $17.34)  $18.40 
Class M:   
Net Asset Value and redemption price per share ($3,468,538 ÷ 205,859 shares)  $16.85 
Maximum offering price per share (100/96.50 of $16.85)  $17.46 
Class C:   
Net Asset Value and offering price per share ($3,082,199 ÷ 189,881 shares)(a)  $16.23 
Class I:   
Net Asset Value, offering price and redemption price per share ($5,314,960 ÷ 294,819 shares)  $18.03 

 (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.


Statement of Operations

  Year ended September 30, 2018 
Investment Income   
Dividends  $66,997,882 
Income from Fidelity Central Funds  992,060 
Total income  67,989,942 
Expenses   
Management fee $17,549,214  
Transfer agent fees 313,673  
Distribution and service plan fees 1,153,867  
Accounting and security lending fees 956,367  
Custodian fees and expenses 76,609  
Independent trustees' fees and expenses 15,141  
Registration fees 76,336  
Audit 75,376  
Legal 12,457  
Miscellaneous 22,975  
Total expenses before reductions 20,252,015  
Expense reductions (181,032)  
Total expenses after reductions  20,070,983 
Net investment income (loss)  47,918,959 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 339,270,213  
Fidelity Central Funds (3,213)  
Foreign currency transactions (17,880)  
Total net realized gain (loss)  339,249,120 
Change in net unrealized appreciation (depreciation) on:   
Investment securities:   
Unaffiliated issuers 68,852,182  
Fidelity Central Funds (1,561)  
Assets and liabilities in foreign currencies (43,613)  
Total change in net unrealized appreciation (depreciation)  68,807,008 
Net gain (loss)  408,056,128 
Net increase (decrease) in net assets resulting from operations  $455,975,087 

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


Statement of Changes in Net Assets

 Year ended September 30, 2018 Year ended September 30, 2017 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $47,918,959 $45,340,584 
Net realized gain (loss) 339,249,120 147,761,548 
Change in net unrealized appreciation (depreciation) 68,807,008 327,865,566 
Net increase (decrease) in net assets resulting from operations 455,975,087 520,967,698 
Distributions to shareholders from net investment income (43,617,985) (40,403,807) 
Distributions to shareholders from net realized gain (165,271,263) (43,674,786) 
Total distributions (208,889,248) (84,078,593) 
Share transactions - net increase (decrease) (19,772,426) (130,547,404) 
Total increase (decrease) in net assets 227,313,413 306,341,701 
Net Assets   
Beginning of period 3,141,956,861 2,835,615,160 
End of period $3,369,270,274 $3,141,956,861 
Other Information   
Undistributed net investment income end of period $33,102,055 $25,589,723 

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


Financial Highlights

Fidelity Advisor Capital Development Fund Class O

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $16.69 $14.42 $13.30 $16.53 $14.24 
Income from Investment Operations      
Net investment income (loss)A .26 .24 .21 .21 .20 
Net realized and unrealized gain (loss) 2.13 2.47 1.70 (.95) 2.19 
Total from investment operations 2.39 2.71 1.91 (.74) 2.39 
Distributions from net investment income (.24) (.21) (.21) (.21) (.10) 
Distributions from net realized gain (.88) (.22) (.58) (2.28) – 
Total distributions (1.12) (.44)B (.79) (2.49) (.10) 
Net asset value, end of period $17.96 $16.69 $14.42 $13.30 $16.53 
Total ReturnC,D 15.04% 19.08% 15.01% (5.16)% 16.83% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .58% .59% .59% .59% .60% 
Expenses net of fee waivers, if any .58% .59% .59% .59% .60% 
Expenses net of all reductions .58% .59% .59% .59% .59% 
Net investment income (loss) 1.52% 1.55% 1.57% 1.40% 1.27% 
Supplemental Data      
Net assets, end of period (000 omitted) $2,896,451 $2,705,474 $2,447,565 $2,290,767 $2,634,214 
Portfolio turnover rateG 36% 31% 29% 33% 115% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.44 per share is comprised of distributions from net investment income of $.213 and distributions from net realized gain of $.224 per share.

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

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

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

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


Fidelity Advisor Capital Development Fund Class A

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $16.15 $13.97 $12.90 $16.10 $13.87 
Income from Investment Operations      
Net investment income (loss)A .20 .19 .17 .16 .15 
Net realized and unrealized gain (loss) 2.07 2.39 1.65 (.92) 2.13 
Total from investment operations 2.27 2.58 1.82 (.76) 2.28 
Distributions from net investment income (.19) (.17) (.17) (.17) (.05) 
Distributions from net realized gain (.88) (.22) (.58) (2.28) – 
Total distributions (1.08)B (.40)C (.75) (2.44)D (.05) 
Net asset value, end of period $17.34 $16.15 $13.97 $12.90 $16.10 
Total ReturnE,F,G 14.71% 18.72% 14.71% (5.42)% 16.50% 
Ratios to Average Net AssetsH,I      
Expenses before reductions .87% .88% .89% .89% .89% 
Expenses net of fee waivers, if any .87% .88% .89% .89% .89% 
Expenses net of all reductions .87% .88% .89% .89% .89% 
Net investment income (loss) 1.23% 1.26% 1.27% 1.10% .97% 
Supplemental Data      
Net assets, end of period (000 omitted) $460,953 $426,665 $379,128 $347,875 $389,001 
Portfolio turnover rateJ 36% 31% 29% 33% 115% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $1.08 per share is comprised of distributions from net investment income of $.193 and distributions from net realized gain of $.883 per share.

 C Total distributions of $.40 per share is comprised of distributions from net investment income of $.173 and distributions from net realized gain of $.224 per share.

 D 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.

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

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

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

 H 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.

 I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or 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.

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

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


Fidelity Advisor Capital Development Fund Class M

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $15.71 $13.62 $12.59 $15.78 $13.62 
Income from Investment Operations      
Net investment income (loss)A .11 .10 .09 .08 .06 
Net realized and unrealized gain (loss) 2.02 2.32 1.61 (.89) 2.10 
Total from investment operations 2.13 2.42 1.70 (.81) 2.16 
Distributions from net investment income (.11) (.11) (.10) (.10) – 
Distributions from net realized gain (.88) (.22) (.58) (2.28) – 
Total distributions (.99) (.33) (.67)B (2.38) – 
Net asset value, end of period $16.85 $15.71 $13.62 $12.59 $15.78 
Total ReturnC,D 14.18% 18.02% 14.09% (5.96)% 15.86% 
Ratios to Average Net AssetsE,F      
Expenses before reductions 1.41% 1.42% 1.44% 1.43% 1.43% 
Expenses net of fee waivers, if any 1.41% 1.42% 1.44% 1.43% 1.43% 
Expenses net of all reductions 1.41% 1.42% 1.44% 1.42% 1.43% 
Net investment income (loss) .69% .71% .72% .56% .43% 
Supplemental Data      
Net assets, end of period (000 omitted) $3,469 $3,421 $2,552 $2,066 $2,140 
Portfolio turnover rateG 36% 31% 29% 33% 115% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.67 per share is comprised of distributions from net investment income of $.099 and distributions from net realized gain of $.575 per share.

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

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

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

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


Fidelity Advisor Capital Development Fund Class C

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $15.17 $13.18 $12.21 $15.36 $13.32 
Income from Investment Operations      
Net investment income (loss)A .04 .04 .03 .01 B 
Net realized and unrealized gain (loss) 1.94 2.25 1.57 (.87) 2.04 
Total from investment operations 1.98 2.29 1.60 (.86) 2.04 
Distributions from net investment income (.04) (.08) (.05) (.01) – 
Distributions from net realized gain (.88) (.22) (.58) (2.28) – 
Total distributions (.92) (.30) (.63) (2.29) – 
Net asset value, end of period $16.23 $15.17 $13.18 $12.21 $15.36 
Total ReturnC,D 13.62% 17.57% 13.60% (6.43)% 15.32% 
Ratios to Average Net AssetsE,F      
Expenses before reductions 1.84% 1.85% 1.89% 1.89% 1.89% 
Expenses net of fee waivers, if any 1.84% 1.85% 1.89% 1.89% 1.89% 
Expenses net of all reductions 1.83% 1.85% 1.89% 1.89% 1.89% 
Net investment income (loss) .26% .28% .27% .10% (.03)% 
Supplemental Data      
Net assets, end of period (000 omitted) $3,082 $3,016 $2,023 $1,948 $1,879 
Portfolio turnover rateG 36% 31% 29% 33% 115% 

 A Calculated based on average shares outstanding during the period.

 B Amount represents less than $.005 per share.

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

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

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

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


Fidelity Advisor Capital Development Fund Class I

Years ended September 30, 2018 2017 2016 2015 2014 
Selected Per–Share Data      
Net asset value, beginning of period $16.74 $14.48 $13.34 $16.58 $14.28 
Income from Investment Operations      
Net investment income (loss)A .23 .22 .19 .19 .18 
Net realized and unrealized gain (loss) 2.16 2.46 1.71 (.96) 2.20 
Total from investment operations 2.39 2.68 1.90 (.77) 2.38 
Distributions from net investment income (.22) (.20) (.19) (.19) (.08) 
Distributions from net realized gain (.88) (.22) (.58) (2.28) – 
Total distributions (1.10) (.42) (.76)B (2.47) (.08) 
Net asset value, end of period $18.03 $16.74 $14.48 $13.34 $16.58 
Total ReturnC 14.97% 18.82% 14.89% (5.35)% 16.72% 
Ratios to Average Net AssetsD,E      
Expenses before reductions .72% .74% .75% .75% .74% 
Expenses net of fee waivers, if any .72% .74% .75% .75% .74% 
Expenses net of all reductions .72% .74% .75% .75% .73% 
Net investment income (loss) 1.38% 1.39% 1.41% 1.24% 1.13% 
Supplemental Data      
Net assets, end of period (000 omitted) $5,315 $3,381 $4,348 $1,604 $1,726 
Portfolio turnover rateF 36% 31% 29% 33% 115% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.76 per share is comprised of distributions from net investment income of $.188 and distributions from net realized gain of $.575 per share.

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

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

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


Notes to Financial Statements

For the period ended September 30, 2018

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 M, Class C and Class I, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

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 II:O and Destiny Plans II:N.

Effective the close of business on November 16, 2018, the Destiny Plans will be terminated, and existing Destiny Planholders will become shareholders of Class O or Class A of the Fund. In addition, Class O will be closed to new accounts.

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 .005%.

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 Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investments Companies. 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 Fair Value Committee (the Committee) established by the Fund's investment adviser. 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 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, 2018 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 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. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. 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.

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) for the Fund, certain independent Trustees have elected 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 of $86,308 are included in the accompanying Statement of Assets and Liabilities in other receivables and other payables and accrued expenses, respectively.

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, 2018, 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 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.

As of period end, the cost and unrealized appreciation (depreciation) in securities, and derivatives if applicable, for federal income tax purposes were as follows:

Gross unrealized appreciation $924,132,087 
Gross unrealized depreciation (154,190,513) 
Net unrealized appreciation (depreciation) $769,941,574 
Tax Cost $2,634,369,817 

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

Undistributed ordinary income $44,256,797 
Undistributed long-term capital gain $290,684,895 
Net unrealized appreciation (depreciation) on securities and other investments $767,737,664 

The tax character of distributions paid was as follows:

 September 30, 2018 September 30, 2017 
Ordinary Income $63,832,363 $ 43,523,435 
Long-term Capital Gains 145,056,885 40,555,158 
Total $208,889,248 $ 84,078,593 

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.

Consolidated Subsidiary. The Fund invests in certain investments through a wholly-owned subsidiary ("Subsidiary"), which may be subject to federal and state taxes upon disposition.

As of period end, the Fund held an investment of $4,152,791 in this Subsidiary, representing .12% of the Fund's net assets. The financial statements have been consolidated and include accounts of the Fund and the Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated.

Any cash held by the Subsidiary is restricted as to its use and is presented as Restricted cash in the Statement of Assets and Liabilities.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,145,462,633 and $1,356,277,336, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company LLC (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 .24% 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 .54% 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% $1,106,279 $714,151 
Class M .25% .25% 17,540 239 
Class C .75% .25% 30,048 2,351 
   $1,153,867 $716,741 

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 M 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 M and Class C redemptions. The deferred sales charges are 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class M shares.

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

 Retained by FDC 
Class A $11,590 
Class M 656 
Class C(a) 178 
 $12,424 

 (a) When 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 M, 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 $98,959 (a) 
Class A 188,756 .04 
Class M 11,680 .33 
Class C 7,746 .26 
Class I 6,532 .14 
 $313,673  

 (a) Amount 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. For the period, the fees were equivalent to an annual rate of .03%.

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 $22,255 for the period.

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

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 $9,001 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. The value of securities loaned to FCM at period ended was $4,815,696. 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 $361,105, including $62,640 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 $147,267 for the period. Through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,347.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $32,418.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Year ended
September 30, 2018 
Year ended
September 30, 2017 
From net investment income   
Class O $38,477,632 $35,644,854 
Class A 5,055,233 4,658,601 
Class M 23,282 20,666 
Class C 7,272 14,029 
Class I 54,566 65,657 
Total $43,617,985 $40,403,807 
From net realized gain   
Class O $141,559,425 $37,484,938 
Class A 23,127,934 6,031,945 
Class M 190,352 42,469 
Class C 173,546 41,899 
Class I 220,006 73,535 
Total $165,271,263 $43,674,786 

10. Share Transactions.

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

 Shares Shares Dollars Dollars 
 Year ended September 30, 2018 Year ended September 30, 2017 Year ended September 30, 2018 Year ended September 30, 2017 
Class O     
Shares sold 2,444,365 2,844,752 $41,322,702 $43,876,398 
Reinvestment of distributions 10,704,645 4,628,446 174,164,944 70,213,799 
Shares redeemed (14,047,292) (15,057,610) (237,886,304) (233,131,772) 
Net increase (decrease) (898,282) (7,584,412) $(22,398,658) $(119,041,575) 
Class A     
Shares sold 1,161,100 1,401,360 $19,047,754 $21,003,815 
Reinvestment of distributions 1,774,307 712,790 27,927,254 10,485,138 
Shares redeemed (2,781,720) (2,827,234) (45,568,426) (42,521,516) 
Net increase (decrease) 153,687 (713,084) $1,406,582 $(11,032,563) 
Class M     
Shares sold 15,426 59,101 $244,812 $854,558 
Reinvestment of distributions 13,908 4,390 213,634 63,135 
Shares redeemed (41,143) (33,198) (661,663) (496,324) 
Net increase (decrease) (11,809) 30,293 $(203,217) $421,369 
Class C     
Shares sold 15,336 108,524 $237,186 $1,508,523 
Reinvestment of distributions 12,151 3,634 180,446 50,621 
Shares redeemed (36,477) (66,739) (559,018) (960,519) 
Net increase (decrease) (8,990) 45,419 $(141,386) $598,625 
Class I     
Shares sold 155,995 116,594 $2,639,328 $1,818,939 
Reinvestment of distributions 15,562 8,434 254,447 128,529 
Shares redeemed (78,665) (223,368) (1,329,522) (3,440,728) 
Net increase (decrease) 92,892 (98,340) $1,564,253 $(1,493,260) 

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.

Report of Independent Registered Public Accounting Firm

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

Opinion on the Financial Statements and Financial Highlights

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, 2018, 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, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of September 30, 2018, and 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.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the Fund's financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting 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.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2018, 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.

/s/ Deloitte & Touche LLP

Boston, Massachusetts

November 14, 2018


We have served as the auditor of one or more of the Fidelity investment companies since 1999.

Trustees and Officers

The Trustees, Members of the Advisory Board (if any), 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.  Except for Michael Wiley, each of the Trustees oversees 283 funds. Mr. Wiley oversees 193 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 is referred to herein as an Independent Trustee.  Each 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.  Officers and Advisory Board Members hold office without limit in time, except that any officer or 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. 

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.

Experience, Skills, Attributes, and Qualifications of the 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 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 other equity 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 Fidelity 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.  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 Trustees." 

Interested Trustees*:

Correspondence intended for a 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 Vice Chairman (2007-present) and Director of FMR LLC (diversified financial services company). In addition, Mr. Curvey is an Overseer Emeritus for the Boston Symphony Orchestra, a Director of Artis-Naples, and a Trustee of Brewster Academy in Wolfeboro, New Hampshire. Previously, Mr. Curvey served as a Director of Fidelity Research & Analysis Co. (investment adviser firm, 2009-2018), Director of Fidelity Investments Money Management, Inc. (investment adviser firm, 2009-2014) and a Director of FMR and FMR Co., Inc. (investment adviser firms, 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 President of Fidelity SelectCo, LLC (investment adviser firm, 2017-present) and Fidelity Management & Research Company (FMR) (investment adviser firm, 2016-present), 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.

 * Determined to be an “Interested Trustee” by virtue of, among other things, his or her affiliation with the trust or various entities under common control with FMR. 

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

Independent Trustees:

Correspondence intended for an Independent Trustee 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), as a member of the Independent Directors Council (IDC) Governing Council (2010-2015), and as a member of the Board of Directors for The Brookville Center for Children’s Services, Inc. (2009-2017). Mr. Dirks is a member of the Finance Committee (2016-present), Board of Directors (2017-present) and Board of Trustees (2018-present) and is Treasurer (2018-present) of the Asolo Repertory Theatre.

Donald F. Donahue (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Donahue also serves as a Trustee of other Fidelity® funds. Mr. Donahue is President and Chief Executive Officer of Miranda Partners, LLC (risk consulting for the financial services industry, 2012-present). Previously, Mr. Donahue served as a Member of the Advisory Board of certain Fidelity® funds (2015-2018) and Chief Executive Officer (2006-2012), Chief Operating Officer (2003-2006), and Managing Director, Customer Marketing and Development (1999-2003) of The Depository Trust & Clearing Corporation (financial markets infrastructure). Mr. Donahue serves as a Member (2007-present) and Co-Chairman (2016-present) of the Board of Directors of United Way of New York, Member of the Board of Directors of NYC Leadership Academy (2012-present) and Member of the Board of Advisors of Ripple Labs, Inc. (financial services, 2015-present). He also served as Chairman (2010-2012) and Member of the Board of Directors (2012-2013) of Omgeo, LLC (financial services), Treasurer of United Way of New York (2012-2016), and Member of the Board of Directors of XBRL US (financial services non-profit, 2009-2012) and the International Securities Services Association (2009-2012).

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 Director of Bristol-Myers Squibb Company (global pharmaceuticals, 2008-present). He is a Trustee of the California Chapter of The Nature Conservancy (2015-present) and a Director of the Center for Advanced Study in the Behavioral Sciences at Stanford University (2015-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 (2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation (retail) and Chief Executive Officer and Chairman of the Board of Sears, Roebuck and Co. (retail, 2000-2005). Previously, Mr. Lacy served as Chairman (2014-2017) and a member (2010-2017) of the Board of Directors of Dave & Buster’s Entertainment, Inc. (restaurant and entertainment complexes), as Chairman (2008-2011) and a member (2006-2015) of the Board of Trustees of the National Parks Conservation Association, and as a member of the Board of Directors for The Hillman Companies, Inc. (hardware wholesalers, 2010-2014), Earth Fare, Inc. (retail grocery, 2010-2014), and The Western Union Company (global money transfer, 2006-2011).

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 Vice Chair of the Board of Governors, State University System of Florida (2013-present) and is a member of the Council on Foreign Relations (1994-present). He is also a member and has most recently served as Chairman of the Board of Directors of Artis-Naples (2012-present). Previously, Mr. Lautenbach served as a member and then Lead Director of the Board of Directors of Eaton Corporation (diversified industrial, 1997-2016). He was also a Partner and Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007). In addition, Mr. Lautenbach also had a 30-year career with IBM (technology company) during which time he served as Senior Vice President and a member of the Corporate Executive Committee (1968-1998).

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 Independent Directors Council (IDC) Governing Council (2015-present). Previously, Mr. Mauriello served as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-2018).

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.

Garnett A. Smith (1947)

Year of Election or Appointment: 2018

Trustee

Mr. Smith also serves as Trustee of other Fidelity® funds. Prior to Mr. Smith's retirement, he served as Chairman and Chief Executive Officer of Inbrand Corp. (manufacturer of personal absorbent products, 1990-1997). He also served as President (1986-1990) of Inbrand Corp. Prior to his employment with Inbrand Corp., he was employed by a retail fabric chain and North Carolina National Bank. In addition, Mr. Smith served as a Member of the Advisory Board of certain Fidelity® funds (2012-2013) and as a board member of the Jackson Hole Land Trust (2009-2012).

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).

Michael E. Wiley (1950)

Year of Election or Appointment: 2018

Trustee

Mr. Wiley also serves as Trustee or Member of the Advisory Board of other Fidelity® funds. Mr. Wiley serves as a Director of Andeavor Corporation (independent oil refiner and marketer, 2005-present), a Director of Andeavor Logistics LP (natural resources logistics, 2015-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Trustee of other Fidelity® funds (2008-2013), as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-2013), as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

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

Advisory Board Members and Officers:

Correspondence intended for a Member of the Advisory Board (if any) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.  Correspondence intended for an officer or 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

Vicki L. Fuller (1957)

Year of Election or Appointment: 2018

Member of the Advisory Board

Ms. Fuller also serves as Member of the Advisory Board of other Fidelity® funds. Ms. Fuller serves as a member of the Board of Directors, Audit Committee, and Nominating and Governance Committee of The Williams Companies, Inc. (natural gas infrastructure, 2018-present). Previously, Ms. Fuller served as the Chief Investment Officer of the New York State Common Retirement Fund (2012-2018) and held a variety of positions at AllianceBernstein L.P. (global asset management, 1985-2012), including Managing Director (2006-2012) and Senior Vice President and Senior Portfolio Manager (2001-2006).

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).

William S. Stavropoulos (1939)

Year of Election or Appointment: 2018

Member of the Advisory Board

Mr. Stavropoulos also serves as Member of the Advisory Board 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 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 Artis-Naples in Naples, Florida. Previously, Mr. Stavropoulos served as Trustee of certain Fidelity® funds (2001-2018) and as a Director of Chemical Financial Corporation (bank holding company, 1993-2012) and Tyco International, Ltd. (multinational manufacturing and services, 2007-2012).

Carol B. Tomé (1957)

Year of Election or Appointment: 2018

Member of the Advisory Board

Ms. Tomé also serves as Member of the Advisory Board of other Fidelity® funds. Ms. Tomé is Chief Financial Officer (2001-present) and Executive Vice President of Corporate Services (2007-present) of The Home Depot, Inc. (home improvement retailer) and a Director (2003-present) and Chair of the Audit Committee (2004-present) of United Parcel Service, Inc. (package delivery and supply chain management). Previously, Ms. Tomé served as Trustee of certain Fidelity® funds (2017), Senior Vice President of Finance and Accounting/Treasurer (2000-2007) and Vice President and Treasurer (1995-2000) of The Home Depot, Inc. and Chair of the Board (2010-2012), Vice Chair of the Board (2009 and 2013), and a Director (2008-2013) of the Federal Reserve Bank of Atlanta. Ms. Tomé is also a director or trustee of many community and professional organizations.

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2017

Anti-Money Laundering (AML) Officer

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer (2012-present) and Senior Vice President (2014-present) of FMR LLC (diversified financial services company) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as AML Officer of the funds (2012-2016), and Vice President (2007-2014) and Deputy Anti-Money Laundering Officer (2007-2012) of FMR LLC.

John J. Burke III (1964)

Year of Election or Appointment: 2018

Chief Financial Officer

Mr. Burke also serves as Chief Financial Officer of other funds. Mr. Burke serves as Head of Investment Operations for Fidelity Fund and Investment Operations (2018-present) and is an employee of Fidelity Investments (1998-present). Previously Mr. Burke served as head of Asset Management Investment Operations (2012-2018).

William C. Coffey (1969)

Year of Election or Appointment: 2018

Secretary and Chief Legal Officer (CLO)

Mr. Coffey also serves as Secretary and CLO of other funds. Mr. Coffey serves as CLO, Secretary, and Senior Vice President of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2018-present); Secretary of Fidelity SelectCo, LLC and Fidelity Investments Money Management, Inc. (investment adviser firms, 2018-present); and CLO of Fidelity Management & Research (Hong Kong) Limited, FMR Investment Management (UK) Limited, and Fidelity Management & Research (Japan) Limited (investment adviser firms, 2018-present). 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 Assistant Secretary of certain funds (2009-2018) and as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Timothy M. Cohen (1969)

Year of Election or Appointment: 2018

Vice President

Mr. Cohen also serves as Vice President of other funds. Mr. Cohen serves as Co-Head of Global Equity Research (2016-present), a Director of Fidelity Management & Research (Japan) Limited (investment adviser firm, 2016-present), and is an employee of Fidelity Investments. Previously, Mr. Cohen served as Chief Investment Officer - Equity and a Director of Fidelity Management & Research (U.K.) Inc. (investment adviser firm, 2013-2015) and as a Director of Fidelity Management & Research (Hong Kong) Limited (investment adviser firm, 2017).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) 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: 2016

Assistant Treasurer

Mr. Deberghes also serves as an officer of other funds. He serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (investment adviser firm, 2016-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as President and Treasurer of certain Fidelity® funds (2013-2018). 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). Previously, Mr. Deberghes served in other fund officer roles.

Laura M. Del Prato (1964)

Year of Election or Appointment: 2018

Assistant Treasurer

Ms. Del Prato also serves as an officer of other funds. Ms. Del Prato is an employee of Fidelity Investments (2017-present). Prior to joining Fidelity Investments, Ms. Del Prato served as a Managing Director and Treasurer of the JPMorgan Mutual Funds (2014-2017). Prior to JPMorgan, Ms. Del Prato served as a partner at Cohen Fund Audit Services (accounting firm, 2012-2013) and KPMG LLP (accounting firm, 2004-2012).

Colm A. Hogan (1973)

Year of Election or Appointment: 2016

Deputy Treasurer

Mr. Hogan also serves as an officer of other funds. Mr. Hogan serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2005-present). Previously, Mr. Hogan served as Assistant Treasurer of certain Fidelity® funds (2016-2018). 

Pamela R. Holding (1964)

Year of Election or Appointment: 2018

Vice President

Ms. Holding also serves as Vice President of other funds. Ms. Holding serves as Co-Head of Global Equity Research (2018-present) and is an employee of Fidelity Investments (2013-present).

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, serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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).

Rieco E. Mello (1969)

Year of Election or Appointment: 2017

Assistant Treasurer

Mr. Mello also serves as Assistant Treasurer of other funds. Mr. Mello serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (1995-present).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2016

Chief Compliance Officer

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Compliance Officer of Fidelity Management & Research Company and FMR Co., Inc. (investment adviser firms, 2016-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Executive Vice President of Fidelity Investments Money Management, Inc. (investment adviser firm, 2013-2016) and served in other fund officer roles.

Stacie M. Smith (1974)

Year of Election or Appointment: 2016

President and Treasurer

Ms. Smith also serves as an officer of other funds. Ms. Smith serves as Assistant Treasurer of FMR Capital, Inc. (2017-present), 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 (accounting firm, 1996-2009). Previously, Ms. Smith served as Assistant Treasurer (2013-2018) and Deputy Treasurer (2013-2016) of certain Fidelity® funds.

Marc L. Spector (1972)

Year of Election or Appointment: 2016

Assistant Treasurer

Mr. Spector also serves as an officer of other funds. Mr. Spector serves as Assistant Treasurer of FMR Capital, Inc. (2017-present) and is an employee of Fidelity Investments (2016-present). Prior to joining Fidelity Investments, Mr. Spector served as Director at the Siegfried Group (accounting firm, 2013-2016), and prior to Siegfried Group as audit senior manager at Deloitte & Touche (accounting firm, 2005-2013).

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, 2018 to September 30, 2018).

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-A Beginning
Account Value
April 1, 2018 
Ending
Account Value
September 30, 2018 
Expenses Paid
During Period-B
April 1, 2018
to September 30, 2018 
Class O .58%    
Actual  $1,000.00 $1,116.20 $3.08 
Hypothetical-C  $1,000.00 $1,022.16 $2.94 
Class A .87%    
Actual  $1,000.00 $1,114.40 $4.61 
Hypothetical-C  $1,000.00 $1,020.71 $4.41 
Class M 1.40%    
Actual  $1,000.00 $1,111.50 $7.41 
Hypothetical-C  $1,000.00 $1,018.05 $7.08 
Class C 1.84%    
Actual  $1,000.00 $1,109.40 $9.73 
Hypothetical-C  $1,000.00 $1,015.84 $9.30 
Class I .72%    
Actual  $1,000.00 $1,115.70 $3.82 
Hypothetical-C  $1,000.00 $1,021.46 $3.65 

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

 B 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).

 C 5% return per year before expenses

Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended September 30, 2018, $311,471,442, or, if subsequently determined to be different, the net capital gain of such year.

Class O designates 82%, Class A designates 95%, Class M designates 100%, Class C designates 100%, and Class I designates 88% of the dividends distributed, respectively during the fiscal year as qualifying for the dividends–received deduction for corporate shareholders.

Class O designates 89%, Class A designates 100%, Class M designates 100%, Class C designates 100%, and Class I designates 95% of the 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 2019 of amounts for use in preparing 2018 income tax returns.

Board Approval of Investment Advisory Contracts

Fidelity Advisor Capital Development Fund

At its July 2018 meeting, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund for six months through January 31, 2019, in connection with the reunification of the Fidelity Equity High Income Funds Board, which oversees the fund, and the Sector Portfolios Board.

The Board considered that the approval of the fund's Advisory Contracts will not result in any changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the fees and expenses paid by shareholders; (iii) the nature, extent or quality of services provided under the fund's Advisory Contracts; or (iv) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through January 31, 2019, with the understanding that the Board will consider the annual renewal for a full one year period in January 2019.

In connection with its consideration of future renewals of the fund's Advisory Contracts, the Board will consider: (i) the nature, extent and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the management fee and total expenses for the fund; (iii) the costs of the services and profitability, including the revenues earned and the expenses incurred in conducting the business of developing, marketing, distributing, managing, administering, and servicing the fund and its shareholders, to the extent applicable, as well as potential fall-out benefits from Fidelity's non-fund businesses; and (iv) whether there have been economies of scale in respect of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is the potential for realization of any further economies.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the fund's management fee structure is fair and reasonable, and that the continuation of the fund's Advisory Contracts should be approved.





Fidelity Investments

ADESII-ANN-1118
1.814756.113




Item 2.

Code of Ethics


As of the end of the period, September 30, 2018, 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, 2018 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees


Fidelity Advisor Capital Development Fund

 $57,000  

$100

 $6,600

$1,600

Fidelity Advisor Diversified Stock Fund

 $67,000  

$100

 $6,900

$1,900



September 30, 2017 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees


Fidelity Advisor Capital Development Fund

 $57,000  

$100

 $6,700

$1,600

Fidelity Advisor Diversified Stock Fund

 $67,000  

$100

 $7,500

$1,900


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, 2018A

September 30, 2017A

Audit-Related Fees

$290,000

$-

Tax Fees

$5,000

$25,000

All Other Fees

$-

$-


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, 2018A

September 30, 2017A

Deloitte Entities

$770,000

$535,000


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 periodically.


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 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.

Disclosure of Securities Lending Activities for Closed-End Management

Investment Companies


Not applicable.


Item 13.

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/Stacie M. Smith

 

Stacie M. Smith

 

President and Treasurer

 

 

Date:

November 26, 2018



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/Stacie M. Smith

 

Stacie M. Smith

 

President and Treasurer

 

 

Date:

November 26, 2018



By:

/s/John J. Burke III

 

John J. Burke III

 

Chief Financial Officer

 

 

Date:

November 26, 2018