N-CSRS 1 CombineHTML.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-215

Fidelity Hastings Street Trust
(Exact name of registrant as specified in charter)

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:	June 30

Date of reporting period:	December 31, 2012

Item 1. Reports to Stockholders

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor®

Mega Cap Stock

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

December 31, 2012

(Fidelity Cover Art)

Class A, Class T, Class B,
and Class C are classes of
Fidelity® Mega Cap Stock Fund

Shareholder Expense Example	(Click Here)	An example of shareholder expenses.
Investment Changes	(Click Here)	A summary of major shifts in the fund's investments over the past six months.
Investments	(Click Here)	A complete list of the fund's investments with their market values.
Financial Statements	(Click Here)	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	(Click Here)	Notes to the financial statements.
Board Approval of Investment Advisory Contracts and Management Fees	(Click Here)

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

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including 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 (July 1, 2012 to December 31, 2012).

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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. 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. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. 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.

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio	Beginning Account Value July 1, 2012	Ending Account Value December 31, 2012	Expenses Paid During Period* July 1, 2012 to December 31, 2012
Class A	1.00%
Actual		$ 1,000.00	$ 1,083.90	$ 5.25
Hypothetical^A		$ 1,000.00	$ 1,020.16	$ 5.09
Class T	1.28%
Actual		$ 1,000.00	$ 1,081.80	$ 6.72
Hypothetical^A		$ 1,000.00	$ 1,018.75	$ 6.51
Class B	1.80%
Actual		$ 1,000.00	$ 1,080.10	$ 9.44
Hypothetical^A		$ 1,000.00	$ 1,016.13	$ 9.15
Class C	1.77%
Actual		$ 1,000.00	$ 1,079.50	$ 9.28
Hypothetical^A		$ 1,000.00	$ 1,016.28	$ 9.00
Mega Cap Stock	.71%
Actual		$ 1,000.00	$ 1,085.60	$ 3.73
Hypothetical^A		$ 1,000.00	$ 1,021.63	$ 3.62
Institutional Class	.75%
Actual		$ 1,000.00	$ 1,085.80	$ 3.94
Hypothetical^A		$ 1,000.00	$ 1,021.42	$ 3.82

^A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2012
	% of fund's net assets	% of fund's net assets 6 months ago
Apple, Inc.	5.0	6.1
JPMorgan Chase & Co.	4.2	3.9
Wells Fargo & Co.	3.5	4.2
General Electric Co.	3.1	3.0
Chevron Corp.	2.7	3.1
Google, Inc. Class A	2.5	2.3
Exxon Mobil Corp.	2.4	3.3
Microsoft Corp.	2.4	2.7
Citigroup, Inc.	2.2	1.5
Procter & Gamble Co.	2.2	2.4
	30.2
Top Five Market Sectors as of December 31, 2012
	% of fund's net assets	% of fund's net assets 6 months ago
Information Technology	19.4	20.9
Financials	18.4	15.5
Health Care	12.8	13.0
Energy	12.6	14.0
Consumer Discretionary	11.9	12.6

Asset Allocation (% of fund's net assets)
As of December 31, 2012*			As of June 30, 2012**
	Stocks 98.9%			Stocks 99.5%
	Convertible Securities 0.1%			Convertible Securities 0.1%
	Short-Term Investments and Net Other Assets (Liabilities) 1.0%			Short-Term Investments and Net Other Assets (Liabilities) 0.4%
* Foreign investments		8.0%	** Foreign investments		9.7%

agi519604

Semiannual Report

Investments December 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%
	Shares		Value
CONSUMER DISCRETIONARY - 11.8%
Auto Components - 0.5%
Johnson Controls, Inc.	340,800		$ 10,462,560
Automobiles - 0.5%
Ford Motor Co.	880,000		11,396,000
Hotels, Restaurants & Leisure - 0.9%
McDonald's Corp.	164,500		14,510,545
Yum! Brands, Inc.	69,700		4,628,080
			19,138,625
Internet & Catalog Retail - 0.2%
Priceline.com, Inc. (a)	5,100		3,168,120
Media - 5.8%
Comcast Corp. Class A (special) (non-vtg.)	1,269,800		45,649,310
News Corp. Class A	280,200		7,156,308
The Walt Disney Co.	272,100		13,547,859
Thomson Reuters Corp.	127,500		3,689,002
Time Warner Cable, Inc.	61,600		5,986,904
Time Warner, Inc.	733,400		35,078,522
Viacom, Inc. Class B (non-vtg.)	220,300		11,618,622
			122,726,527
Multiline Retail - 1.6%
Target Corp.	566,300		33,507,971
Specialty Retail - 2.3%
Home Depot, Inc.	156,700		9,691,895
Lowe's Companies, Inc.	1,090,900		38,748,768
			48,440,663
TOTAL CONSUMER DISCRETIONARY			248,840,466
CONSUMER STAPLES - 10.3%
Beverages - 2.6%
PepsiCo, Inc.	343,000		23,471,490
The Coca-Cola Co.	882,800		32,001,500
			55,472,990
Food & Staples Retailing - 2.1%
CVS Caremark Corp.	301,400		14,572,690
Walgreen Co.	807,400		29,881,874
			44,454,564
Common Stocks - continued
	Shares		Value
CONSUMER STAPLES - continued
Food Products - 1.1%
Danone SA	111,900		$ 7,395,384
Kellogg Co.	294,200		16,431,070
			23,826,454
Household Products - 3.3%
Colgate-Palmolive Co.	10,900		1,139,486
Kimberly-Clark Corp.	253,000		21,360,790
Procter & Gamble Co.	693,200		47,061,348
			69,561,624
Personal Products - 0.1%
L'Oreal SA	15,100		2,101,051
Tobacco - 1.1%
British American Tobacco PLC sponsored ADR	165,000		16,706,250
Philip Morris International, Inc.	68,530		5,731,849
			22,438,099
TOTAL CONSUMER STAPLES			217,854,782
ENERGY - 12.6%
Energy Equipment & Services - 2.1%
Halliburton Co.	574,500		19,929,405
National Oilwell Varco, Inc.	106,600		7,286,110
Schlumberger Ltd.	241,900		16,761,251
			43,976,766
Oil, Gas & Consumable Fuels - 10.5%
Apache Corp.	174,905		13,730,043
BG Group PLC	156,500		2,610,390
BP PLC sponsored ADR	239,600		9,976,944
Canadian Natural Resources Ltd.	363,100		10,454,593
Chevron Corp.	525,100		56,784,314
Exxon Mobil Corp.	584,571		50,594,620
Occidental Petroleum Corp.	327,500		25,089,775
Royal Dutch Shell PLC Class A sponsored ADR	333,206		22,974,554
Suncor Energy, Inc.	640,900		21,075,539
The Williams Companies, Inc.	277,400		9,082,076
			222,372,848
TOTAL ENERGY			266,349,614
Common Stocks - continued
	Shares		Value
FINANCIALS - 18.4%
Capital Markets - 3.1%
BlackRock, Inc. Class A	46,800		$ 9,674,028
Charles Schwab Corp.	1,395,200		20,035,072
Morgan Stanley	1,492,400		28,534,688
State Street Corp.	36,100		1,697,061
UBS AG	253,700		3,970,121
			63,910,970
Commercial Banks - 5.2%
PNC Financial Services Group, Inc.	172,400		10,052,644
Standard Chartered PLC (United Kingdom)	257,607		6,666,804
U.S. Bancorp	601,100		19,199,134
Wells Fargo & Co.	2,164,030		73,966,545
			109,885,127
Diversified Financial Services - 8.2%
Bank of America Corp.	2,663,000		30,890,800
Citigroup, Inc.	1,193,870		47,229,497
CME Group, Inc.	117,500		5,958,425
JPMorgan Chase & Co.	2,025,300		89,052,441
			173,131,163
Insurance - 1.9%
AFLAC, Inc.	108,500		5,763,520
American International Group, Inc. (a)	158,300		5,587,990
MetLife, Inc.	712,300		23,463,162
Prudential Financial, Inc.	105,900		5,647,647
			40,462,319
TOTAL FINANCIALS			387,389,579
HEALTH CARE - 12.8%
Biotechnology - 0.9%
Amgen, Inc.	212,890		18,376,665
Health Care Equipment & Supplies - 0.7%
Baxter International, Inc.	121,700		8,112,522
Stryker Corp.	112,200		6,150,804
			14,263,326
Health Care Providers & Services - 3.5%
Aetna, Inc.	309,500		14,329,850
Cardinal Health, Inc.	99,500		4,097,410
McKesson Corp.	269,900		26,169,504
Common Stocks - continued
	Shares		Value
HEALTH CARE - continued
Health Care Providers & Services - continued
UnitedHealth Group, Inc.	149,900		$ 8,130,576
WellPoint, Inc.	351,600		21,419,472
			74,146,812
Life Sciences Tools & Services - 0.4%
Thermo Fisher Scientific, Inc.	123,300		7,864,074
Pharmaceuticals - 7.3%
Abbott Laboratories	280,200		18,353,100
Eli Lilly & Co.	300,900		14,840,388
GlaxoSmithKline PLC sponsored ADR	225,200		9,789,444
Johnson & Johnson	576,800		40,433,680
Merck & Co., Inc.	1,100,700		45,062,658
Pfizer, Inc.	881,300		22,103,004
Sanofi SA	34,424		3,264,423
			153,846,697
TOTAL HEALTH CARE			268,497,574
INDUSTRIALS - 9.1%
Aerospace & Defense - 2.6%
Honeywell International, Inc.	140,200		8,898,494
Precision Castparts Corp.	11,300		2,140,446
Raytheon Co.	179,000		10,303,240
The Boeing Co.	225,400		16,986,144
United Technologies Corp.	205,400		16,844,854
			55,173,178
Air Freight & Logistics - 1.4%
United Parcel Service, Inc. Class B	403,400		29,742,682
Electrical Equipment - 0.3%
Emerson Electric Co.	136,200		7,213,152
Industrial Conglomerates - 3.6%
Danaher Corp.	164,100		9,173,190
General Electric Co.	3,145,500		66,024,045
			75,197,235
Machinery - 0.6%
Cummins, Inc.	33,700		3,651,395
Illinois Tool Works, Inc.	139,100		8,458,671
			12,110,066
Common Stocks - continued
	Shares		Value
INDUSTRIALS - continued
Road & Rail - 0.6%
Norfolk Southern Corp.	54,400		$ 3,364,096
Union Pacific Corp.	71,100		8,938,692
			12,302,788
TOTAL INDUSTRIALS			191,739,101
INFORMATION TECHNOLOGY - 19.4%
Communications Equipment - 2.5%
Cisco Systems, Inc.	1,782,500		35,026,125
QUALCOMM, Inc.	303,900		18,847,878
			53,874,003
Computers & Peripherals - 5.7%
Apple, Inc.	198,201		105,647,079
Dell, Inc.	447,300		4,531,149
EMC Corp. (a)	372,300		9,419,190
			119,597,418
Internet Software & Services - 2.5%
Google, Inc. Class A (a)	74,750		53,025,408
IT Services - 4.2%
Accenture PLC Class A	40,500		2,693,250
Automatic Data Processing, Inc.	25,900		1,476,559
Cognizant Technology Solutions Corp. Class A (a)	242,300		17,942,315
IBM Corp.	89,800		17,201,190
MasterCard, Inc. Class A	54,900		26,971,272
Visa, Inc. Class A	140,800		21,342,464
			87,627,050
Semiconductors & Semiconductor Equipment - 0.4%
Broadcom Corp. Class A	161,200		5,353,452
Samsung Electronics Co. Ltd.	1,931		2,792,551
			8,146,003
Software - 4.1%
Adobe Systems, Inc. (a)	140,900		5,309,112
Microsoft Corp.	1,875,600		50,134,788
Oracle Corp.	563,200		18,765,824
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
Software - continued
salesforce.com, Inc. (a)	32,800		$ 5,513,680
VMware, Inc. Class A (a)	65,700		6,184,998
			85,908,402
TOTAL INFORMATION TECHNOLOGY			408,178,284
MATERIALS - 1.8%
Chemicals - 1.8%
Air Products & Chemicals, Inc.	100,000		8,402,000
E.I. du Pont de Nemours & Co.	222,900		10,023,813
Monsanto Co.	28,100		2,659,665
Syngenta AG (Switzerland)	25,700		10,382,449
The Dow Chemical Co.	190,600		6,160,192
			37,628,119
TELECOMMUNICATION SERVICES - 1.4%
Diversified Telecommunication Services - 0.8%
Verizon Communications, Inc.	407,300		17,623,871
Wireless Telecommunication Services - 0.6%
Vodafone Group PLC sponsored ADR	493,600		12,433,784
TOTAL TELECOMMUNICATION SERVICES			30,057,655
UTILITIES - 1.2%
Electric Utilities - 1.1%
Duke Energy Corp.	70,099		4,472,316
FirstEnergy Corp.	316,800		13,229,568
NextEra Energy, Inc.	77,300		5,348,387
			23,050,271
Multi-Utilities - 0.1%
PG&E Corp.	72,500		2,913,050
TOTAL UTILITIES			25,963,321
TOTAL COMMON STOCKS (Cost $1,895,210,670)		2,082,498,495
Preferred Stocks - 0.2%
	Shares		Value
Convertible Preferred Stocks - 0.1%
INDUSTRIALS - 0.1%
Aerospace & Defense - 0.1%
United Technologies Corp. 7.50%	32,400		$ 1,805,004
Nonconvertible Preferred Stocks - 0.1%
CONSUMER DISCRETIONARY - 0.1%
Automobiles - 0.1%
Volkswagen AG	14,500		3,327,010
TOTAL PREFERRED STOCKS (Cost $4,353,318)		5,132,014
Money Market Funds - 1.1%

Fidelity Cash Central Fund, 0.18% (b) (Cost $23,617,422)	23,617,422		23,617,422
TOTAL INVESTMENT PORTFOLIO - 100.1% (Cost $1,923,181,410)			2,111,247,931
NET OTHER ASSETS (LIABILITIES) - (0.1)%			(2,800,194)
NET ASSETS - 100%		$ 2,108,447,737

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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	$ 25,141
Fidelity Securities Lending Cash Central Fund	10,371
Total	$ 35,512

Other Information

The following is a summary of the inputs used, as of December 31, 2012, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 252,167,476	$ 248,840,466	$ 3,327,010	$ -
Consumer Staples	217,854,782	208,358,347	9,496,435	-
Energy	266,349,614	263,739,224	2,610,390	-
Financials	387,389,579	376,752,654	10,636,925	-
Health Care	268,497,574	265,233,151	3,264,423	-
Industrials	193,544,105	193,544,105	-	-
Information Technology	408,178,284	405,385,733	2,792,551	-
Materials	37,628,119	27,245,670	10,382,449	-
Telecommunication Services	30,057,655	30,057,655	-	-
Utilities	25,963,321	25,963,321	-	-
Money Market Funds	23,617,422	23,617,422	-	-
Total Investments in Securities:	$ 2,111,247,931	$ 2,068,737,748	$ 42,510,183	$ -

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	December 31, 2012 (Unaudited)

Assets
Investment in securities, at value - See accompanying schedule: Unaffiliated issuers (cost $1,899,563,988)	$ 2,087,630,509
Fidelity Central Funds (cost $23,617,422)	23,617,422
Total Investments (cost $1,923,181,410)		$ 2,111,247,931
Foreign currency held at value (cost $1,033)		1,040
Receivable for investments sold		11,827,281
Receivable for fund shares sold		6,531,288
Dividends receivable		2,785,543
Distributions receivable from Fidelity Central Funds		7,158
Prepaid expenses		6,184
Other receivables		52,213
Total assets		2,132,458,638

Liabilities
Payable for investments purchased	$ 12,657,134
Payable for fund shares redeemed	10,097,825
Accrued management fee	792,160
Distribution and service plan fees payable	8,565
Other affiliated payables	412,519
Other payables and accrued expenses	42,698
Total liabilities		24,010,901

Net Assets		$ 2,108,447,737
Net Assets consist of:
Paid in capital		$ 2,012,526,102
Distributions in excess of net investment income		(413,817)
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(91,729,788)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		188,065,240
Net Assets		$ 2,108,447,737

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	December 31, 2012 (Unaudited)

Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($13,399,615 ÷ 1,132,767 shares)		$ 11.83

Maximum offering price per share (100/94.25 of $11.83)		$ 12.55
Class T: Net Asset Value and redemption price per share ($5,089,735 ÷ 429,706 shares)		$ 11.84

Maximum offering price per share (100/96.50 of $11.84)		$ 12.27
Class B: Net Asset Value and offering price per share($655,899 ÷ 55,547 shares)^A		$ 11.81

Class C: Net Asset Value and offering price per share ($4,299,703 ÷ 365,635 shares)^A		$ 11.76


Mega Cap Stock: Net Asset Value, offering price and redemption price per share ($1,775,217,859 ÷ 149,294,700 shares)		$ 11.89

Institutional Class: Net Asset Value, offering price and redemption price per share ($309,784,926 ÷ 26,129,284 shares)		$ 11.86

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

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

Semiannual Report

Statement of Operations

Six months ended December 31, 2012 (Unaudited)

Investment Income
Dividends		$ 23,024,455
Income from Fidelity Central Funds		35,512
Total income		23,059,967

Expenses
Management fee	$ 4,398,759
Transfer agent fees	2,048,390
Distribution and service plan fees	43,985
Accounting and security lending fees	293,454
Custodian fees and expenses	32,299
Independent trustees' compensation	6,128
Registration fees	65,517
Audit	28,150
Legal	6,640
Miscellaneous	5,232
Total expenses before reductions	6,928,554
Expense reductions	(45,420)	6,883,134
Net investment income (loss)		16,176,833
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	28,828,865
Foreign currency transactions	(27,841)
Total net realized gain (loss)		28,801,024
Change in net unrealized appreciation (depreciation) on: Investment securities	106,962,766
Assets and liabilities in foreign currencies	2,670
Total change in net unrealized appreciation (depreciation)		106,965,436
Net gain (loss)		135,766,460
Net increase (decrease) in net assets resulting from operations		$ 151,943,293

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended December 31, 2012 (Unaudited)	Year ended June 30, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 16,176,833	$ 17,903,977
Net realized gain (loss)	28,801,024	43,198,122
Change in net unrealized appreciation(depreciation)	106,965,436	29,098,949
Net increase (decrease) in net assets resulting from operations	151,943,293	90,201,048
Distributions to shareholders from net investmentincome	(27,575,493)	(11,753,098)
Share transactions - net increase (decrease)	506,733,530	468,368,181
Total increase (decrease) in net assets	631,101,330	546,816,131

Net Assets
Beginning of period	1,477,346,407	930,530,276
End of period (including distributions in excess of net investment income of $413,817 and undistributed net investment income of $10,984,843, respectively)	$ 2,108,447,737	$ 1,477,346,407

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

Semiannual Report

Financial Highlights - Class A

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 11.05	$ 10.37	$ 8.07	$ 7.20	$ 9.89	$ 10.61
Income from Investment Operations
Net investment income (loss) ^E	.08	.13	.07	.06	.10	.05
Net realized and unrealized gain (loss)	.84	.64	2.28	.92	(2.65)	(.77)
Total from investment operations	.92	.77	2.35	.98	(2.55)	(.72)
Distributions from net investment income	(.14)	(.09)	(.05)	(.11)	(.12)	-
Distributions from net realized gain	-	-	-	-	(.02)	-
Total distributions	(.14)	(.09)	(.05)	(.11)	(.14)	-
Net asset value, end of period	$ 11.83	$ 11.05	$ 10.37	$ 8.07	$ 7.20	$ 9.89
Total Return ^{B, C, D}	8.39%	7.57%	29.23%	13.65%	(25.98)%	(6.79)%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	1.00% ^A	1.02%	1.06%	1.10%	1.13%	1.02% ^A
Expenses net of fee waivers, if any	1.00% ^A	1.02%	1.06%	1.10%	1.13%	1.02% ^A
Expenses net of all reductions	.99% ^A	1.02%	1.06%	1.10%	1.13%	1.01% ^A
Net investment income (loss)	1.41% ^A	1.28%	.76%	.66%	1.44%	1.24% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 13,400	$ 8,527	$ 4,169	$ 2,238	$ 806	$ 106
Portfolio turnover rate ^G	26% ^A	57%	53%	97%	138%	97%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of 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 Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

^H For the period February 5, 2008 (commencement of sale of shares) to June 30, 2008.

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

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

Semiannual Report

Financial Highlights - Class T

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 11.05	$ 10.38	$ 8.07	$ 7.20	$ 9.88	$ 10.61
Income from InvestmentOperations
Net investment income (loss) ^E	.06	.10	.05	.03	.09	.04
Net realized and unrealized gain (loss)	.84	.64	2.29	.93	(2.67)	(.77)
Total from investment operations	.90	.74	2.34	.96	(2.58)	(.73)
Distributions from net investment income	(.11)	(.07)	(.03)	(.09)	(.08)	-
Distributions from net realized gain	-	-	-	-	(.02)	-
Total distributions	(.11)	(.07)	(.03)	(.09)	(.10)	-
Net asset value, end of period	$ 11.84	$ 11.05	$ 10.38	$ 8.07	$ 7.20	$ 9.88
Total Return ^{B, C, D}	8.18%	7.19%	29.08%	13.32%	(26.21)%	(6.88)%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	1.28% ^A	1.32%	1.32%	1.36%	1.36%	1.32% ^A
Expenses net of fee waivers, if any	1.28% ^A	1.32%	1.32%	1.36%	1.36%	1.32% ^A
Expenses net of all reductions	1.28% ^A	1.32%	1.32%	1.35%	1.36%	1.32% ^A
Net investment income (loss)	1.12% ^A	.98%	.50%	.41%	1.21%	.89% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 5,090	$ 2,293	$ 1,682	$ 1,073	$ 446	$ 136
Portfolio turnover rate ^G	26% ^A	57%	53%	97%	138%	97%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

^H For the period February 5, 2008 (commencement of sale of shares) to June 30, 2008.

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

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

Semiannual Report

Financial Highlights - Class B

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008 ^I
Selected Per-Share Data
Net asset value, beginning of period	$ 10.97	$ 10.30	$ 8.02	$ 7.19	$ 9.87	$ 10.61
Income from InvestmentOperations
Net investment income (loss) ^E	.03	.05	- ^K	(.01)	.05	.02
Net realized and unrealized gain (loss)	.85	.63	2.28	.92	(2.66)	(.76)
Total from investment operations	.88	.68	2.28	.91	(2.61)	(.74)
Distributions from net investment income	(.04)	(.01)	-	(.08)	(.05)	-
Distributions from net realized gain	-	-	-	-	(.02)	-
Total distributions	(.04)	(.01)	-	(.08)	(.07)	-
Net asset value, end of period	$ 11.81	$ 10.97	$ 10.30	$ 8.02	$ 7.19	$ 9.87
Total Return ^{B, C, D}	8.01%	6.62%	28.43%	12.60%	(26.56)%	(6.97)%
Ratios to Average Net Assets ^{F, J}
Expenses before reductions	1.80% ^A	1.82%	1.83%	1.88%	1.88%	1.73% ^A
Expenses net of fee waivers, if any	1.80% ^A	1.82%	1.83%	1.88%	1.88%	1.73% ^A
Expenses net of all reductions	1.80% ^A	1.81%	1.82%	1.88%	1.88%	1.73% ^A
Net investment income (loss)	.60% ^A	.49%	.00%^H	(.12)%	.68%	.52% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 656	$ 704	$ 764	$ 667	$ 263	$ 107
Portfolio turnover rate ^G	26% ^A	57%	53%	97%	138%	97%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

^H Amount represents less than .01%.

^I For the period February 5, 2008 (commencement of sale of shares) to June 30, 2008.

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

^K Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 10.93	$ 10.28	$ 8.01	$ 7.16	$ 9.87	$ 10.61
Income from Investment Operations
Net investment income (loss) ^E	.04	.05	- ^J	(.01)	.05	.02
Net realized and unrealized gain (loss)	.83	.64	2.27	.92	(2.66)	(.76)
Total from investment operations	.87	.69	2.27	.91	(2.61)	(.74)
Distributions from net investment income	(.04)	(.04)	-	(.06)	(.08)	-
Distributions from net realized gain	-	-	-	-	(.02)	-
Total distributions	(.04)	(.04)	-	(.06)	(.10)	-
Net asset value, end of period	$ 11.76	$ 10.93	$ 10.28	$ 8.01	$ 7.16	$ 9.87
Total Return ^{B, C, D}	7.95%	6.74%	28.34%	12.72%	(26.56)%	(6.97)%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	1.77% ^A	1.79%	1.81%	1.86%	1.88%	1.71% ^A
Expenses net of fee waivers, if any	1.77% ^A	1.79%	1.81%	1.86%	1.88%	1.71% ^A
Expenses net of all reductions	1.76% ^A	1.79%	1.81%	1.85%	1.88%	1.71% ^A
Net investment income (loss)	.63% ^A	.51%	.01%	(.10)%	.69%	.55% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 4,300	$ 2,845	$ 1,913	$ 807	$ 470	$ 98
Portfolio turnover rate ^G	26% ^A	57%	53%	97%	138%	97%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

^H For the period February 5, 2008 (commencement of sale of shares) to June 30, 2008.

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

^J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Mega Cap Stock

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.11	$ 10.43	$ 8.11	$ 7.23	$ 9.91	$ 12.06
Income from Investment Operations
Net investment income (loss) ^D	.10	.16	.10	.08	.13	.14
Net realized and unrealized gain (loss)	.85	.64	2.29	.93	(2.67)	(1.60)
Total from investment operations	.95	.80	2.39	1.01	(2.54)	(1.46)
Distributions from net investmentincome	(.17)	(.12)	(.07)	(.13)	(.12)	(.07)
Distributions from net realized gain	-	-	-	-	(.02)	(.62)
Total distributions	(.17)	(.12)	(.07)	(.13)	(.14)	(.69)
Net asset value, end of period	$ 11.89	$ 11.11	$ 10.43	$ 8.11	$ 7.23	$ 9.91
Total Return ^{B, C}	8.56%	7.83%	29.61%	13.93%	(25.77)%	(12.73)%
Ratios to Average Net Assets ^{E, G}
Expenses before reductions	.71% ^A	.76%	.79%	.81%	.79%	.75%
Expenses net of fee waivers, if any	.71% ^A	.76%	.79%	.80%	.78%	.74%
Expenses net of all reductions	.70% ^A	.75%	.78%	.79%	.78%	.74%
Net investment income (loss)	1.69% ^A	1.55%	1.04%	.96%	1.78%	1.28%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,775,218	$ 1,287,144	$ 785,233	$ 500,407	$ 253,164	$ 667,542
Portfolio turnover rate ^F	26% ^A	57%	53%	97%	138%	97%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008 ^G
Selected Per-Share Data
Net asset value, beginning of period	$ 11.08	$ 10.40	$ 8.09	$ 7.22	$ 9.91	$ 10.61
Income from Investment Operations
Net investment income (loss) ^D	.10	.16	.10	.08	.13	.07
Net realized and unrealized gain (loss)	.85	.63	2.30	.92	(2.67)	(.77)
Total from investment operations	.95	.79	2.40	1.00	(2.54)	(.70)
Distributions from net investment income	(.17)	(.11)	(.09)	(.13)	(.13)	-
Distributions from net realized gain	-	-	-	-	(.02)	-
Total distributions	(.17)	(.11)	(.09)	(.13)	(.15)	-
Net asset value, end of period	$ 11.86	$ 11.08	$ 10.40	$ 8.09	$ 7.22	$ 9.91
Total Return ^{B, C}	8.58%	7.77%	29.74%	13.89%	(25.81)%	(6.60)%
Ratios to Average Net Assets ^E,H
Expenses before reductions	.75% ^A	.78%	.79%	.88%	.77%	.70% ^A
Expenses net of fee waivers, if any	.75% ^A	.78%	.79%	.88%	.77%	.70% ^A
Expenses net of all reductions	.74% ^A	.77%	.78%	.87%	.77%	.70% ^A
Net investment income (loss)	1.65% ^A	1.53%	1.04%	.88%	1.79%	1.57% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 309,785	$ 175,833	$ 136,768	$ 1,568	$ 515	$ 93
Portfolio turnover rate ^F	26% ^A	57%	53%	97%	138%	97%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

^G For the period February 5, 2008 (commencement of sale of shares) to June 30, 2008.

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

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

Semiannual Report

Notes to Financial Statements

For the period ended December 31, 2012 (Unaudited)

1. Organization.

Fidelity® Mega Cap Stock Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. 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 offers Class A, Class T, Class C, Mega Cap Stock, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 FMR.

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 are available on the SEC website or upon request.

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

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. In accordance with valuation policies and procedures approved by the Board of Trustees (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 rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's 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 is responsible for approving and reporting to the Board all fair value determinations.

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 significant 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 are used and are categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

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 December 31, 2012, is included at the end of the Fund's Schedule of Investments.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Semiannual Report

3. Significant Accounting Policies - continued

Expenses. 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.

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 income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to foreign currency transactions, market discount, futures transactions, equity-debt classifications, capital loss carryforwards, and losses deferred due to wash sales.

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

Gross unrealized appreciation	$ 224,061,201
Gross unrealized depreciation	(42,793,431)
Net unrealized appreciation (depreciation) on securities and other investments	$ 181,267,770

Tax cost	$ 1,929,980,161

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

unlimited period and such capital losses are required to be used prior to any losses that expire. At June 30, 2012, capital loss carryforwards were as follows:

Fiscal year of expiration
2017	$ (3,091,486)
2018	(109,353,222)
Total capital loss carryforward	$ (112,444,708)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $727,046,610 and $247,233,949, respectively.

5. Fees and Other Transactions with Affiliates.

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 FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 13,508	$ 272
Class T	.25%	.25%	9,224	-
Class B	.75%	.25%	3,554	2,666
Class C	.75%	.25%	17,699	6,562
			$ 43,985	$ 9,500

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 8,445
Class T	868
Class B*	218
Class C*	496
	$ 10,027

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. 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 Average Net Assets*
Class A	$ 13,124	.24
Class T	5,162	.28
Class B	1,068	.30
Class C	4,653	.26
Mega Cap Stock	1,679,362	.21
Institutional Class	345,021	.25
	$ 2,048,390

* Annualized

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees - continued

administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $16,707 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR 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 $2,016 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings 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. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. At period end, there were no security loans outstanding. 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 $10,371. During the period, there were no securities loaned to FCM.

Semiannual Report

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $45,405 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $15.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended December 31, 2012	Year ended June 30, 2012
From net investment income
Class A	$ 137,534	$ 41,978
Class T	36,494	11,957
Class B	2,304	701
Class C	13,133	10,116
Mega Cap Stock	23,359,423	10,229,962
Institutional Class	4,026,605	1,458,384
Total	$ 27,575,493	$ 11,753,098

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended December 31, 2012	Year ended June 30, 2012	Six months ended December 31, 2012	Year ended June 30, 2012
Class A
Shares sold	484,461	486,313	$ 5,672,260	$ 5,118,655
Reinvestment of distributions	11,084	3,634	127,952	35,610
Shares redeemed	(134,571)	(120,131)	(1,568,852)	(1,250,294)
Net increase (decrease)	360,974	369,816	$ 4,231,360	$ 3,903,971
Class T
Shares sold	261,293	105,560	$ 3,063,989	$ 1,103,327
Reinvestment of distributions	3,084	1,213	35,829	11,925
Shares redeemed	(42,256)	(61,297)	(497,638)	(633,953)
Net increase (decrease)	222,121	45,476	$ 2,602,180	$ 481,299

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Notes to Financial Statements (Unaudited) - continued

10. Share Transactions - continued

	Shares		Dollars
	Six months ended December 31, 2012	Year ended June 30, 2012	Six months ended December 31, 2012	Year ended June 30, 2012
Class B
Shares sold	3,845	9,865	$ 45,941	$ 101,146
Reinvestment of distributions	196	69	2,261	689
Shares redeemed	(12,616)	(20,058)	(147,406)	(199,056)
Net increase (decrease)	(8,575)	(10,124)	$ (99,204)	$ (97,221)
Class C
Shares sold	155,422	229,191	$ 1,808,220	$ 2,376,452
Reinvestment of distributions	988	856	11,494	8,451
Shares redeemed	(51,188)	(155,763)	(593,856)	(1,568,860)
Net increase (decrease)	105,222	74,284	$ 1,225,858	$ 816,043
Mega Cap Stock
Shares sold	47,376,825	74,953,852	$ 545,879,670	$ 795,313,856
Reinvestment of distributions	1,836,891	965,264	21,294,765	9,476,451
Shares redeemed	(15,762,374)	(35,350,283)	(184,312,176)	(369,162,567)
Net increase (decrease)	33,451,342	40,568,833	$ 382,862,259	$ 435,627,740
Institutional Class
Shares sold	10,885,901	7,943,118	$ 123,237,266	$ 80,524,837
Reinvestment of distributions	338,467	144,898	3,911,623	1,415,456
Shares redeemed	(962,943)	(5,373,433)	(11,237,812)	(54,303,944)
Net increase (decrease)	10,261,425	2,714,583	$ 115,911,077	$ 27,636,349

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.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Mega Cap Stock Fund

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

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

At its July 2012 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale exist and would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

Semiannual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

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

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

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and support of the senior management team that oversees asset management; (ii) persisting in efforts to enhance Fidelity's research capabilities, in particular, international research; (iii) launching new funds and making other enhancements to meet client needs for global and income-oriented solutions; (iv) continuing to launch dedicated lower cost underlying funds to meet investment management's portfolio construction needs related to expanding underlying fund options, specifically for the Freedom Fund product lines; (v) adopting a "Stock Selector" sector neutral investment approach and employing a team of portfolio managers who are sector specialists to manage certain funds; (vi) rationalizing product lines and gaining increased efficiencies through the mergers of several funds into other funds; (vii) strengthening the Spartan Index Fund product line by adding new funds and/or new low-cost institutional share classes, restructuring fund expenses to accommodate new classes, and reducing investment minimums for certain classes of shares; (viii) modifying the eligibility criteria for Institutional Class shares to increase their appeal to government entities and charitable investors; and (ix) reducing certain transfer agent fee rates.

Semiannual Report

Fidelity Mega Cap Stock Fund

agi519606

The Board noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

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

Competitiveness of Management Fee and Total Expense Ratio. The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Mega Cap Stock Fund

agi519608

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2011.

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

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

Semiannual Report

The Board noted that the total expense ratio of each of Class A, Class B, Class C, Institutional Class, and the retail class ranked below its competitive median for 2011 and the total expense ratio of Class T ranked above its competitive median for 2011. The Board considered that various factors, including 12b-1 fees, positive or negative performance adjustments, and relatively higher other expenses in the case of small fund size, can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. The Board noted the findings of the 2010 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

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

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

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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

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

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

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions. The Board also noted that in 2009, it and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

Semiannual Report

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

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) the potential to further rationalize the Fidelity fund lineup with the possibility of achieving savings for the funds and Fidelity; (iii) Fidelity's compensation structure for portfolio managers and other key investment personnel; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) the realization of fall-out benefits in certain Fidelity business units; (vi) Fidelity's group fee structures, the potential impact of regulatory changes on such structures, and the rationale for the individual fee rates of certain funds; (vii) fund profitability methodology, including Fidelity's cost allocation methodology, and the impact of certain factors on fund profitability results; (viii) trends regarding industry use of performance fee structures and the possibility of implementing performance fee structures for additional funds; and (ix) the impact of net redemptions from the Fidelity funds.

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 advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

AGII-USAN-0213
1.855229.105

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor®

Mega Cap Stock

Fund - Institutional Class

Semiannual Report

December 31, 2012

(Fidelity Cover Art)

Institutional Class
is a class of Fidelity®
Mega Cap Stock Fund

Shareholder Expense Example	(Click Here)	An example of shareholder expenses.
Investment Changes	(Click Here)	A summary of major shifts in the fund's investments over the past six months.
Investments	(Click Here)	A complete list of the fund's investments with their market values.
Financial Statements	(Click Here)	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	(Click Here)	Notes to the financial statements.
Board Approval of Investment Advisory Contracts and Management Fees	(Click Here)

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.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2012 to December 31, 2012).

Actual Expenses

Hypothetical Example for Comparison Purposes

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio	Beginning Account Value July 1, 2012	Ending Account Value December 31, 2012	Expenses Paid During Period* July 1, 2012 to December 31, 2012
Class A	1.00%
Actual		$ 1,000.00	$ 1,083.90	$ 5.25
Hypothetical^A		$ 1,000.00	$ 1,020.16	$ 5.09
Class T	1.28%
Actual		$ 1,000.00	$ 1,081.80	$ 6.72
Hypothetical^A		$ 1,000.00	$ 1,018.75	$ 6.51
Class B	1.80%
Actual		$ 1,000.00	$ 1,080.10	$ 9.44
Hypothetical^A		$ 1,000.00	$ 1,016.13	$ 9.15
Class C	1.77%
Actual		$ 1,000.00	$ 1,079.50	$ 9.28
Hypothetical^A		$ 1,000.00	$ 1,016.28	$ 9.00
Mega Cap Stock	.71%
Actual		$ 1,000.00	$ 1,085.60	$ 3.73
Hypothetical^A		$ 1,000.00	$ 1,021.63	$ 3.62
Institutional Class	.75%
Actual		$ 1,000.00	$ 1,085.80	$ 3.94
Hypothetical^A		$ 1,000.00	$ 1,021.42	$ 3.82

^A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2012
	% of fund's net assets	% of fund's net assets 6 months ago
Apple, Inc.	5.0	6.1
JPMorgan Chase & Co.	4.2	3.9
Wells Fargo & Co.	3.5	4.2
General Electric Co.	3.1	3.0
Chevron Corp.	2.7	3.1
Google, Inc. Class A	2.5	2.3
Exxon Mobil Corp.	2.4	3.3
Microsoft Corp.	2.4	2.7
Citigroup, Inc.	2.2	1.5
Procter & Gamble Co.	2.2	2.4
	30.2
Top Five Market Sectors as of December 31, 2012
	% of fund's net assets	% of fund's net assets 6 months ago
Information Technology	19.4	20.9
Financials	18.4	15.5
Health Care	12.8	13.0
Energy	12.6	14.0
Consumer Discretionary	11.9	12.6

Asset Allocation (% of fund's net assets)
As of December 31, 2012*			As of June 30, 2012**
	Stocks 98.9%			Stocks 99.5%
	Convertible Securities 0.1%			Convertible Securities 0.1%
	Short-Term Investments and Net Other Assets (Liabilities) 1.0%			Short-Term Investments and Net Other Assets (Liabilities) 0.4%
* Foreign investments		8.0%	** Foreign investments		9.7%

iii567636

Semiannual Report

Investments December 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%
	Shares		Value
CONSUMER DISCRETIONARY - 11.8%
Auto Components - 0.5%
Johnson Controls, Inc.	340,800		$ 10,462,560
Automobiles - 0.5%
Ford Motor Co.	880,000		11,396,000
Hotels, Restaurants & Leisure - 0.9%
McDonald's Corp.	164,500		14,510,545
Yum! Brands, Inc.	69,700		4,628,080
			19,138,625
Internet & Catalog Retail - 0.2%
Priceline.com, Inc. (a)	5,100		3,168,120
Media - 5.8%
Comcast Corp. Class A (special) (non-vtg.)	1,269,800		45,649,310
News Corp. Class A	280,200		7,156,308
The Walt Disney Co.	272,100		13,547,859
Thomson Reuters Corp.	127,500		3,689,002
Time Warner Cable, Inc.	61,600		5,986,904
Time Warner, Inc.	733,400		35,078,522
Viacom, Inc. Class B (non-vtg.)	220,300		11,618,622
			122,726,527
Multiline Retail - 1.6%
Target Corp.	566,300		33,507,971
Specialty Retail - 2.3%
Home Depot, Inc.	156,700		9,691,895
Lowe's Companies, Inc.	1,090,900		38,748,768
			48,440,663
TOTAL CONSUMER DISCRETIONARY			248,840,466
CONSUMER STAPLES - 10.3%
Beverages - 2.6%
PepsiCo, Inc.	343,000		23,471,490
The Coca-Cola Co.	882,800		32,001,500
			55,472,990
Food & Staples Retailing - 2.1%
CVS Caremark Corp.	301,400		14,572,690
Walgreen Co.	807,400		29,881,874
			44,454,564
Common Stocks - continued
	Shares		Value
CONSUMER STAPLES - continued
Food Products - 1.1%
Danone SA	111,900		$ 7,395,384
Kellogg Co.	294,200		16,431,070
			23,826,454
Household Products - 3.3%
Colgate-Palmolive Co.	10,900		1,139,486
Kimberly-Clark Corp.	253,000		21,360,790
Procter & Gamble Co.	693,200		47,061,348
			69,561,624
Personal Products - 0.1%
L'Oreal SA	15,100		2,101,051
Tobacco - 1.1%
British American Tobacco PLC sponsored ADR	165,000		16,706,250
Philip Morris International, Inc.	68,530		5,731,849
			22,438,099
TOTAL CONSUMER STAPLES			217,854,782
ENERGY - 12.6%
Energy Equipment & Services - 2.1%
Halliburton Co.	574,500		19,929,405
National Oilwell Varco, Inc.	106,600		7,286,110
Schlumberger Ltd.	241,900		16,761,251
			43,976,766
Oil, Gas & Consumable Fuels - 10.5%
Apache Corp.	174,905		13,730,043
BG Group PLC	156,500		2,610,390
BP PLC sponsored ADR	239,600		9,976,944
Canadian Natural Resources Ltd.	363,100		10,454,593
Chevron Corp.	525,100		56,784,314
Exxon Mobil Corp.	584,571		50,594,620
Occidental Petroleum Corp.	327,500		25,089,775
Royal Dutch Shell PLC Class A sponsored ADR	333,206		22,974,554
Suncor Energy, Inc.	640,900		21,075,539
The Williams Companies, Inc.	277,400		9,082,076
			222,372,848
TOTAL ENERGY			266,349,614
Common Stocks - continued
	Shares		Value
FINANCIALS - 18.4%
Capital Markets - 3.1%
BlackRock, Inc. Class A	46,800		$ 9,674,028
Charles Schwab Corp.	1,395,200		20,035,072
Morgan Stanley	1,492,400		28,534,688
State Street Corp.	36,100		1,697,061
UBS AG	253,700		3,970,121
			63,910,970
Commercial Banks - 5.2%
PNC Financial Services Group, Inc.	172,400		10,052,644
Standard Chartered PLC (United Kingdom)	257,607		6,666,804
U.S. Bancorp	601,100		19,199,134
Wells Fargo & Co.	2,164,030		73,966,545
			109,885,127
Diversified Financial Services - 8.2%
Bank of America Corp.	2,663,000		30,890,800
Citigroup, Inc.	1,193,870		47,229,497
CME Group, Inc.	117,500		5,958,425
JPMorgan Chase & Co.	2,025,300		89,052,441
			173,131,163
Insurance - 1.9%
AFLAC, Inc.	108,500		5,763,520
American International Group, Inc. (a)	158,300		5,587,990
MetLife, Inc.	712,300		23,463,162
Prudential Financial, Inc.	105,900		5,647,647
			40,462,319
TOTAL FINANCIALS			387,389,579
HEALTH CARE - 12.8%
Biotechnology - 0.9%
Amgen, Inc.	212,890		18,376,665
Health Care Equipment & Supplies - 0.7%
Baxter International, Inc.	121,700		8,112,522
Stryker Corp.	112,200		6,150,804
			14,263,326
Health Care Providers & Services - 3.5%
Aetna, Inc.	309,500		14,329,850
Cardinal Health, Inc.	99,500		4,097,410
McKesson Corp.	269,900		26,169,504
Common Stocks - continued
	Shares		Value
HEALTH CARE - continued
Health Care Providers & Services - continued
UnitedHealth Group, Inc.	149,900		$ 8,130,576
WellPoint, Inc.	351,600		21,419,472
			74,146,812
Life Sciences Tools & Services - 0.4%
Thermo Fisher Scientific, Inc.	123,300		7,864,074
Pharmaceuticals - 7.3%
Abbott Laboratories	280,200		18,353,100
Eli Lilly & Co.	300,900		14,840,388
GlaxoSmithKline PLC sponsored ADR	225,200		9,789,444
Johnson & Johnson	576,800		40,433,680
Merck & Co., Inc.	1,100,700		45,062,658
Pfizer, Inc.	881,300		22,103,004
Sanofi SA	34,424		3,264,423
			153,846,697
TOTAL HEALTH CARE			268,497,574
INDUSTRIALS - 9.1%
Aerospace & Defense - 2.6%
Honeywell International, Inc.	140,200		8,898,494
Precision Castparts Corp.	11,300		2,140,446
Raytheon Co.	179,000		10,303,240
The Boeing Co.	225,400		16,986,144
United Technologies Corp.	205,400		16,844,854
			55,173,178
Air Freight & Logistics - 1.4%
United Parcel Service, Inc. Class B	403,400		29,742,682
Electrical Equipment - 0.3%
Emerson Electric Co.	136,200		7,213,152
Industrial Conglomerates - 3.6%
Danaher Corp.	164,100		9,173,190
General Electric Co.	3,145,500		66,024,045
			75,197,235
Machinery - 0.6%
Cummins, Inc.	33,700		3,651,395
Illinois Tool Works, Inc.	139,100		8,458,671
			12,110,066
Common Stocks - continued
	Shares		Value
INDUSTRIALS - continued
Road & Rail - 0.6%
Norfolk Southern Corp.	54,400		$ 3,364,096
Union Pacific Corp.	71,100		8,938,692
			12,302,788
TOTAL INDUSTRIALS			191,739,101
INFORMATION TECHNOLOGY - 19.4%
Communications Equipment - 2.5%
Cisco Systems, Inc.	1,782,500		35,026,125
QUALCOMM, Inc.	303,900		18,847,878
			53,874,003
Computers & Peripherals - 5.7%
Apple, Inc.	198,201		105,647,079
Dell, Inc.	447,300		4,531,149
EMC Corp. (a)	372,300		9,419,190
			119,597,418
Internet Software & Services - 2.5%
Google, Inc. Class A (a)	74,750		53,025,408
IT Services - 4.2%
Accenture PLC Class A	40,500		2,693,250
Automatic Data Processing, Inc.	25,900		1,476,559
Cognizant Technology Solutions Corp. Class A (a)	242,300		17,942,315
IBM Corp.	89,800		17,201,190
MasterCard, Inc. Class A	54,900		26,971,272
Visa, Inc. Class A	140,800		21,342,464
			87,627,050
Semiconductors & Semiconductor Equipment - 0.4%
Broadcom Corp. Class A	161,200		5,353,452
Samsung Electronics Co. Ltd.	1,931		2,792,551
			8,146,003
Software - 4.1%
Adobe Systems, Inc. (a)	140,900		5,309,112
Microsoft Corp.	1,875,600		50,134,788
Oracle Corp.	563,200		18,765,824
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
Software - continued
salesforce.com, Inc. (a)	32,800		$ 5,513,680
VMware, Inc. Class A (a)	65,700		6,184,998
			85,908,402
TOTAL INFORMATION TECHNOLOGY			408,178,284
MATERIALS - 1.8%
Chemicals - 1.8%
Air Products & Chemicals, Inc.	100,000		8,402,000
E.I. du Pont de Nemours & Co.	222,900		10,023,813
Monsanto Co.	28,100		2,659,665
Syngenta AG (Switzerland)	25,700		10,382,449
The Dow Chemical Co.	190,600		6,160,192
			37,628,119
TELECOMMUNICATION SERVICES - 1.4%
Diversified Telecommunication Services - 0.8%
Verizon Communications, Inc.	407,300		17,623,871
Wireless Telecommunication Services - 0.6%
Vodafone Group PLC sponsored ADR	493,600		12,433,784
TOTAL TELECOMMUNICATION SERVICES			30,057,655
UTILITIES - 1.2%
Electric Utilities - 1.1%
Duke Energy Corp.	70,099		4,472,316
FirstEnergy Corp.	316,800		13,229,568
NextEra Energy, Inc.	77,300		5,348,387
			23,050,271
Multi-Utilities - 0.1%
PG&E Corp.	72,500		2,913,050
TOTAL UTILITIES			25,963,321
TOTAL COMMON STOCKS (Cost $1,895,210,670)		2,082,498,495
Preferred Stocks - 0.2%
	Shares		Value
Convertible Preferred Stocks - 0.1%
INDUSTRIALS - 0.1%
Aerospace & Defense - 0.1%
United Technologies Corp. 7.50%	32,400		$ 1,805,004
Nonconvertible Preferred Stocks - 0.1%
CONSUMER DISCRETIONARY - 0.1%
Automobiles - 0.1%
Volkswagen AG	14,500		3,327,010
TOTAL PREFERRED STOCKS (Cost $4,353,318)		5,132,014
Money Market Funds - 1.1%

Fidelity Cash Central Fund, 0.18% (b) (Cost $23,617,422)	23,617,422		23,617,422
TOTAL INVESTMENT PORTFOLIO - 100.1% (Cost $1,923,181,410)			2,111,247,931
NET OTHER ASSETS (LIABILITIES) - (0.1)%			(2,800,194)
NET ASSETS - 100%		$ 2,108,447,737

Legend

(a) Non-income producing

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	$ 25,141
Fidelity Securities Lending Cash Central Fund	10,371
Total	$ 35,512

Other Information

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 252,167,476	$ 248,840,466	$ 3,327,010	$ -
Consumer Staples	217,854,782	208,358,347	9,496,435	-
Energy	266,349,614	263,739,224	2,610,390	-
Financials	387,389,579	376,752,654	10,636,925	-
Health Care	268,497,574	265,233,151	3,264,423	-
Industrials	193,544,105	193,544,105	-	-
Information Technology	408,178,284	405,385,733	2,792,551	-
Materials	37,628,119	27,245,670	10,382,449	-
Telecommunication Services	30,057,655	30,057,655	-	-
Utilities	25,963,321	25,963,321	-	-
Money Market Funds	23,617,422	23,617,422	-	-
Total Investments in Securities:	$ 2,111,247,931	$ 2,068,737,748	$ 42,510,183	$ -

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	December 31, 2012 (Unaudited)

Assets
Investment in securities, at value - See accompanying schedule: Unaffiliated issuers (cost $1,899,563,988)	$ 2,087,630,509
Fidelity Central Funds (cost $23,617,422)	23,617,422
Total Investments (cost $1,923,181,410)		$ 2,111,247,931
Foreign currency held at value (cost $1,033)		1,040
Receivable for investments sold		11,827,281
Receivable for fund shares sold		6,531,288
Dividends receivable		2,785,543
Distributions receivable from Fidelity Central Funds		7,158
Prepaid expenses		6,184
Other receivables		52,213
Total assets		2,132,458,638

Liabilities
Payable for investments purchased	$ 12,657,134
Payable for fund shares redeemed	10,097,825
Accrued management fee	792,160
Distribution and service plan fees payable	8,565
Other affiliated payables	412,519
Other payables and accrued expenses	42,698
Total liabilities		24,010,901

Net Assets		$ 2,108,447,737
Net Assets consist of:
Paid in capital		$ 2,012,526,102
Distributions in excess of net investment income		(413,817)
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(91,729,788)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		188,065,240
Net Assets		$ 2,108,447,737

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	December 31, 2012 (Unaudited)

Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($13,399,615 ÷ 1,132,767 shares)		$ 11.83

Maximum offering price per share (100/94.25 of $11.83)		$ 12.55
Class T: Net Asset Value and redemption price per share ($5,089,735 ÷ 429,706 shares)		$ 11.84

Maximum offering price per share (100/96.50 of $11.84)		$ 12.27
Class B: Net Asset Value and offering price per share($655,899 ÷ 55,547 shares)^A		$ 11.81

Class C: Net Asset Value and offering price per share ($4,299,703 ÷ 365,635 shares)^A		$ 11.76


Mega Cap Stock: Net Asset Value, offering price and redemption price per share ($1,775,217,859 ÷ 149,294,700 shares)		$ 11.89

Institutional Class: Net Asset Value, offering price and redemption price per share ($309,784,926 ÷ 26,129,284 shares)		$ 11.86

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

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

Semiannual Report

Statement of Operations

Six months ended December 31, 2012 (Unaudited)

Investment Income
Dividends		$ 23,024,455
Income from Fidelity Central Funds		35,512
Total income		23,059,967

Expenses
Management fee	$ 4,398,759
Transfer agent fees	2,048,390
Distribution and service plan fees	43,985
Accounting and security lending fees	293,454
Custodian fees and expenses	32,299
Independent trustees' compensation	6,128
Registration fees	65,517
Audit	28,150
Legal	6,640
Miscellaneous	5,232
Total expenses before reductions	6,928,554
Expense reductions	(45,420)	6,883,134
Net investment income (loss)		16,176,833
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	28,828,865
Foreign currency transactions	(27,841)
Total net realized gain (loss)		28,801,024
Change in net unrealized appreciation (depreciation) on: Investment securities	106,962,766
Assets and liabilities in foreign currencies	2,670
Total change in net unrealized appreciation (depreciation)		106,965,436
Net gain (loss)		135,766,460
Net increase (decrease) in net assets resulting from operations		$ 151,943,293

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended December 31, 2012 (Unaudited)	Year ended June 30, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 16,176,833	$ 17,903,977
Net realized gain (loss)	28,801,024	43,198,122
Change in net unrealized appreciation(depreciation)	106,965,436	29,098,949
Net increase (decrease) in net assets resulting from operations	151,943,293	90,201,048
Distributions to shareholders from net investmentincome	(27,575,493)	(11,753,098)
Share transactions - net increase (decrease)	506,733,530	468,368,181
Total increase (decrease) in net assets	631,101,330	546,816,131

Net Assets
Beginning of period	1,477,346,407	930,530,276
End of period (including distributions in excess of net investment income of $413,817 and undistributed net investment income of $10,984,843, respectively)	$ 2,108,447,737	$ 1,477,346,407

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

Semiannual Report

Financial Highlights - Class A

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 11.05	$ 10.37	$ 8.07	$ 7.20	$ 9.89	$ 10.61
Income from Investment Operations
Net investment income (loss) ^E	.08	.13	.07	.06	.10	.05
Net realized and unrealized gain (loss)	.84	.64	2.28	.92	(2.65)	(.77)
Total from investment operations	.92	.77	2.35	.98	(2.55)	(.72)
Distributions from net investment income	(.14)	(.09)	(.05)	(.11)	(.12)	-
Distributions from net realized gain	-	-	-	-	(.02)	-
Total distributions	(.14)	(.09)	(.05)	(.11)	(.14)	-
Net asset value, end of period	$ 11.83	$ 11.05	$ 10.37	$ 8.07	$ 7.20	$ 9.89
Total Return ^{B, C, D}	8.39%	7.57%	29.23%	13.65%	(25.98)%	(6.79)%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	1.00% ^A	1.02%	1.06%	1.10%	1.13%	1.02% ^A
Expenses net of fee waivers, if any	1.00% ^A	1.02%	1.06%	1.10%	1.13%	1.02% ^A
Expenses net of all reductions	.99% ^A	1.02%	1.06%	1.10%	1.13%	1.01% ^A
Net investment income (loss)	1.41% ^A	1.28%	.76%	.66%	1.44%	1.24% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 13,400	$ 8,527	$ 4,169	$ 2,238	$ 806	$ 106
Portfolio turnover rate ^G	26% ^A	57%	53%	97%	138%	97%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

^H For the period February 5, 2008 (commencement of sale of shares) to June 30, 2008.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended December 31, 2012	Years ended June 30,
	(Unaudited)	2012	2011	2010	2009	2008 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 11.05	$ 10.38	$ 8.07	$ 7.20	$ 9.88	$ 10.61
Income from InvestmentOperations
Net investment income (loss) ^E	.06	.10	.05	.03	.09	.04
Net realized and unrealized gain (loss)	.84	.64	2.29	.93	(2.67)	(.77)
Total from investment operations	.90	.74	2.34	.96	(2.58)	(.73)
Distributions from net investment income	(.11)	(.07)	(.03)	(.09)	(.08)	-
Distributions from net realized gain	-	-	-	-	(.02)	-
Total distributions	(.11)	(.07)	(.03)	(.09)	(.10)	-
Net asset value, end of period	$ 11.84	$ 11.05	$ 10.38	$ 8.07	$ 7.20	$ 9.88
Total Return ^{B, C, D}	8.18%	7.19%	29.08%	13.32%	(26.21)%	(6.88)%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	1.28% ^A	1.32%	1.32%	1.36%	1.36%	1.32% ^A
Expenses net of fee waivers, if any	1.28% ^A	1.32%	1.32%	1.36%	1.36%	1.32% ^A
Expenses net of all reductions	1.28% ^A	1.32%	1.32%	1.35%	1.36%	1.32% ^A
Net investment income (loss)	1.12% ^A	.98%	.50%	.41%	1.21%	.89% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 5,090	$ 2,293	$ 1,682	$ 1,073	$ 446	$ 136
Portfolio turnover rate ^G	26% ^A	57%	53%	97%	138%	97%