N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-3587

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

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

November 30

Date of reporting period:

May 31, 2003

Item 1. Reports to Stockholders

Fidelity®

Convertible Securities

Fund

Semiannual Report

May 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

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.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

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.

Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.

Neither the fund nor Fidelity Distributors Corporation is a bank.

For more information on any Fidelity fund, including charges and expenses, call 1-800-544-6666 for a free prospectus. Read it carefully before you invest or send money.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

This shareholder update and report on the performance of your fund is among the first to be produced under the new Sarbanes-Oxley Public Company Accounting and Investor Protection Act of 2002. This act requires that public companies certify, under penalty of law, the financial information they report to shareholders. It was adopted by Congress in reaction to several incidents of corporate malfeasance that brought the integrity of management of some publicly traded companies into question.

After the act was signed into law, the Securities and Exchange Commission interpreted it as applying to mutual funds as well as public companies. Thus, every mutual fund now is required to certify that the financial information provided in annual and semiannual reports to shareholders fully and fairly presents its financial position.

There is little doubt that the intent of Congress and regulators in this matter is a noble one - to improve the accuracy and accountability of financial reporting to investors by corporate America. We in no way condone any of the activities that brought about these requirements, and we welcome any and every reasonable proposal to strengthen investor protection and information disclosure.

That said, we are proud that mutual funds have always provided full and fair disclosure. Governed by the Investment Company Act of 1940 - and monitored and regulated by federal and state agencies, industry oversight associations, and independent directors - mutual funds are among the most transparent of all financial products. For example, the prices of mutual fund shares are established and published every business day, and the majority of members of the Board of Trustees that oversees our funds are not affiliated with the business of Fidelity. The disclosure standards of mutual funds actually have become models for governance and transparency across corporate America.

We are, of course, complying in full with the letter of this new requirement and hope that any future efforts by Congress to reassure investors about the honesty of corporate America will focus on practical and substantive solutions of genuine value to shareholders.

This sort of careful consideration was evident as Congress deliberated President Bush's tax cut package this spring, then enacted legislation that contains a variety of benefits for American families, investors and businesses. Although the final bill did not completely eliminate the tax that individual investors pay when they receive dividends from companies, it still will benefit American investors, and we applaud it in the spirit of compromise that marked the debate in Congress.

At Fidelity, we are committed to acting at all times in accordance with the highest standards of integrity and in the best interests of our fund shareholders. We are proud of the amount of information we provide to those who invest in our funds and pleased to continue that level of communication with you in these reports.

Semiannual Report

President's Message - continued

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Top Ten Investments as of May 31, 2003

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

EVI, Inc. $2.50

3.1

3.4

Tyco International Ltd. liquid yield option note
0% 11/17/20

3.0

2.6

Amazon.com, Inc. 4.75% 2/1/09

3.0

1.0

Tyco International Group SA 3.125% 1/15/23

2.6

0.0

Sanmina-SCI Corp. 4.25% 5/1/04

2.5

0.0

Liberty Media Corp. 3.25% 3/15/31

2.3

0.9

Baxter International, Inc. $3.50

1.9

0.0

CIENA Corp. 3.75% 2/1/08

1.6

0.0

Northrop Grumman Corp. $7.25

1.5

1.7

Devon Energy Corp. 0% 6/27/20

1.4

0.0

22.9

Top Five Market Sectors as of May 31, 2003

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

19.8

15.9

Consumer Discretionary

15.1

12.7

Health Care

13.6

18.9

Financials

12.3

16.3

Industrials

10.5

12.5

Asset Allocation (% of fund's net assets)

As of May 31, 2003 *

As of November 30, 2002 **

Convertible
Securities 84.3%

Convertible
Securities 82.8%

Stocks 11.4%

Stocks 15.5%

Nonconvertible
Bonds 2.7%

Nonconvertible
Bonds 0.7%

Short-Term
Investments and
Net Other Assets 1.6%

Short-Term
Investments and
Net Other Assets 1.0%

* Foreign
investments

12.2%

** Foreign
investments

7.5%

Semiannual Report

Investments May 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 58.5%

Principal Amount (000s)

Value (Note 1) (000s)

Convertible Bonds - 55.8%

CONSUMER DISCRETIONARY - 9.1%

Hotels, Restaurants & Leisure - 0.3%

Starwood Hotels & Resorts Worldwide, Inc.:

0% 5/25/21 (f)

$ 5,400

$ 3,008

0% 5/25/21

3,000

1,671

4,679

Household Durables - 0.8%

Lennar Corp. 0% 4/4/21

24,000

13,350

Internet & Catalog Retail - 3.3%

Amazon.com, Inc. 4.75% 2/1/09

51,050

48,498

School Specialty, Inc. 6% 8/1/08

5,000

5,173

53,671

Media - 4.1%

Adelphia Communications Corp. 3.25% 5/1/21 (c)

20,000

2,100

Interpublic Group of Companies, Inc.:

1.8% 9/16/04

9,600

9,228

1.87% 6/1/06

11,800

10,280

4.5% 3/15/23 (f)

3,600

5,220

Lamar Advertising Co. 5.25% 9/15/06

1,000

1,019

Liberty Media Corp.:

3.25% 3/15/31

34,100

36,959

(Viacom, Inc. Class B (non-vtg.)) 3.25% 3/15/31 (f)

1,600

1,734

66,540

Specialty Retail - 0.6%

Sonic Automotive, Inc. 5.25% 5/7/09

10,425

9,519

TOTAL CONSUMER DISCRETIONARY

147,759

CONSUMER STAPLES - 0.9%

Food & Staples Retailing - 0.9%

Duane Reade, Inc. 2.1478% 4/16/22 (e)

2,400

1,223

Koninklijke Ahold NV 3% 9/30/03

NLG

21,940

11,187

Performance Food Group Co. 5.5% 10/16/08

2,000

2,604

15,014

Corporate Bonds - continued

Principal Amount (000s)

Value (Note 1) (000s)

Convertible Bonds - continued

ENERGY - 1.6%

Oil & Gas - 1.6%

Devon Energy Corp. 0% 6/27/20

$ 43,000

$ 23,435

Evergreen Resources, Inc. 4.75% 12/15/21 (f)

2,000

2,680

26,115

FINANCIALS - 5.3%

Capital Markets - 0.4%

E*TRADE Group, Inc. 6% 2/1/07

6,200

5,773

Consumer Finance - 0.4%

Providian Financial Corp. 3.25% 8/15/05

7,000

6,448

Diversified Financial Services - 3.5%

Bunge Ltd. Finance Corp. 3.75% 11/15/22 (f)

5,000

5,734

IOS Capital LLC 5% 5/1/07 (f)

13,400

13,274

Navistar Financial Corp.:

4.75% 4/1/09 (f)

1,822

1,683

4.75% 4/1/09

10,700

9,884

Teva Pharmaceutical Finance BV 0.375% 11/15/22 (f)

7,000

9,100

Verizon Global Funding Corp. 0% 5/15/21

29,850

17,761

57,436

Insurance - 0.5%

Aon Corp. 3.5% 11/15/12 (f)

2,000

2,750

Ohio Casualty Corp.:

5% 3/19/22 (f)

1,880

1,862

5% 3/19/22

4,000

3,963

8,575

Real Estate - 0.5%

EOP Operating LP 7.25% 11/15/08 (f)

8,000

8,580

TOTAL FINANCIALS

86,812

HEALTH CARE - 9.9%

Biotechnology - 2.1%

Celgene Corp. 1.75% 6/1/08 (f)

2,000

2,045

Charles River Laboratories, Inc. 3.5% 2/1/22 (f)

4,000

4,440

Connetics Corp. 2.25% 5/30/08 (f)

1,000

1,036

CV Therapeutics, Inc. 4.75% 3/7/07

3,000

2,844

Gilead Sciences, Inc. 2% 12/15/07 (f)

8,500

11,121

Corporate Bonds - continued

Principal Amount (000s)

Value (Note 1) (000s)

Convertible Bonds - continued

HEALTH CARE - continued

Biotechnology - continued

Invitrogen Corp.:

2.25% 12/15/06 (f)

$ 5,000

$ 4,650

5.5% 3/1/07

7,000

7,053

33,189

Health Care Equipment & Supplies - 1.7%

Medtronic, Inc. 1.25% 9/15/21

15,390

16,399

Resmed, Inc. 4% 6/20/06

8,030

8,336

Wilson Greatbatch Technologies, Inc. 2.25% 6/15/13 (f)

3,000

3,480

28,215

Health Care Providers & Services - 1.8%

AmeriSource Health Corp. 5% 12/1/07

2,000

2,723

LifePoint Hospitals, Inc. 4.5% 6/1/09

14,300

13,871

Service Corp. International (SCI) 6.75% 6/22/08

10,150

10,740

Sunrise Assisted Living, Inc.:

5.25% 2/1/09 (f)

1,240

1,283

5.25% 2/1/09

700

724

29,341

Pharmaceuticals - 4.3%

Allergan, Inc.:

0% 11/6/22 (f)

10,000

9,632

0% 11/6/22

3,000

2,890

ICN Pharmaceuticals, Inc. 6.5% 7/15/08

18,400

17,848

Isis Pharmaceuticals, Inc. 5.5% 5/1/09 (f)

1,500

1,215

Medicis Pharmaceutical Corp. 2.5% 6/4/32

2,600

3,085

Roche Holdings, Inc.:

0% 1/19/15 (f)

10,000

7,525

0% 7/25/21 (f)

37,380

21,353

Sepracor, Inc. 5.75% 11/15/06

7,700

6,939

70,487

TOTAL HEALTH CARE

161,232

Corporate Bonds - continued

Principal Amount (000s)

Value (Note 1) (000s)

Convertible Bonds - continued

INDUSTRIALS - 7.3%

Airlines - 0.2%

Continental Airlines, Inc. 4.5% 2/1/07

$ 2,500

$ 1,799

Northwest Airlines Corp. 6.625% 5/15/23 (f)

1,250

1,160

2,959

Commercial Services & Supplies - 0.6%

Labor Ready, Inc. 6.25% 6/15/07 (f)

7,500

9,113

Construction & Engineering - 0.2%

Shaw Group, Inc. 0% 5/1/21

4,700

2,996

Industrial Conglomerates - 6.3%

Tyco International Group SA:

2.75% 1/15/18 (f)

11,272

12,104

3.125% 1/15/23 (f)

38,300

41,939

Tyco International Ltd. liquid yield option note 0% 11/17/20

64,950

49,037

103,080

TOTAL INDUSTRIALS

118,148

INFORMATION TECHNOLOGY - 18.4%

Communications Equipment - 6.6%

ADC Telecommunications, Inc.:

0% 6/15/13 (f)(g)

2,000

2,000

1% 6/15/08 (f)

2,000

2,000

Avaya, Inc. 0% 10/31/21

15,200

7,714

Brocade Communications Systems, Inc. 2% 1/1/07

21,000

17,502

CIENA Corp. 3.75% 2/1/08

31,500

25,830

Comverse Technology, Inc.:

1.5% 12/1/05 (f)

4,900

4,539

1.5% 12/1/05

1,500

1,389

Corning, Inc. 0% 11/8/15

13,300

9,776

Juniper Networks, Inc. 4.75% 3/15/07

17,320

16,173

Lucent Technologies, Inc. 2.75% 6/15/25

10,000

9,950

Nortel Networks Corp. 4.25% 9/1/08

12,600

10,805

107,678

Computers & Peripherals - 0.1%

Electronics for Imaging, Inc. 1.5% 6/1/23 (f)

2,000

2,000

Corporate Bonds - continued

Principal Amount (000s)

Value (Note 1) (000s)

Convertible Bonds - continued

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Instruments - 4.5%

Global Imaging Systems, Inc. 4% 11/15/08 (f)

$ 5,000

$ 5,575

Sanmina-SCI Corp.:

0% 9/12/20

20,500

9,686

4.25% 5/1/04

39,600

39,501

Solectron Corp. liquid yield option note 0% 11/20/20

26,940

14,817

Tech Data Corp. 2% 12/15/21

4,000

3,653

73,232

Internet Software & Services - 0.8%

America Online, Inc. 0% 12/6/19

15,900

9,461

DoubleClick, Inc. 4.75% 3/15/06

2,890

2,803

12,264

IT Services - 0.5%

CNET, Inc. 5% 3/1/06

9,945

8,752

Semiconductors & Semiconductor Equipment - 5.1%

Atmel Corp. 0% 5/23/21

8,500

3,145

Conexant Systems, Inc. 4% 2/1/07

18,500

14,615

Credence Systems Corp. 1.5% 5/15/08 (f)

3,000

3,092

FEI Co. 5.5% 8/15/08

3,200

3,040

General Semiconductor, Inc. 5.75% 12/15/06

2,500

2,511

Infineon Technologies AG 4.25% 2/6/07

EUR

12,000

11,847

LSI Logic Corp. 4% 11/1/06

14,200

13,171

NVIDIA Corp. 4.75% 10/15/07

20,510

20,690

PMC-Sierra, Inc. 3.75% 8/15/06

2,000

1,810

Semtech Corp. 4.5% 2/1/07

4,500

4,382

Vitesse Semiconductor Corp. 4% 3/15/05

5,400

4,968

83,271

Software - 0.8%

Amdocs Ltd. yankee 2% 6/1/08

11,200

10,948

MSC.Software Corp. 2.5% 5/5/08 (f)

2,500

2,725

13,673

TOTAL INFORMATION TECHNOLOGY

300,870

MATERIALS - 2.3%

Metals & Mining - 2.3%

Agnico-Eagle Mines Ltd. yankee 4.5% 2/15/12

14,400

15,805

Corporate Bonds - continued

Principal Amount (000s)

Value (Note 1) (000s)

Convertible Bonds - continued

MATERIALS - continued

Metals & Mining - continued

Freeport-McMoRan Copper & Gold, Inc.:

7% 2/11/11 (f)

$ 15,600

$ 18,701

8.25% 1/31/06

1,500

2,465

36,971

TELECOMMUNICATION SERVICES - 0.7%

Diversified Telecommunication Services - 0.2%

Level 3 Communications, Inc. 6% 9/15/09

6,250

3,906

Wireless Telecommunication Services - 0.5%

American Tower Corp. 6.25% 10/15/09

4,500

4,118

Nextel Partners, Inc. 1.5% 11/15/08 (f)

4,000

3,980

8,098

TOTAL TELECOMMUNICATION SERVICES

12,004

UTILITIES - 0.3%

Multi-Utilities & Unregulated Power - 0.3%

El Paso Corp. 0% 2/28/21

10,400

4,368

TOTAL CONVERTIBLE BONDS

909,293

Nonconvertible Bonds - 2.7%

CONSUMER DISCRETIONARY - 0.7%

Household Durables - 0.1%

Champion Home Builders Co. 11.25% 4/15/07

1,045

956

Media - 0.6%

Charter Communications Holdings LLC/Charter Communications Holdings Capital Corp.:

8.625% 4/1/09

3,860

2,741

9.625% 11/15/09

440

312

10% 4/1/09

7,035

4,995

10% 5/15/11

2,590

1,813

9,861

TOTAL CONSUMER DISCRETIONARY

10,817

Corporate Bonds - continued

Principal Amount (000s)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

ENERGY - 0.2%

Oil & Gas - 0.2%

The Coastal Corp.:

6.5% 6/1/08

$ 360

$ 303

7.75% 6/15/10

2,390

2,097

2,400

INDUSTRIALS - 0.2%

Aerospace & Defense - 0.2%

BE Aerospace, Inc.:

8% 3/1/08

1,250

900

9.5% 11/1/08

3,335

2,501

3,401

Airlines - 0.0%

Continental Airlines, Inc. 8% 12/15/05

610

482

TOTAL INDUSTRIALS

3,883

TELECOMMUNICATION SERVICES - 0.6%

Diversified Telecommunication Services - 0.6%

Level 3 Communications, Inc. 0% 3/15/10 (d)

15,000

9,975

UTILITIES - 1.0%

Multi-Utilities & Unregulated Power - 1.0%

AES Corp. 9.5% 6/1/09

8,000

7,540

El Paso Corp. 7% 5/15/11

7,200

6,192

Williams Companies, Inc. 8.125% 3/15/12 (f)

2,800

2,744

16,476

TOTAL NONCONVERTIBLE BONDS

43,551

TOTAL CORPORATE BONDS

(Cost $882,143)

952,844

Common Stocks - 11.4%

Shares

Value (Note 1) (000s)

CONSUMER DISCRETIONARY - 2.9%

Internet & Catalog Retail - 0.7%

eBay, Inc. (a)

25,000

$ 2,543

USA Interactive (a)

225,000

8,651

11,194

Leisure Equipment & Products - 0.2%

Mega Bloks, Inc.

178,200

2,654

Mega Bloks, Inc. (a)(f)

21,800

325

2,979

Media - 1.7%

Charter Communications, Inc. Class A (a)

750,000

2,250

EchoStar Communications Corp. Class A (a)

663,768

22,289

Gemstar-TV Guide International, Inc. (a)

340,200

1,572

Walt Disney Co.

125,000

2,456

28,567

Textiles Apparel & Luxury Goods - 0.3%

Coach, Inc. (a)

108,043

5,308

TOTAL CONSUMER DISCRETIONARY

48,048

CONSUMER STAPLES - 1.3%

Food & Staples Retailing - 0.4%

Sysco Corp.

126,400

3,911

Whole Foods Market, Inc. (a)

61,955

3,380

7,291

Food Products - 0.7%

Dean Foods Co. (a)

233,200

10,669

Personal Products - 0.2%

Gillette Co.

120,100

4,037

TOTAL CONSUMER STAPLES

21,997

ENERGY - 2.1%

Energy Equipment & Services - 1.3%

BJ Services Co. (a)

50,000

2,036

Maverick Tube Corp. (a)

200,000

4,004

National-Oilwell, Inc. (a)

320,900

7,804

Precision Drilling Corp. (a)

100,000

3,863

Common Stocks - continued

Shares

Value (Note 1) (000s)

ENERGY - continued

Energy Equipment & Services - continued

Trican Well Service Ltd. (a)

150,000

$ 2,247

W-H Energy Services, Inc. (a)

52,200

1,136

21,090

Oil & Gas - 0.8%

Apache Corp.

124,950

8,237

EnCana Corp.

125,000

4,577

12,814

TOTAL ENERGY

33,904

FINANCIALS - 0.8%

Capital Markets - 0.2%

Bank of New York Co., Inc.

84,900

2,457

Consumer Finance - 0.2%

SLM Corp.

27,300

3,276

Insurance - 0.4%

American International Group, Inc.

116,800

6,760

TOTAL FINANCIALS

12,493

HEALTH CARE - 1.8%

Biotechnology - 0.4%

Amgen, Inc. (a)

100,000

6,471

Health Care Equipment & Supplies - 0.3%

St. Jude Medical, Inc. (a)

82,800

4,645

Health Care Providers & Services - 0.1%

Service Corp. International (SCI) (a)

250,000

1,040

Pharmaceuticals - 1.0%

Merck & Co., Inc.

240,700

13,378

Wyeth

76,600

3,359

16,737

TOTAL HEALTH CARE

28,893

INDUSTRIALS - 0.7%

Aerospace & Defense - 0.2%

Lockheed Martin Corp.

68,700

3,189

Electrical Equipment - 0.0%

Aura Systems, Inc. warrants 5/31/05 (a)

1

0

Common Stocks - continued

Shares

Value (Note 1) (000s)

INDUSTRIALS - continued

Machinery - 0.4%

AGCO Corp. (a)

122,000

$ 2,181

Terex Corp. (a)

238,000

4,225

6,406

Road & Rail - 0.1%

Mullen Transportation, Inc.

50,000

1,160

TOTAL INDUSTRIALS

10,755

INFORMATION TECHNOLOGY - 0.8%

Internet Software & Services - 0.4%

Yahoo!, Inc. (a)

236,100

7,048

Software - 0.4%

BEA Systems, Inc. (a)

553,452

5,999

TOTAL INFORMATION TECHNOLOGY

13,047

MATERIALS - 0.5%

Chemicals - 0.3%

Lyondell Chemical Co.

280,800

4,044

Metals & Mining - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

50,000

1,473

Kinross Gold Corp. (a)

250,000

1,754

Placer Dome, Inc.

70,000

767

3,994

TOTAL MATERIALS

8,038

TELECOMMUNICATION SERVICES - 0.5%

Diversified Telecommunication Services - 0.5%

SBC Communications, Inc.

145,200

3,697

Verizon Communications, Inc.

137,100

5,189

8,886

TOTAL COMMON STOCKS

(Cost $159,760)

186,061

Convertible Preferred Stocks - 28.5%

Shares

Value (Note 1) (000s)

CONSUMER DISCRETIONARY - 2.4%

Media - 2.4%

Radio One, Inc.:

$65.00 (f)

5,970

$ 6,239

$65.00

20,495

21,419

Tribune Co. (America Online, Inc.) $3.14 PHONES

138,600

11,824

39,482

ENERGY - 5.0%

Energy Equipment & Services - 3.1%

EVI, Inc. $2.50

955,600

49,574

Oil & Gas - 1.9%

Chesapeake Energy Corp.:

$3.00 (f)

31,400

2,006

$3.375 (f)

283,600

21,341

Teekay Shipping Corp. Series A, $1.8125

289,000

8,210

31,557

TOTAL ENERGY

81,131

FINANCIALS - 6.2%

Diversified Financial Services - 4.4%

AES Trust III $3.375

108,700

3,366

AES Trust VII:

$3.00 (f)

126,215

4,584

$3.00

90,900

3,301

Central Parking Finance Trust $1.3125 TIPS (f)

50,000

788

Equity Securities Trust I (Cablevision Systems Corp. - NY Group Class A) $2.34

438,400

9,667

Fleetwood Capital Trust III $4.75

32,000

1,548

Newell Financial Trust I $2.625 QUIPS

87,300

4,147

News Corp. Finance Trust II (British Sky Broadcasting PLC (BSkyB)) $7.50 (f)

15,000

15,975

Pioneer Standard Financial Trust $3.375

145,500

6,648

Titan Capital Trust $2.875

31,000

1,573

TXI Capital Trust I $2.75 SPURS

44,000

1,474

Union Pacific Capital Trust $3.125

178,296

9,193

Xerox Capital Trust II $3.75 (f)

135,000

9,495

71,759

Insurance - 1.4%

Hartford Financial Services Group, Inc. $3.50

120,000

6,236

St. Paul Companies, Inc. $4.50

46,900

3,248

Convertible Preferred Stocks - continued

Shares

Value (Note 1) (000s)

FINANCIALS - continued

Insurance - continued

Travelers Property Casualty Corp. $1.125

313,000

$ 7,843

UnumProvident Corp. $2.0625

200,000

5,869

23,196

Real Estate - 0.4%

Equity Office Properties Trust Series B, $2.625

30,300

1,493

Reckson Associates Realty Corp. Series A, $1.91

62,200

1,510

Simon Property Group, Inc. $6.50

18,000

1,827

SL Green Realty Corp. $2.00 PIERS

43,100

1,487

6,317

TOTAL FINANCIALS

101,272

HEALTH CARE - 1.9%

Health Care Equipment & Supplies - 1.9%

Baxter International, Inc. $3.50

653,000

31,344

INDUSTRIALS - 2.3%

Aerospace & Defense - 1.8%

Northrop Grumman Corp. $7.25

239,900

23,978

Raytheon Co. $4.13

106,400

5,899

29,877

Road & Rail - 0.5%

CNF Trust I Series A, $2.50 TECONS

42,500

2,036

Kansas City Southern $21.25 (f)

10,000

5,295

7,331

TOTAL INDUSTRIALS

37,208

INFORMATION TECHNOLOGY - 0.6%

Communications Equipment - 0.6%

Lucent Technologies Capital Trust I $77.50

10,000

8,625

MATERIALS - 1.7%

Containers & Packaging - 1.3%

Owens-Illinois, Inc. $2.375

395,800

10,825

Sealed Air Corp. Series A, $2.00

197,800

9,811

20,636

Metals & Mining - 0.3%

Phelps Dodge Corp. Series A $6.75 MEDS

54,000

5,042

Convertible Preferred Stocks - continued

Shares

Value (Note 1) (000s)

MATERIALS - continued

Paper & Forest Products - 0.1%

Boise Cascade Corp. $3.75

41,000

$ 1,736

TOTAL MATERIALS

27,414

TELECOMMUNICATION SERVICES - 2.9%

Diversified Telecommunication Services - 1.7%

ALLTEL Corp. $3.875 PRIDES

179,900

8,860

CenturyTel, Inc. $1.7187 ACES

393,500

11,007

Citizens Communications Co. $1.69

327,000

8,018

27,885

Wireless Telecommunication Services - 1.2%

Crown Castle International Corp. $3.125 PIERS

320,000

11,360

Nextel Communications, Inc. $0.00 (a)

17,000

7,129

18,489

TOTAL TELECOMMUNICATION SERVICES

46,374

UTILITIES - 5.5%

Electric Utilities - 3.3%

Ameren Corp. $2.438 ACES

120,000

3,428

CenterPoint Energy, Inc. $1.165 ZENS

540,800

16,865

Cinergy Corp. $4.75 PRIDES

102,600

6,243

Dominion Resources, Inc. $4.375

184,300

9,753

FPL Group, Inc. $4.00

155,500

8,932

TXU Corp. $4.063 PRIDES

260,000

8,320

53,541

Gas Utilities - 0.6%

KeySpan Corp. $4.375 MEDS

190,100

9,657

Multi-Utilities & Unregulated Power - 1.6%

Citizens Utilities Trust $2.50 EPPICS

334,200

17,211

El Paso Corp. $4.50

75,000

2,324

Sierra Pacific Resources $4.50 PIES

137,000

4,144

Williams Companies, Inc. $2.75 (f)

60,000

3,225

26,904

TOTAL UTILITIES

90,102

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $439,642)

462,952

Money Market Funds - 2.3%

Shares

Value (Note 1) (000s)

Fidelity Cash Central Fund, 1.3% (b)

35,137,101

$ 35,137

Fidelity Securities Lending Cash Central Fund, 1.31% (b)

2,699,200

2,699

TOTAL MONEY MARKET FUNDS

(Cost $37,836)

37,836

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $1,519,381)

1,639,693

NET OTHER ASSETS - (0.7)%

(11,103)

NET ASSETS - 100%

$ 1,628,590

Currency Abbreviations

EUR

-

European Monetary Unit

NLG

-

Dutch guilder

Security Type Abbreviations

ACES

-

Automatic Common Exchange Securities

EPPICS

-

Equity Providing Income Convertible Securities

MEDS

-

Mandatorily Exchangeable Debt Securities

PHONES

-

Participating Hybrid Option Note Exchangeable Security

PIERS

-

Preferred Home Equity Securities

PIES

-

Premium Income Equity Securities

PRIDES

-

Preferred Redeemable Increased Dividend Equity Securities

QUIPS

-

Quarterly Income Preferred Securities

SPURS

-

Shared Preference Redeemable Securities

TECONS

-

Term Convertible Shares

TIPS

-

Trust Issued Preferred Securities

ZENS

-

Zero Exchangeable Sub Notes

Legend

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at period end. A complete listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Non-income producing - issuer filed for bankruptcy or is in default of interest payments.

(d) Debt obligation initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(e) Debt obligation initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $304,350,000 or 18.7% of net assets.

(g) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

Other Information

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

AAA,AA,A

2.9%

BBB

7.3%

BB

12.9%

B

18.1%

CCC,CC,C

9.3%

Not Rated

8.0%

Equities

39.9%

Short-Term Investments and Net Other Assets

1.6%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's® ratings are not available, we have used S&P® ratings.

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

United States of America

87.8%

Luxembourg

3.3%

Bermuda

3.0%

Canada

2.6%

Netherlands

1.3%

Others (individually less than 1%)

2.0%

100.0%

Purchases and sales of securities, other than short-term securities, aggregated $1,070,931,000 and $1,038,025,000, respectively.

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 $28,000 for the period.

Income Tax Information

At November 30, 2002, the fund had a capital loss carryforward of approximately $369,106,000 of which $152,480,000 and $216,626,000 will expire on November 30, 2009 and 2010, respectively.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

May 31, 2003 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $1,699) (cost $1,519,381) - See accompanying schedule

$ 1,639,693

Receivable for investments sold

15,043

Receivable for fund shares sold

2,370

Dividends receivable

457

Interest receivable

8,441

Other receivables

9

Total assets

1,666,013

Liabilities

Payable for investments purchased

$ 32,609

Payable for fund shares redeemed

1,106

Accrued management fee

850

Other payables and accrued expenses

159

Collateral on securities loaned, at value

2,699

Total liabilities

37,423

Net Assets

$ 1,628,590

Net Assets consist of:

Paid in capital

$ 1,854,339

Undistributed net investment income

15,513

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

(361,601)

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

120,339

Net Assets, for 88,490 shares outstanding

$ 1,628,590

Net Asset Value, offering price and redemption price per share ($1,628,590 ÷ 88,490 shares)

$ 18.40

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Six months ended May 31, 2003 (Unaudited)

Investment Income

Dividends

$ 15,928

Interest

25,175

Security lending

15

Total income

41,118

Expenses

Management fee
Basic fee

$ 3,480

Performance adjustment

1,301

Transfer agent fees

1,442

Accounting and security lending fees

166

Non-interested trustees' compensation

2

Custodian fees and expenses

19

Registration fees

29

Audit

22

Legal

4

Miscellaneous

19

Total expenses before reductions

6,484

Expense reductions

(196)

6,288

Net investment income (loss)

34,830

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

16,545

Foreign currency transactions

(39)

Total net realized gain (loss)

16,506

Change in net unrealized appreciation (depreciation) on:

Investment securities

120,500

Assets and liabilities in foreign currencies

27

Total change in net unrealized appreciation (depreciation)

120,527

Net gain (loss)

137,033

Net increase (decrease) in net assets resulting from operations

$ 171,863

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

Semiannual Report

Statement of Changes in Net Assets

Amounts in thousands

Six months ended
May 31, 2003
(Unaudited)

Year ended
November 30,
2002A

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 34,830

$ 70,524

Net realized gain (loss)

16,506

(206,449)

Change in net unrealized appreciation (depreciation)

120,527

(25,832)

Net increase (decrease) in net assets resulting
from operations

171,863

(161,757)

Distributions to shareholders from net investment income

(39,365)

(85,392)

Share transactions
Net proceeds from sales of shares

195,137

351,508

Reinvestment of distributions

35,642

77,521

Cost of shares redeemed

(157,759)

(492,829)

Net increase (decrease) in net assets resulting from share transactions

73,020

(63,800)

Total increase (decrease) in net assets

205,518

(310,949)

Net Assets

Beginning of period

1,423,072

1,734,021

End of period (including undistributed net investment income of $15,513 and undistributed net investment income of $20,048, respectively)

$ 1,628,590

$ 1,423,072

Other Information

Shares

Sold

11,415

18,929

Issued in reinvestment of distributions

2,176

4,132

Redeemed

(9,394)

(27,692)

Net increase (decrease)

4,197

(4,631)

A Certain amounts have been reclassified. See Note 1 of the Notes to the Financial Statements.

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

Semiannual Report

Financial Highlights

Six months ended
May 31, 2003

Years ended November 30,

(Unaudited)

2002

2001

2000

1999

1998

Selected Per-Share Data

Net asset value, beginning of period

$ 16.88

$ 19.50

$ 24.04

$ 22.43

$ 18.61

$ 19.57

Income from Investment Operations

Net investment income (loss) D

.41

.79 F,G

.69

.77

.57

.60

Net realized and unrealized gain (loss)

1.58

(2.46) F,G

(.17)

3.18

5.01

.86

Total from investment operations

1.99

(1.67)

.52

3.95

5.58

1.46

Distributions from net investment income

(.47)

(.95)

(.72)

(.64)

(.62)

(.58)

Distributions from net realized gain

-

-

(4.34)

(1.70)

(1.14)

(1.84)

Total distributions

(.47)

(.95)

(5.06)

(2.34)

(1.76)

(2.42)

Net asset value, end of period

$ 18.40

$ 16.88

$ 19.50

$ 24.04

$ 22.43

$ 18.61

Total Return B, C

12.15%

(8.97)%

1.56%

18.07%

32.36%

8.88%

Ratios to Average Net Assets E

Expenses before expense reductions

.90% A

.88%

.81%

.78%

.85%

.79%

Expenses net of voluntary waivers, if any

.90% A

.88%

.81%

.78%

.85%

.79%

Expenses net of all reductions

.87% A

.85%

.76%

.77%

.82%

.77%

Net investment income (loss)

4.84% A

4.40%F,G

3.40%

2.96%

2.85%

3.21%

Supplemental Data

Net assets, end
of period
(in millions)

$ 1,629

$ 1,423

$ 1,734

$ 1,843

$ 1,214

$ 987

Portfolio turnover rate

148% A

138%

282%

262%

246%

223%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the fund during periods when reimbursements or reductions occur. Expenses net of any voluntary 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 fund.

F Effective December 1, 2001, the fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. Per share data and ratios for periods prior to adoption have not been restated to reflect this change.

G As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended November 30, 2002 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income of $0.06 per share with a corresponding increase to net realized and unrealized gain (loss) per share. The ratio of net investment income to average net assets decreased from 4.76% to 4.40%. The reclassification has no impact on the net assets of the fund.

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2003 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Convertible Securities Fund (the fund) is a fund of Fidelity Financial 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 financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and electronic data processing techniques. If an event that is expected to materially affect the value of a security occurs after the close of an exchange or market on which that security trades, but prior to the NAV calculation, then that security will be fair valued taking the event into account. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Foreign Currency - continued

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. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. 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. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Reclassification of Financial Information. As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended November 30, 2002 have been reclassified from what was previously reported. Net investment income for the fund decreased by $5,674 with a corresponding decrease to realized loss of $8,023 and an increase to unrealized loss of $2,349. The reclassification has no impact on the net assets of the fund.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

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

Semiannual Report

1. Significant Accounting Policies - continued

Semiannual Report

Income Tax Information and Distributions to Shareholders - continued

Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent and temporary book and tax differences. These adjustments have no impact on net assets or the results of operations. Temporary differences will reverse in a subsequent period. These differences are primarily due to foreign currency transactions, prior period premium and discount on debt securities, market discount, contingent interest, non-taxable dividends, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Unrealized appreciation

$ 179,017

|

Unrealized depreciation

(50,557)

Net unrealized appreciation (depreciation)

$ 128,460

Cost for federal income tax purposes

$ 1,511,233

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. The custodian bank receives the collateral, which is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

Restricted Securities. The fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included under the captions "Legend" and/or "Other Information" at the end of the fund's Schedule of Investments.

Semiannual Report

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee.

The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .15% of the fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .66% of the fund's average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset-based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .20% of average net assets.

Accounting and Security Lending Fees. FSC maintains the fund's accounting records and administers the security lending program. The security lending fee is based on the number and duration of lending transactions. The accounting fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $324 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

4. Fees and Other Transactions with Affiliates - continued

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 are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.5 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. During the period, there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. 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 $192 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 $4.

Semiannual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

1   For mutual fund and brokerage trading.

2   For quotes.*

3   For account balances and holdings.

4   To review orders and mutual
fund activity.

5   To change your PIN.

*0   To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

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
(Far East) Inc.

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

Fidelity's Growth and Income Funds

Balanced Fund

Convertible Securities Fund

Equity-Income Fund

Equity-Income II Fund

Fidelity® Fund

Global Balanced Fund

Growth & Income Portfolio

Growth & Income II Portfolio

Puritan® Fund

Real Estate Investment Portfolio

Utilities Fund

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) (automated graphic)    1-800-544-5555

(automated graphic)    Automated line for quickest service

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

CVS-USAN-0703
1.786810.100

Fidelity®

Equity-Income II

Fund

Semiannual Report

May 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

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>

Footnotes to the financial statements.

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

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.

Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.

Neither the fund nor Fidelity Distributors Corporation is a bank.

For more information on any Fidelity fund, including charges and expenses, call 1-800-544-6666 for a free prospectus. Read it carefully before you invest or send money.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

This shareholder update and report on the performance of your fund is among the first to be produced under the new Sarbanes-Oxley Public Company Accounting and Investor Protection Act of 2002. This act requires that public companies certify, under penalty of law, the financial information they report to shareholders. It was adopted by Congress in reaction to several incidents of corporate malfeasance that brought the integrity of management of some publicly traded companies into question.

After the act was signed into law, the Securities and Exchange Commission interpreted it as applying to mutual funds as well as public companies. Thus, every mutual fund now is required to certify that the financial information provided in annual and semiannual reports to shareholders fully and fairly presents its financial position.

There is little doubt that the intent of Congress and regulators in this matter is a noble one - to improve the accuracy and accountability of financial reporting to investors by corporate America. We in no way condone any of the activities that brought about these requirements, and we welcome any and every reasonable proposal to strengthen investor protection and information disclosure.

That said, we are proud that mutual funds have always provided full and fair disclosure. Governed by the Investment Company Act of 1940 - and monitored and regulated by federal and state agencies, industry oversight associations, and independent directors - mutual funds are among the most transparent of all financial products. For example, the prices of mutual fund shares are established and published every business day, and the majority of members of the Board of Trustees that oversees our funds are not affiliated with the business of Fidelity. The disclosure standards of mutual funds actually have become models for governance and transparency across corporate America.

We are, of course, complying in full with the letter of this new requirement and hope that any future efforts by Congress to reassure investors about the honesty of corporate America will focus on practical and substantive solutions of genuine value to shareholders.

This sort of careful consideration was evident as Congress deliberated President Bush's tax cut package this spring, then enacted legislation that contains a variety of benefits for American families, investors and businesses. Although the final bill did not completely eliminate the tax that individual investors pay when they receive dividends from companies, it still will benefit American investors, and we applaud it in the spirit of compromise that marked the debate in Congress.

At Fidelity, we are committed to acting at all times in accordance with the highest standards of integrity and in the best interests of our fund shareholders. We are proud of the amount of information we provide to those who invest in our funds and pleased to continue that level of communication with you in these reports.

Semiannual Report

President's Message - continued

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Top Ten Stocks as of May 31, 2003

% of fund's
net assets

% of fund's net assets
6 months ago

Burlington Resources, Inc.

4.8

2.1

Charles Schwab Corp.

4.5

4.8

Citigroup, Inc.

3.9

1.8

Verizon Communications, Inc.

3.9

2.4

AOL Time Warner, Inc.

3.8

3.0

Morgan Stanley

3.7

3.6

Exxon Mobil Corp.

3.1

0.2

Union Pacific Corp.

2.6

2.0

Alcoa, Inc.

2.5

1.3

Home Depot, Inc.

2.4

0.0

35.2

Top Five Market Sectors as of May 31, 2003

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

28.5

32.3

Industrials

19.3

16.2

Consumer Discretionary

13.2

9.5

Information Technology

11.6

11.0

Energy

9.2

8.1

Asset Allocation (% of fund's net assets)

As of May 31, 2003*

As of November 30, 2002**

Stocks 97.3%

Stocks 92.3%

Convertible
Securities 1.3%

Convertible
Securities 2.6%

Short-Term
Investments and
Net Other Assets 1.4%

Short-Term
Investments and
Net Other Assets 5.1%

* Foreign investments

2.7%

** Foreign investments

4.5%

Semiannual Report

Investments May 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.3%

Shares

Value (Note 1)
(000s)

CONSUMER DISCRETIONARY - 13.2%

Internet & Catalog Retail - 1.0%

Amazon.com, Inc. (a)

466,000

$ 16,748

USA Interactive (a)

2,231,650

85,807

102,555

Media - 6.3%

AOL Time Warner, Inc. (a)

25,884,600

393,964

Belo Corp. Series A

3,314,700

77,564

Comcast Corp. Class A (special) (a)

3,872,200

111,597

McGraw-Hill Companies, Inc.

153,000

9,671

News Corp. Ltd. ADR

1,065,500

32,785

Omnicom Group, Inc.

177,700

12,405

Washington Post Co. Class B

12,850

9,310

647,296

Multiline Retail - 1.4%

Federated Department Stores, Inc.

2,221,400

72,196

Target Corp.

1,967,400

72,066

144,262

Specialty Retail - 3.0%

Home Depot, Inc.

7,322,500

237,908

TJX Companies, Inc.

3,498,400

63,671

301,579

Textiles Apparel & Luxury Goods - 1.5%

NIKE, Inc. Class B

2,706,700

151,548

TOTAL CONSUMER DISCRETIONARY

1,347,240

CONSUMER STAPLES - 1.8%

Food Products - 1.3%

Campbell Soup Co.

1,080,200

26,951

McCormick & Co., Inc. (non-vtg.)

3,749,900

100,872

Tyson Foods, Inc. Class A

623,500

5,923

133,746

Personal Products - 0.5%

Gillette Co.

1,582,200

53,178

TOTAL CONSUMER STAPLES

186,924

Common Stocks - continued

Shares

Value (Note 1)
(000s)

ENERGY - 9.2%

Energy Equipment & Services - 1.3%

Diamond Offshore Drilling, Inc.

2,022,900

$ 46,001

Schlumberger Ltd. (NY Shares)

1,803,100

87,667

133,668

Oil & Gas - 7.9%

Burlington Resources, Inc.

9,113,200

485,640

Exxon Mobil Corp.

8,712,400

317,131

802,771

TOTAL ENERGY

936,439

FINANCIALS - 28.4%

Capital Markets - 17.1%

Bank of New York Co., Inc.

7,325,900

212,012

Charles Schwab Corp.

47,524,540

460,988

Friedman, Billings, Ramsey Group, Inc. Class A

537,400

7,147

Mellon Financial Corp.

7,329,800

199,151

Merrill Lynch & Co., Inc.

1,584,200

68,596

Morgan Stanley

8,363,993

382,653

Northern Trust Corp.

5,865,000

223,808

State Street Corp.

5,089,000

194,960

1,749,315

Commercial Banks - 2.4%

Bank of America Corp.

2,436,400

180,781

Synovus Financial Corp.

1,777,300

40,558

Wachovia Corp.

626,257

25,163

246,502

Diversified Financial Services - 4.0%

Citigroup, Inc.

9,775,741

401,001

GATX Corp.

599,200

10,180

411,181

Insurance - 2.5%

Allstate Corp.

1,241,400

44,678

American International Group, Inc.

2,686,700

155,506

Aon Corp.

1,894,600

48,615

248,799

Common Stocks - continued

Shares

Value (Note 1)
(000s)

FINANCIALS - continued

Real Estate - 1.5%

Duke Realty Corp.

2,632,800

$ 74,719

ProLogis

2,921,278

78,553

153,272

Thrifts & Mortgage Finance - 0.9%

Fannie Mae

305,400

22,600

Golden West Financial Corp., Delaware

922,500

71,761

94,361

TOTAL FINANCIALS

2,903,430

HEALTH CARE - 2.3%

Health Care Equipment & Supplies - 0.7%

Becton, Dickinson & Co.

1,811,600

72,464

Health Care Providers & Services - 0.2%

WebMD Corp. (a)

2,704,500

26,883

Pharmaceuticals - 1.4%

Merck & Co., Inc.

1,875,000

104,213

Pfizer, Inc.

698,100

21,655

Schering-Plough Corp.

850,800

15,697

141,565

TOTAL HEALTH CARE

240,912

INDUSTRIALS - 19.3%

Aerospace & Defense - 1.7%

Boeing Co.

1,101,300

33,777

Goodrich Corp.

1,534,600

28,037

Lockheed Martin Corp.

2,313,640

107,399

169,213

Commercial Services & Supplies - 0.1%

Equifax, Inc.

313,100

7,928

Electrical Equipment - 2.2%

Emerson Electric Co.

4,349,000

227,453

Industrial Conglomerates - 2.3%

General Electric Co.

7,492,340

215,030

Teleflex, Inc.

587,400

25,335

240,365

Common Stocks - continued

Shares

Value (Note 1)
(000s)

INDUSTRIALS - continued

Machinery - 7.7%

Caterpillar, Inc.

1,863,300

$ 97,171

Cummins, Inc.

999,100

34,249

Dover Corp.

1,986,100

60,199

Eaton Corp.

2,632,400

220,937

Illinois Tool Works, Inc.

3,665,900

227,469

Navistar International Corp. (a)

1,281,000

39,480

PACCAR, Inc.

1,650,800

109,399

788,904

Road & Rail - 5.3%

Norfolk Southern Corp.

7,619,000

167,008

Union Pacific Corp.

4,294,400

261,915

Werner Enterprises, Inc. (c)

4,751,228

108,898

537,821

TOTAL INDUSTRIALS

1,971,684

INFORMATION TECHNOLOGY - 10.8%

Communications Equipment - 3.4%

ADC Telecommunications, Inc. (a)

14,693,400

39,525

Alcatel SA sponsored ADR

1,959,270

18,104

Brocade Communications Systems, Inc. (a)

8,249,800

50,076

Cisco Systems, Inc. (a)

928,900

15,122

Enterasys Networks, Inc. (a)

2,232,800

7,748

Motorola, Inc.

13,948,100

118,838

Nokia Corp. sponsored ADR

3,375,500

60,894

Nortel Networks Corp. (a)

9,457,800

29,698

Tellabs, Inc. (a)

1,398,100

11,101

351,106

Computers & Peripherals - 0.9%

Apple Computer, Inc. (a)

715,800

12,863

Hewlett-Packard Co.

1,036,000

20,202

International Business Machines Corp.

421,900

37,144

Sun Microsystems, Inc. (a)

5,216,300

22,587

92,796

Electronic Equipment & Instruments - 0.5%

Arrow Electronics, Inc. (a)

990,400

16,867

Avnet, Inc. (a)

698,200

9,496

Common Stocks - continued

Shares

Value (Note 1)
(000s)

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Instruments - continued

Ingram Micro, Inc. Class A (a)

1,500,100

$ 16,531

Molex, Inc.

335,300

9,174

52,068

IT Services - 0.4%

Electronic Data Systems Corp.

800,400

16,128

SunGard Data Systems, Inc. (a)

1,064,400

24,481

The BISYS Group, Inc. (a)

343,900

6,190

46,799

Semiconductors & Semiconductor Equipment - 3.5%

Analog Devices, Inc. (a)

1,406,500

54,221

Broadcom Corp. Class A (a)

549,200

13,444

Cypress Semiconductor Corp. (a)

365,400

4,038

LSI Logic Corp. (a)

1,395,000

8,928

Micron Technology, Inc. (a)

16,229,900

183,722

Novellus Systems, Inc. (a)

1,544,900

53,531

Texas Instruments, Inc.

1,799,600

36,892

354,776

Software - 2.1%

BEA Systems, Inc. (a)

5,891,400

63,863

Intuit, Inc. (a)

413,600

19,063

Microsoft Corp.

715,400

17,606

Network Associates, Inc. (a)

4,331,500

52,584

PeopleSoft, Inc. (a)

2,535,205

41,476

Reynolds & Reynolds Co. Class A

604,600

17,896

212,488

TOTAL INFORMATION TECHNOLOGY

1,110,033

MATERIALS - 2.8%

Metals & Mining - 2.5%

Alcoa, Inc.

10,240,200

252,011

Paper & Forest Products - 0.3%

International Paper Co.

820,400

30,084

TOTAL MATERIALS

282,095

TELECOMMUNICATION SERVICES - 5.3%

Diversified Telecommunication Services - 5.2%

BellSouth Corp.

4,398,650

116,608

Common Stocks - continued

Shares

Value (Note 1)
(000s)

TELECOMMUNICATION SERVICES - continued

Diversified Telecommunication Services - continued

Level 3 Communications, Inc. (a)

1,615,400

$ 11,485

Time Warner Telecom, Inc. Class A (a)

1,099,800

6,379

Verizon Communications, Inc.

10,476,200

396,524

530,996

Wireless Telecommunication Services - 0.1%

Vodafone Group PLC sponsored ADR

629,900

13,801

TOTAL TELECOMMUNICATION SERVICES

544,797

UTILITIES - 4.2%

Electric Utilities - 3.5%

Allegheny Energy, Inc. (a)

663,400

5,765

American Electric Power Co., Inc.

2,528,100

73,416

DQE, Inc.

237,000

3,896

Entergy Corp.

2,093,900

108,234

Exelon Corp.

1,790,000

102,567

Wisconsin Energy Corp.

1,918,200

53,422

Xcel Energy, Inc.

1,077,300

16,580

363,880

Multi-Utilities & Unregulated Power - 0.7%

AES Corp. (a)

950,500

7,528

Duke Energy Corp.

3,180,100

61,630

69,158

TOTAL UTILITIES

433,038

TOTAL COMMON STOCKS

(Cost $9,378,171)

9,956,592

Convertible Preferred Stocks - 0.4%

FINANCIALS - 0.1%

Capital Markets - 0.1%

State Street Corp. $13.50

32,950

6,621

Convertible Preferred Stocks - continued

Shares

Value (Note 1)
(000s)

INFORMATION TECHNOLOGY - 0.3%

Communications Equipment - 0.3%

Nortel Networks Corp. $1,999.97

511

$ 29,763

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $30,146)

36,384

Convertible Bonds - 0.9%

Principal
Amount (000s)

HEALTH CARE - 0.1%

Biotechnology - 0.1%

Millennium Pharmaceuticals, Inc. 5.5% 1/15/07

$ 7,590

7,249

INFORMATION TECHNOLOGY - 0.5%

Communications Equipment - 0.2%

Avaya, Inc. 0% 10/31/21

8,980

4,557

CIENA Corp. 3.75% 2/1/08

16,930

13,883

18,440

Electronic Equipment & Instruments - 0.2%

Agilent Technologies, Inc. 3% 12/1/21

29,030

28,611

Semiconductors & Semiconductor Equipment - 0.1%

Micron Technology, Inc. 2.5% 2/1/10 (d)

5,882

7,095

TOTAL INFORMATION TECHNOLOGY

54,146

TELECOMMUNICATION SERVICES - 0.3%

Diversified Telecommunication Services - 0.3%

Level 3 Communications, Inc.:

6% 9/15/09

33,660

21,038

6% 3/15/10

11,760

7,174

28,212

TOTAL CONVERTIBLE BONDS

(Cost $76,995)

89,607

U.S. Treasury Obligations - 0.1%

U.S. Treasury Bills, yield at date of purchase 1.11% 7/3/03
(Cost $8,491)

8,500

8,492

Money Market Funds - 2.3%

Shares

Value (Note 1)
(000s)

Fidelity Cash Central Fund, 1.3% (b)

189,413,633

$ 189,414

Fidelity Securities Lending Cash Central Fund, 1.31% (b)

47,108,000

47,108

TOTAL MONEY MARKET FUNDS

(Cost $236,522)

236,522

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $9,730,325)

10,327,597

NET OTHER ASSETS - (1.0)%

(99,714)

NET ASSETS - 100%

$ 10,227,883

Legend

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at period end. A complete listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Affiliated company

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $7,095,000 or 0.1% of net assets.

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $6,268,719,000 and $6,183,351,000, respectively.

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 $497,000 for the period.

Income Tax Information

At November 30, 2002, the fund had a capital loss carryforward of approximately $614,477,000 all of which will expire on November 30, 2010.

The fund intends to elect to defer to its fiscal year ending November 30, 2003 approximately $192,413,000 of losses recognized during the period November 1, 2002 to November 30, 2002.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

May 31, 2003 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $46,466) (cost $9,730,325) - See accompanying schedule

$ 10,327,597

Receivable for investments sold

64,959

Receivable for fund shares sold

6,925

Dividends receivable

10,818

Interest receivable

1,697

Other receivables

1,243

Total assets

10,413,239

Liabilities

Payable for investments purchased

$ 123,718

Payable for fund shares redeemed

10,260

Accrued management fee

3,953

Other payables and accrued expenses

317

Collateral on securities loaned, at value

47,108

Total liabilities

185,356

Net Assets

$ 10,227,883

Net Assets consist of:

Paid in capital

10,478,212

Undistributed net investment income

23,531

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

(871,135)

Net unrealized appreciation (depreciation) on investments

597,275

Net Assets, for 525,058 shares outstanding

$ 10,227,883

Net Asset Value, offering price and redemption price per share ($10,227,883 ÷ 525,058 shares)

$ 19.48

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Six months ended May 31, 2003 (Unaudited)

Investment Income

Dividends (including $180 received from affiliated issuers)

$ 90,965

Interest

7,660

Security lending

90

Total income

98,715

Expenses

Management fee

$ 22,425

Transfer agent fees

9,652

Accounting and security lending fees

425

Non-interested trustees' compensation

18

Depreciation deferred trustee compensation account

(36)

Custodian fees and expenses

90

Registration fees

26

Audit

56

Legal

23

Miscellaneous

67

Total expenses before reductions

32,746

Expense reductions

(3,302)

29,444

Net investment income (loss)

69,271

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

(8,701)

Foreign currency transactions

(3)

Futures contracts

3,494

Total net realized gain (loss)

(5,210)

Change in net unrealized appreciation (depreciation) on investment securities

370,343

Net gain (loss)

365,133

Net increase (decrease) in net assets resulting from operations

$ 434,404

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

Semiannual Report

Statement of Changes in Net Assets

Amounts in thousands

Six months ended
May 31, 2003
(Unaudited)

Year ended
November 30,
2002

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 69,271

$ 138,094

Net realized gain (loss)

(5,210)

(812,590)

Change in net unrealized appreciation (depreciation)

370,343

(192,103)

Net increase (decrease) in net assets resulting
from operations

434,404

(866,599)

Distributions to shareholders from net investment income

(69,405)

(130,488)

Distributions to shareholders from net realized gain

-

(483,185)

Total distributions

(69,405)

(613,673)

Share transactions
Net proceeds from sales of shares

569,856

1,021,592

Reinvestment of distributions

65,729

582,605

Cost of shares redeemed

(928,574)

(1,997,487)

Net increase (decrease) in net assets resulting from share transactions

(292,989)

(393,290)

Total increase (decrease) in net assets

72,010

(1,873,562)

Net Assets

Beginning of period

10,155,873

12,029,435

End of period (including undistributed net investment income of $23,531 and undistributed net investment income of $23,665, respectively)

$ 10,227,883

$ 10,155,873

Other Information

Shares

Sold

32,198

52,428

Issued in reinvestment of distributions

3,851

28,094

Redeemed

(53,384)

(105,330)

Net increase (decrease)

(17,335)

(24,808)

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

Semiannual Report

Financial Highlights

Six months
ended
May 31, 2003

Years ended November 30,

(Unaudited)

2002

2001

2000

1999

1998

Selected Per-Share Data

Net asset value, beginning of period

$ 18.72

$ 21.21

$ 27.49

$ 30.34

$ 30.73

$ 28.81

Income from Investment Operations

Net investment income (loss) D

.13

.24 F

.34

.40

.37

.35

Net realized and unrealized gain (loss)

.76

(1.65) F

(1.15)

.50

2.01

4.84

Total from investment operations

.89

(1.41)

(.81)

.90

2.38

5.19

Distributions from net investment income

(.13)

(.23)

(.39)

(.40)

(.35)

(.33)

Distributions from net realized gain

-

(.85)

(5.08)

(3.35)

(2.42)

(2.94)

Total distributions

(.13)

(1.08)

(5.47)

(3.75)

(2.77)

(3.27)

Net asset value, end of period

$ 19.48

$ 18.72

$ 21.21

$ 27.49

$ 30.34

$ 30.73

Total Return B, C

4.85%

(7.08)%

(4.33)%

3.50%

8.25%

20.05%

Ratios to Average Net Assets E

Expenses before expense reductions

.71% A

.70%

.67%

.67%

.66%

.68%

Expenses net of voluntary waivers, if any

.71% A

.70%

.67%

.67%

.66%

.68%

Expenses net of all reductions

.64% A

.63%

.62%

.63%

.64%

.66%

Net investment income (loss)

1.50% A

1.26% F

1.49%

1.47%

1.19%

1.20%

Supplemental Data

Net assets,
end of period
(in millions)

$ 10,228

$ 10,156

$ 12,029

$ 13,401

$ 18,184

$ 18,606

Portfolio turnover rate

137% A

135%

136%

151%

71%

62%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the fund during periods when reimbursements or reductions occur. Expenses net of any voluntary 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 fund.

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

Semiannual Report

F Effective December 1, 2001, the fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. Per share data and ratios for periods prior to adoption have not been restated to reflect this change.

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2003 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Equity-Income II Fund (the fund) is a fund of Fidelity Financial 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 financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and electronic data processing techniques. If an event that is expected to materially affect the value of a security occurs after the close of an exchange or market on which that security trades, but prior to the NAV calculation, then that security will be fair valued taking the event into account. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

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.

Semiannual Report

1. Significant Accounting Policies - continued

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. 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. The fund estimates the components of distributions received from Real Estate Investment Trusts (REITs). Distributions received in excess of income are recorded as a reduction of cost of investments and/or realized gain. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), non-interested Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the fund or are invested in a cross-section of other Fidelity funds, and are marked-to-market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Income Tax Information and Distributions to Shareholders. Each year the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements.

Foreign taxes are provided for based on each fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. Distributions are recorded on the ex-dividend date.

Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent and temporary book and tax differences. These adjustments have no impact on net assets or the results of operations. Temporary differences will reverse in a subsequent period. These differences are primarily due to futures transactions, foreign currency transactions, market discount, contingent interest, non-taxable dividends, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Unrealized appreciation

$ 1,024,020

|

Unrealized depreciation

(483,409)

Net unrealized appreciation (depreciation)

$ 540,611

Cost for federal income tax purposes

$ 9,786,986

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. The custodian bank receives the collateral, which is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Futures Contracts. The fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase the fund's exposure to the underlying instrument, while selling futures tends to decrease the fund's exposure to the underlying instrument or hedge other fund investments. Losses may arise from changes in the value of the underlying instruments or if the counter-parties do not perform under the contracts' terms. Gains (losses) are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Restricted Securities. The fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included under the captions "Legend" and/or "Other Information" at the end of the fund's Schedule of Investments.

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

Semiannual Report

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee.

The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .48% of the fund's average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset-based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .21% of average net assets.

Accounting and Security Lending Fees. FSC maintains the fund's accounting records and administers the security lending program. The security lending fee is based on the number and duration of lending transactions. The accounting fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of

capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $2,664 for the period.

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 are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.5 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. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. 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 $3,282 for the period. In addition, through arrangements with the fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody and transfer agent expenses by $2 and $18, respectively.

8. Transactions with Affiliated Companies.

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Transactions during the period with companies which are or were affiliates are as follows:

Affiliate

Purchase
Cost

Sales
Cost

Dividend
Income

Value

Werner Enterprises, Inc.

$ 25,456

$ -

$ 180

$ 108,898

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
(Far East) Inc.

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

Fidelity's Growth and Income Funds

Balanced Fund

Convertible Securities Fund

Equity-Income Fund

Equity-Income II Fund

Fidelity ® Fund

Global Balanced Fund

Growth & Income Portfolio

Growth & Income II Portfolio

Puritan® Fund

Real Estate Investment Portfolio

Utilities Fund

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) (automated graphic)    1-800-544-5555

(automated graphic)    Automated line for quickest service

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

EII-USAN-0703
1.786811.100

Fidelity®

Independence

Fund

Semiannual Report

May 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

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.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

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.

Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.

Neither the fund nor Fidelity Distributors Corporation is a bank.

For more information on any Fidelity fund, including charges and expenses, call 1-800-544-6666 for a free prospectus. Read it carefully before you invest or send money.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

This shareholder update and report on the performance of your fund is among the first to be produced under the new Sarbanes-Oxley Public Company Accounting and Investor Protection Act of 2002. This act requires that public companies certify, under penalty of law, the financial information they report to shareholders. It was adopted by Congress in reaction to several incidents of corporate malfeasance that brought the integrity of management of some publicly traded companies into question.

After the act was signed into law, the Securities and Exchange Commission interpreted it as applying to mutual funds as well as public companies. Thus, every mutual fund now is required to certify that the financial information provided in annual and semiannual reports to shareholders fully and fairly presents its financial position.

There is little doubt that the intent of Congress and regulators in this matter is a noble one - to improve the accuracy and accountability of financial reporting to investors by corporate America. We in no way condone any of the activities that brought about these requirements, and we welcome any and every reasonable proposal to strengthen investor protection and information disclosure.

That said, we are proud that mutual funds have always provided full and fair disclosure. Governed by the Investment Company Act of 1940 - and monitored and regulated by federal and state agencies, industry oversight associations, and independent directors - mutual funds are among the most transparent of all financial products. For example, the prices of mutual fund shares are established and published every business day, and the majority of members of the Board of Trustees that oversees our funds are not affiliated with the business of Fidelity. The disclosure standards of mutual funds actually have become models for governance and transparency across corporate America.

We are, of course, complying in full with the letter of this new requirement and hope that any future efforts by Congress to reassure investors about the honesty of corporate America will focus on practical and substantive solutions of genuine value to shareholders.

This sort of careful consideration was evident as Congress deliberated President Bush's tax cut package this spring, then enacted legislation that contains a variety of benefits for American families, investors and businesses. Although the final bill did not completely eliminate the tax that individual investors pay when they receive dividends from companies, it still will benefit American investors, and we applaud it in the spirit of compromise that marked the debate in Congress.

At Fidelity, we are committed to acting at all times in accordance with the highest standards of integrity and in the best interests of our fund shareholders. We are proud of the amount of information we provide to those who invest in our funds and pleased to continue that level of communication with you in these reports.

Semiannual Report

President's Message - continued

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Top Ten Stocks as of May 31, 2003

% of fund's
net assets

% of fund's net assets
6 months ago

EchoStar Communications Corp. Class A

6.9

4.2

Xerox Corp.

4.9

3.9

Nextel Communications, Inc. Class A

4.4

1.6

AOL Time Warner, Inc.

3.8

0.0

First Data Corp.

2.7

3.3

Tyco International Ltd.

2.4

0.7

Microsoft Corp.

2.0

0.0

Bed Bath & Beyond, Inc.

1.8

1.5

Qwest Communications International, Inc.

1.8

1.7

Dow Chemical Co.

1.5

0.0

32.2

Top Five Market Sectors as of May 31, 2003

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

19.0

12.2

Consumer Discretionary

18.7

16.9

Financials

13.7

20.4

Industrials

12.9

13.4

Telecommunication Services

9.5

3.7

Asset Allocation (% of fund's net assets)

As of May 31, 2003 *

As of November 30, 2002 **

Stocks 89.7%

Stocks 97.4%

Short-Term
Investments and
Net Other Assets 10.3%

Short-Term
Investments and
Net Other Assets 2.6%

* Foreign investments

6.7%

** Foreign investments

6.5%

Semiannual Report

Investments May 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 89.7%

Shares

Value (Note 1)
(000s)

CONSUMER DISCRETIONARY - 18.7%

Hotels, Restaurants & Leisure - 0.2%

Hilton Hotels Corp.

138,500

$ 1,920

Jurys Doyle Hotel Group PLC (United Kingdom)

28

0

Marriott International, Inc. Class A

200,000

7,820

9,740

Household Durables - 0.1%

Snap-On, Inc.

29,600

900

Tupperware Corp.

90,600

1,439

2,339

Internet & Catalog Retail - 0.5%

Amazon.com, Inc. (a)

550,000

19,767

Leisure Equipment & Products - 0.0%

Mattel, Inc.

49,400

1,063

Media - 14.8%

ADVO, Inc. (a)

59,500

2,437

AOL Time Warner, Inc. (a)

11,202,679

170,505

Clear Channel Communications, Inc. (a)

1,342,300

54,632

EchoStar Communications Corp. Class A (a)

9,100,000

305,577

EMI Group PLC

12,834,900

26,031

Liberty Media Corp. Class A (a)

3,664,000

42,869

Scholastic Corp. (a)

1,121,300

34,940

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

429,600

19,555

656,546

Specialty Retail - 2.8%

Bed Bath & Beyond, Inc. (a)

1,900,000

79,496

CDW Computer Centers, Inc. (a)

400,000

16,296

Home Depot, Inc.

450,700

14,643

Office Depot, Inc. (a)

1,011,400

13,553

Pier 1 Imports, Inc.

46,500

935

124,923

Textiles Apparel & Luxury Goods - 0.3%

Jones Apparel Group, Inc. (a)

513,300

15,070

TOTAL CONSUMER DISCRETIONARY

829,448

CONSUMER STAPLES - 2.1%

Beverages - 1.1%

The Coca-Cola Co.

1,074,400

48,960

Common Stocks - continued

Shares

Value (Note 1)
(000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - 0.6%

Sysco Corp.

877,600

$ 27,153

Tobacco - 0.4%

RJ Reynolds Tobacco Holdings, Inc.

536,900

18,303

TOTAL CONSUMER STAPLES

94,416

ENERGY - 4.2%

Energy Equipment & Services - 3.2%

BJ Services Co. (a)

1,354,533

55,143

ENSCO International, Inc.

150,000

4,500

GlobalSantaFe Corp.

900,000

22,392

Nabors Industries Ltd. (a)

769,700

34,698

Patterson-UTI Energy, Inc. (a)

53,700

1,965

Weatherford International Ltd. (a)

550,000

24,943

143,641

Oil & Gas - 1.0%

ConocoPhillips

200,000

10,794

Exxon Mobil Corp.

900,000

32,760

43,554

TOTAL ENERGY

187,195

FINANCIALS - 13.7%

Capital Markets - 4.7%

Bank of New York Co., Inc.

1,664,600

48,174

Charles Schwab Corp.

6,678,919

64,786

J.P. Morgan Chase & Co.

248,300

8,159

Janus Capital Group, Inc.

315,000

4,898

Legg Mason, Inc.

158,510

10,241

Merrill Lynch & Co., Inc.

1,013,400

43,880

Morgan Stanley

647,780

29,636

209,774

Commercial Banks - 2.9%

Bank of America Corp.

234,100

17,370

Bank One Corp.

1,513,900

56,559

Comerica, Inc.

608,000

28,132

Fifth Third Bancorp

473,900

27,249

129,310

Common Stocks - continued

Shares

Value (Note 1)
(000s)

FINANCIALS - continued

Consumer Finance - 2.5%

American Express Co.

1,180,700

$ 49,188

Capital One Financial Corp.

480,100

23,126

MBNA Corp.

1,805,000

36,190

108,504

Diversified Financial Services - 0.6%

Moody's Corp.

536,600

27,984

Insurance - 3.0%

ACE Ltd.

1,499,200

54,721

AMBAC Financial Group, Inc.

486,600

32,461

American International Group, Inc.

627,900

36,343

Aon Corp.

328,700

8,434

131,959

TOTAL FINANCIALS

607,531

HEALTH CARE - 7.1%

Biotechnology - 1.8%

Biogen, Inc. (a)

1,177,300

49,965

Genentech, Inc. (a)

458,600

28,713

Trimeris, Inc. (a)

33,200

1,638

80,316

Health Care Equipment & Supplies - 1.3%

Alcon, Inc.

100,000

4,250

Baxter International, Inc.

430,700

10,914

Becton, Dickinson & Co.

680,000

27,200

C.R. Bard, Inc.

200,000

14,030

Cooper Companies, Inc.

48,800

1,685

58,079

Health Care Providers & Services - 2.0%

Health Management Associates, Inc. Class A

1,332,400

24,849

Laboratory Corp. of America Holdings (a)

1,371,500

44,094

Per-Se Technologies, Inc. warrants 7/8/03 (a)

52,343

0

Quest Diagnostics, Inc. (a)

200,000

12,672

WebMD Corp. (a)

738,600

7,342

88,957

Pharmaceuticals - 2.0%

Angiotech Pharmaceuticals, Inc. (a)

225,300

6,712

Biovail Corp. (a)

661,700

30,996

Common Stocks - continued

Shares

Value (Note 1)
(000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Forest Laboratories, Inc. (a)

99,500

$ 5,025

Merck & Co., Inc.

823,400

45,765

88,498

TOTAL HEALTH CARE

315,850

INDUSTRIALS - 12.9%

Airlines - 2.1%

JetBlue Airways Corp. (a)

27,200

919

Ryanair Holdings PLC:

warrants (UBS Warrant Programme) 2/25/04 (a)

1,587,379

10,855

sponsored ADR (a)

1,170,100

48,524

Southwest Airlines Co.

2,082,700

33,469

93,767

Commercial Services & Supplies - 1.0%

Central Parking Corp.

32,900

373

Equifax, Inc.

771,100

19,524

Monster Worldwide, Inc.

69,156

1,373

Robert Half International, Inc. (a)

912,200

15,462

Sothebys Holdings, Inc. Class A (ltd. vtg.) (a)

527,800

4,280

Sylvan Learning Systems, Inc. (a)

114,200

2,382

43,394

Electrical Equipment - 0.5%

Emerson Electric Co.

400,000

20,920

Industrial Conglomerates - 2.9%

3M Co.

174,700

22,094

Tyco International Ltd.

6,029,900

106,729

128,823

Machinery - 3.3%

Caterpillar, Inc.

500,000

26,075

Cummins, Inc.

402,600

13,801

Danaher Corp.

100,000

6,692

Deere & Co.

400,000

17,468

Illinois Tool Works, Inc.

372,900

23,138

Ingersoll-Rand Co. Ltd. Class A

820,400

35,934

Parker Hannifin Corp.

553,200

22,366

145,474

Common Stocks - continued

Shares

Value (Note 1)
(000s)

INDUSTRIALS - continued

Marine - 0.4%

Irish Continental Group PLC (c)

2,101,733

$ 19,295

Road & Rail - 2.7%

Burlington Northern Santa Fe Corp.

878,900

25,936

CSX Corp.

586,300

19,201

Norfolk Southern Corp.

2,498,000

54,756

Union Pacific Corp.

343,000

20,920

120,813

TOTAL INDUSTRIALS

572,486

INFORMATION TECHNOLOGY - 19.0%

Communications Equipment - 1.9%

Alcatel SA sponsored ADR

1,750,000

16,170

Enterasys Networks, Inc. (a)

450,400

1,563

Lucent Technologies, Inc. (a)

7,000,000

15,470

Nortel Networks Corp. (a)

9,612,700

30,184

Telefonaktiebolaget LM Ericsson ADR (a)

1,878,600

19,537

82,924

Computers & Peripherals - 0.4%

Apple Computer, Inc. (a)

732,200

13,158

Seagate Technology

327,500

4,962

18,120

Electronic Equipment & Instruments - 0.5%

Ingram Micro, Inc. Class A (a)

1,739,100

19,165

Lexar Media, Inc. (a)

559,900

4,126

23,291

Internet Software & Services - 1.8%

Netegrity, Inc. (a)

73,836

449

RealNetworks, Inc. (a)

1,871,400

14,878

VeriSign, Inc. (a)

2,619,100

39,234

Yahoo!, Inc. (a)

850,000

25,373

79,934

IT Services - 3.8%

Affiliated Computer Services, Inc. Class A (a)

706,100

32,721

First Data Corp.

2,914,700

120,727

Paychex, Inc.

513,288

15,666

169,114

Common Stocks - continued

Shares

Value (Note 1)
(000s)

INFORMATION TECHNOLOGY - continued

Office Electronics - 4.9%

Xerox Corp. (a)

19,902,300

$ 217,532

Semiconductors & Semiconductor Equipment - 1.8%

Analog Devices, Inc. (a)

1,516,510

58,461

Atmel Corp. (a)

6,274,700

19,012

77,473

Software - 3.9%

BEA Systems, Inc. (a)

3,268,660

35,432

Microsoft Corp.

3,562,700

87,678

Reynolds & Reynolds Co. Class A

1,090,000

32,264

Synopsys, Inc. (a)

62,800

3,849

VERITAS Software Corp. (a)

500,000

13,875

173,098

TOTAL INFORMATION TECHNOLOGY

841,486

MATERIALS - 2.2%

Chemicals - 2.2%

Dow Chemical Co.

2,126,900

67,635

PPG Industries, Inc.

625,800

30,433

98,068

TELECOMMUNICATION SERVICES - 9.5%

Diversified Telecommunication Services - 3.4%

BellSouth Corp.

500,000

13,255

Cincinnati Bell, Inc. (a)

27,800

142

Qwest Communications International, Inc. (a)

17,556,100

78,827

SBC Communications, Inc.

1,000,000

25,460

Time Warner Telecom, Inc. Class A (a)

1,231,500

7,143

Verizon Communications, Inc.

700,000

26,495

151,322

Wireless Telecommunication Services - 6.1%

American Tower Corp. Class A (a)

1,824,360

16,346

At Road, Inc. (a)

56,700

500

AT&T Wireless Services, Inc. (a)

5,246,300

40,764

Crown Castle International Corp. (a)

2,067,569

17,223

Nextel Communications, Inc. Class A (a)

12,886,400

193,167

268,000

TOTAL TELECOMMUNICATION SERVICES

419,322

Common Stocks - continued

Shares

Value (Note 1)
(000s)

UTILITIES - 0.3%

Multi-Utilities & Unregulated Power - 0.3%

AES Corp. (a)

1,838,600

$ 14,562

TOTAL COMMON STOCKS

(Cost $3,549,006)

3,980,364

Convertible Preferred Stocks - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Chorum Technologies Series E (d)

41,400

41

Procket Networks, Inc. Series C (d)

1,721,344

861

902

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $17,714)

902

Money Market Funds - 13.9%

Fidelity Cash Central Fund, 1.3% (b)

605,222,740

605,223

Fidelity Securities Lending Cash Central Fund, 1.31% (b)

11,302,100

11,302

TOTAL MONEY MARKET FUNDS

(Cost $616,525)

616,525

TOTAL INVESTMENT PORTFOLIO - 103.6%

(Cost $4,183,245)

4,597,791

NET OTHER ASSETS - (3.6)%

(157,856)

NET ASSETS - 100%

$ 4,439,935

Legend

(a) Non-income producing

(b) The rate quoted is the annualized seven-day yield of the fund at period end. A complete listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Affiliated company

(d) Restricted securities - Investment in securities not registered under the Securities Act of 1933.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Chorum Technologies Series E

9/19/00

$ 714

Procket Networks, Inc. Series C

2/9/01

$ 17,000

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $3,542,238,000 and $4,060,626,000, respectively.

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 $349,000 for the period.

The fund invested in securities that are not registered under the Securities Act of 1933. At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $902,000 or 0.0% of net assets.

The fund participated in the interfund lending program as a borrower. The average daily loan balance during the period for which the loan was outstanding amounted to $5,814,000. The weighted average interest rate was 1.37%. At period end there were no interfund loans outstanding.

Income Tax Information

At November 30, 2002, the fund had a capital loss carryforward of approximately $2,595,388,000 of which $2,050,100,000 and $545,288,000 will expire on November 30, 2009 and 2010, respectively.

The fund intends to elect to defer to its fiscal year ending November 30, 2003 approximately $19,316,000 of losses recognized during the period November 1, 2002 to November 30, 2002.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

May 31, 2003 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $10,563) (cost $4,183,245) - See accompanying schedule

$ 4,597,791

Receivable for investments sold

140,505

Receivable for fund shares sold

1,688

Dividends receivable

4,349

Interest receivable

373

Other receivables

818

Total assets

4,745,524

Liabilities

Payable to custodian bank

$ 121

Payable for investments purchased

286,583

Payable for fund shares redeemed

5,119

Accrued management fee

2,281

Other payables and accrued expenses

183

Collateral on securities loaned, at value

11,302

Total liabilities

305,589

Net Assets

$ 4,439,935

Net Assets consist of:

Paid in capital

$ 6,414,889

Undistributed net investment income

15,650

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

(2,405,559)

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

414,955

Net Assets, for 309,947 shares outstanding

$ 4,439,935

Net Asset Value, offering price and redemption price per share ($4,439,935 ÷ 309,947 shares)

$ 14.32

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Six months ended May 31, 2003 (Unaudited)

Investment Income

Dividends (including $16,926 received from affiliated issuers)

$ 44,881

Interest

1,554

Security lending

110

Total income

46,545

Expenses

Management fee
Basic fee

$ 12,106

Performance adjustment

(2,286)

Transfer agent fees

4,094

Accounting and security lending fees

319

Non-interested trustees' compensation

8

Depreciation in deferred trustee compensation account

(13)

Custodian fees and expenses

82

Registration fees

19

Audit

39

Legal

15

Interest

1

Miscellaneous

26

Total expenses before reductions

14,410

Expense reductions

(1,605)

12,805

Net investment income (loss)

33,740

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities (including realized gain (loss) of $50,008 on sales of investments in affiliated issuers)

208,460

Foreign currency transactions

78

Total net realized gain (loss)

208,538

Change in net unrealized appreciation (depreciation) on:

Investment securities

(35,768)

Assets and liabilities in foreign currencies

297

Total change in net unrealized appreciation (depreciation)

(35,471)

Net gain (loss)

173,067

Net increase (decrease) in net assets resulting from operations

$ 206,807

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

Semiannual Report

Statement of Changes in Net Assets

Amounts in thousands

Six months ended
May 31, 2003
(Unaudited)

Year ended
November 30,
2002

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 33,740

$ 69,784

Net realized gain (loss)

208,538

(385,902)

Change in net unrealized appreciation (depreciation)

(35,471)

(290,042)

Net increase (decrease) in net assets resulting
from operations

206,807

(606,160)

Distributions to shareholders from net investment income

(67,225)

(68,843)

Share transactions
Net proceeds from sales of shares

222,101

624,261

Reinvestment of distributions

66,756

68,326

Cost of shares redeemed

(431,024)

(1,057,577)

Net increase (decrease) in net assets resulting from share transactions

(142,167)

(364,990)

Total increase (decrease) in net assets

(2,585)

(1,039,993)

Net Assets

Beginning of period

4,442,520

5,482,513

End of period (including undistributed net investment income of $15,650 and undistributed net investment income of $49,135, respectively)

$ 4,439,935

$ 4,442,520

Other Information

Shares

Sold

16,830

42,115

Issued in reinvestment of distributions

4,989

4,377

Redeemed

(33,102)

(71,382)

Net increase (decrease)

(11,283)

(24,890)

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

Semiannual Report

Financial Highlights

Six months ended
May 31, 2003

Years ended November 30,

(Unaudited)

2002

2001

2000

1999

1998

Selected Per-Share Data

Net asset value, beginning of period

$ 13.83

$ 15.84

$ 24.46

$ 23.82

$ 21.40

$ 20.47

Income from Invest-
ment Operations

Net investment income (loss) D

.11

.21

.17

.05

.05

.13 F

Net realized and unrealized gain (loss)

.59

(2.02)

(4.60)

3.83

5.25

4.34

Total from investment operations

.70

(1.81)

(4.43)

3.88

5.30

4.47

Distributions from net investment income

(.21)

(.20)

(.08)

(.05)

(.14)

(.13)

Distributions from net realized gain

-

-

(4.11)

(3.19)

(2.74)

(3.41)

Total distributions

(.21)

(.20)

(4.19)

(3.24)

(2.88)

(3.54)

Net asset value, end of period

$ 14.32

$ 13.83

$ 15.84

$ 24.46

$ 23.82

$ 21.40

Total Return B, C

5.17%

(11.57)%

(22.86)%

17.02%

27.93%

27.16%

Ratios to Average Net Assets E

Expenses before expense reductions

.69% A

1.07%

.97%

.88%

.63%

.62%

Expenses net of voluntary waivers, if any

.69% A

1.07%

.97%

.88%

.63%

.62%

Expenses net of all reductions

.62% A

.97%

.92%

.85%

.58%

.57%

Net investment income (loss)

1.63% A

1.41%

.95%

.19%

.25%

.68%

Supplemental Data

Net assets, end of period (in millions)

$ 4,440

$ 4,443

$ 5,483

$ 7,921

$ 5,912

$ 4,644

Portfolio turnover rate

179% A

191%

187%

249%

310%

266%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the fund during periods when reimbursements or reductions occur. Expenses net of any voluntary 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 fund.

F Investment income per share reflects a special dividend which amounted to $.03 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2003 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Independence Fund (the fund) is a fund of Fidelity Financial 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 financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If an event that is expected to materially affect the value of a security occurs after the close of an exchange or market on which that security trades, but prior to the NAV calculation, then that security will be fair valued taking the event into account. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. 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. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), non-interested Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the fund or are invested in a cross-section of other Fidelity funds, and are marked-to-market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

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

Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent and temporary book and tax differences. These adjustments have no impact on net assets or the results of operations. Temporary differences will reverse in a subsequent period. These differences are primarily due to foreign currency transactions, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Unrealized appreciation

$ 502,644

|

Unrealized depreciation

(92,383)

Net unrealized appreciation (depreciation)

$ 410,261

Cost for federal income tax purposes

$ 4,187,530

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. The custodian bank receives the collateral, which is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Restricted Securities. The fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included under the captions "Legend" and/or "Other Information" at the end of the fund's Schedule of Investments.

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee.

The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .47% of the fund's average net assets.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

4. Fees and Other Transactions with Affiliates - continued

Semiannual Report

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset-based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .20% of average net assets.

Accounting and Security Lending Fees. FSC maintains the fund's accounting records and administers the security lending program. The security lending fee is based on the number and duration of lending transactions. The accounting fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $1,550 for the period.

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 are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating funds. Information regarding the fund's participation in the program is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.5 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. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. 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 $1,596 for the period. In addition, through arrangements with the fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody and transfer agent expenses by $1 and $8, respectively.

8. Transactions with Affiliated Companies.

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Transactions during the period with companies which are or were affiliates are as follows:

Affiliate

Purchase
Cost

Sales
Cost

Dividend
Income

Value

Arnotts PLC

$ -

$ 5,390

$ -

$ -

Irish Continental Group PLC

-

6,614

396

19,295

RJ Reynolds Tobacco Holdings, Inc.

-

92,182

16,530

-

TOTALS

$ -

$ 104,186

$ 16,926

$ 19,295

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
(Far East) Inc.

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

Fidelity's Growth Funds

Aggressive Growth Fund

Blue Chip Growth Fund

Blue Chip Value Fund

Capital Appreciation Fund

Contrafund®

Contrafund® II

Disciplined Equity Fund

Dividend Growth Fund

Export and Multinational Fund

Fidelity Fifty®

Fidelity Value Discovery Fund

Focused Stock Fund

Growth Company Fund

Independence Fund

Large Cap Stock Fund

Leveraged Company Stock Fund

Low-Priced Stock Fund

Magellan® Fund

Mid-Cap Stock Fund

New Millennium Fund®

OTC Portfolio

Small Cap Independence Fund

Small Cap Stock Fund

Stock Selector

Structured Large Cap Growth Fund

Structured Large Cap Value Fund

Structured Mid Cap Growth Fund

Structured Mid Cap Value Fund

Tax Managed Stock Fund

Trend Fund

Value Fund

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) (automated graphic)    1-800-544-5555

(automated graphic)    Automated line for quickest service

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

FRE-USAN-0703
1.786813.100

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Reserved

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Reserved

Item 9. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Financial Trust disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Fidelity Financial Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There were no significant changes in Fidelity Financial Trust internal controls or in other factors that could significantly affect these controls subsequent to the date of the evaluation referenced in (a)(i) above.

Item 10. Exhibits

(a)

Not applicable.

(b)

(1)

Certification pursuant to Rule 30a-2 under the Investment Company Act of 1940 (17 CFR 270.30a-2) attached hereto as Exhibit 99.CERT.

(2)

Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Financial Trust

By:

/s/Maria Dwyer

Maria Dwyer

President and Treasurer

Date:

July 22, 2003

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Maria Dwyer

Maria Dwyer

President and Treasurer

Date:

July 22, 2003

By:

/s/Timothy F. Hayes

Timothy F. Hayes

Chief Financial Officer

Date:

July 22, 2003