N-CSRS 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811- 4118

Fidelity Securities Fund
 (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, 2004

Item 1. Reports to Stockholders

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Aggressive Growth

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

Semiannual Report

May 31, 2004

(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.

Proxy Voting Results

<Click Here>

For a free copy of the fund's proxy voting guidelines call 1-877-208-0098 or visit the Securities and Exchange Commission (SEC)'s web site at www.sec.gov.

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 Advisor fund, including charges and expenses, contact your investment professional 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:

Many of you have read or heard news stories recently that were critical of mutual funds and made allegations that the mutual fund industry has been less than forthright. I find these reports unsettling and not necessarily an accurate picture of the overall industry, and I would like you to know where we at Fidelity stand.

With specific regard to allegations that certain mutual fund companies were violating the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities, I want to say two things:

First, Fidelity does not have agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not to say that someone could not deceive the company through fraudulent acts. But I underscore that we have no so-called "agreements" which would permit this illegal practice.

Second, Fidelity has been on record for years opposing predatory short-term trading which adversely affects other shareholders in a mutual fund. In fact, in the 1980s, we began charging a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. What's more, several years ago we took the industry lead in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. It is reasonable to assume that another structure can be developed that would alter the system to make it much more difficult for predatory traders to operate. This, however, will only be achieved through close cooperation among regulators, legislators and the industry.

Certainly no industry is perfect, and there have been instances of unethical and illegal activity from time to time within the mutual fund industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. Clearly, every system can be improved. We applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings. But we remain concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems.

For more than 57 years, Fidelity Investments has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Many of them were family and friends. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Top Ten Stocks as of May 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Genentech, Inc.

4.1

2.8

Biogen Idec, Inc.

3.3

1.7

Elan Corp. PLC sponsored ADR

3.2

0.0

Biomet, Inc.

1.8

1.6

Microchip Technology, Inc.

1.8

1.2

Cisco Systems, Inc.

1.7

1.3

Lexmark International, Inc. Class A

1.7

2.0

Zimmer Holdings, Inc.

1.5

0.8

Starbucks Corp.

1.5

1.1

Caremark Rx, Inc.

1.3

1.6

21.9

Top Five Market Sectors as of May 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Health Care

35.6

24.5

Information Technology

26.4

28.9

Consumer Discretionary

17.8

19.7

Industrials

6.3

8.3

Energy

2.9

3.5

Asset Allocation (% of fund's net assets)

As of May 31, 2004*

As of November 30, 2003**

Stocks 97.0%

Stocks and
Investment
Companies 96.5%

Short-Term
Investments and
Net Other Assets 3.0%

Short-Term
Investments and
Net Other Assets 3.5%

* Foreign
investments

7.1%

** Foreign
investments

6.0%



Semiannual Report

Investments May 31, 2004 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.0%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 17.8%

Auto Components - 0.3%

Gentex Corp.

2,700

$ 102,600

Hotels, Restaurants & Leisure - 5.8%

Brinker International, Inc. (a)

6,280

232,109

California Pizza Kitchen, Inc. (a)

2,600

49,088

Darden Restaurants, Inc.

7,250

163,125

Harrah's Entertainment, Inc.

960

49,344

Hilton Hotels Corp.

5,800

100,630

International Game Technology

7,110

279,423

Krispy Kreme Doughnuts, Inc. (a)

1,800

38,646

Mandalay Resort Group

600

32,910

Marriott International, Inc. Class A

1,890

93,234

Outback Steakhouse, Inc.

1,700

72,165

Royal Caribbean Cruises Ltd.

1,400

54,768

Starbucks Corp. (a)

14,220

577,901

Station Casinos, Inc.

1,900

87,818

Sunterra Corp. (a)

1,500

15,600

The Cheesecake Factory, Inc. (a)

1,480

57,750

Wendy's International, Inc.

900

34,011

Yum! Brands, Inc. (a)

9,380

351,750

2,290,272

Household Durables - 0.9%

Black & Decker Corp.

2,410

144,431

Harman International Industries, Inc.

1,720

137,841

Mohawk Industries, Inc. (a)

780

57,907

340,179

Internet & Catalog Retail - 0.1%

Amazon.com, Inc. (a)

300

14,487

eDiets.com, Inc. (a)

400

1,348

Overstock.com, Inc. (a)

1,000

35,990

51,825

Leisure Equipment & Products - 1.1%

Brunswick Corp.

8,800

356,400

Mattel, Inc.

1,960

34,261

Polaris Industries, Inc.

800

34,720

425,381

Media - 2.2%

Cablevision Systems Corp. - NY Group Class A (a)

1,840

40,333

E.W. Scripps Co. Class A

1,850

196,766

Entercom Communications Corp. Class A (a)

540

22,005

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Media - continued

Gannett Co., Inc.

840

$ 73,752

Getty Images, Inc. (a)

1,480

83,324

Lamar Advertising Co. Class A (a)

810

33,105

NTL, Inc. (a)

1,582

93,496

Pixar (a)

1,370

92,955

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

200

2,416

Radio One, Inc. Class D (non-vtg.) (a)

1,000

17,280

The New York Times Co. Class A

1,840

85,799

Univision Communications, Inc. Class A (a)

2,300

74,865

Westwood One, Inc. (a)

2,590

70,267

886,363

Multiline Retail - 0.8%

99 Cents Only Stores (a)

500

9,705

Big Lots, Inc. (a)

3,030

44,299

Dollar General Corp.

1,900

36,860

Dollar Tree Stores, Inc. (a)

3,060

85,374

Family Dollar Stores, Inc.

2,450

76,832

Nordstrom, Inc.

2,100

85,155

338,225

Specialty Retail - 5.8%

Abercrombie & Fitch Co. Class A

2,400

87,432

AutoZone, Inc. (a)

690

59,858

Chico's FAS, Inc. (a)

4,320

185,328

Christopher & Banks Corp.

3,690

70,110

Circuit City Stores, Inc.

1,600

19,152

Foot Locker, Inc.

1,000

23,600

Hot Topic, Inc. (a)

4,155

89,790

Jo-Ann Stores, Inc. (a)

700

20,041

Kirkland's, Inc. (a)

1,200

14,100

Michaels Stores, Inc.

2,500

130,625

PETsMART, Inc.

5,860

182,187

Pier 1 Imports, Inc.

1,100

20,735

Ross Stores, Inc.

9,780

256,138

Select Comfort Corp. (a)

7,190

194,849

Staples, Inc.

16,530

455,897

TJX Companies, Inc.

14,310

356,462

Weight Watchers International, Inc. (a)

2,110

73,534

Williams-Sonoma, Inc. (a)

2,470

78,917

2,318,755

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Textiles Apparel & Luxury Goods - 0.8%

Coach, Inc. (a)

6,680

$ 291,315

Kenneth Cole Productions, Inc. Class A

550

18,013

309,328

TOTAL CONSUMER DISCRETIONARY

7,062,928

CONSUMER STAPLES - 2.2%

Food & Staples Retailing - 1.1%

CVS Corp.

6,100

254,248

Performance Food Group Co. (a)

420

13,793

Whole Foods Market, Inc.

1,710

147,060

415,101

Food Products - 0.9%

Del Monte Foods Co. (a)

14,290

146,758

Hershey Foods Corp.

1,540

136,644

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

1,700

60,265

Smithfield Foods, Inc. (a)

700

20,293

Wm. Wrigley Jr. Co.

70

4,396

368,356

Personal Products - 0.2%

Estee Lauder Companies, Inc. Class A

1,800

82,422

TOTAL CONSUMER STAPLES

865,879

ENERGY - 2.9%

Energy Equipment & Services - 2.1%

BJ Services Co. (a)

200

8,378

Cooper Cameron Corp. (a)

3,400

157,658

ENSCO International, Inc.

2,110

56,210

Halliburton Co.

600

17,424

Nabors Industries Ltd. (a)

960

39,744

Noble Corp. (a)

1,870

64,440

Patterson-UTI Energy, Inc.

2,920

89,527

Smith International, Inc. (a)

3,530

176,253

Weatherford International Ltd. (a)

5,430

225,399

835,033

Oil & Gas - 0.8%

EOG Resources, Inc.

1,400

74,802

Common Stocks - continued

Shares

Value (Note 1)

ENERGY - continued

Oil & Gas - continued

Pioneer Natural Resources Co.

4,770

$ 147,632

Teekay Shipping Corp.

3,240

112,460

334,894

TOTAL ENERGY

1,169,927

FINANCIALS - 2.9%

Capital Markets - 1.5%

Ameritrade Holding Corp. (a)

6,780

80,614

E*TRADE Financial Corp. (a)

7,400

84,434

Eaton Vance Corp. (non-vtg.)

2,610

96,309

Federated Investors, Inc. Class B (non-vtg.)

1,580

47,052

Investors Financial Services Corp.

200

7,824

Legg Mason, Inc.

1,720

150,861

SEI Investments Co.

900

26,541

T. Rowe Price Group, Inc.

1,250

60,200

Waddell & Reed Financial, Inc. Class A

2,400

52,440

606,275

Commercial Banks - 0.8%

East West Bancorp, Inc.

1,901

115,334

North Fork Bancorp, Inc., New York

1,100

42,350

Popular, Inc.

700

30,240

Sumitomo Mitsui Financial Group, Inc.

8

57,459

Synovus Financial Corp.

3,040

78,280

323,663

Real Estate - 0.0%

Catellus Development Corp.

77

1,881

Thrifts & Mortgage Finance - 0.6%

MGIC Investment Corp.

800

58,400

New York Community Bancorp, Inc.

4,373

102,416

Radian Group, Inc.

1,200

55,200

The PMI Group, Inc.

300

12,951

228,967

TOTAL FINANCIALS

1,160,786

HEALTH CARE - 35.6%

Biotechnology - 13.6%

Affymetrix, Inc. (a)

1,600

47,328

Alkermes, Inc. (a)

900

12,960

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Biotechnology - continued

Amylin Pharmaceuticals, Inc. (a)

2,990

$ 66,258

Biogen Idec, Inc. (a)

20,980

1,303,907

Celgene Corp. (a)

2,920

166,440

Cephalon, Inc. (a)

1,440

77,573

Charles River Laboratories International, Inc. (a)

2,220

100,078

Dendreon Corp. (a)

1,700

18,615

Dyax Corp. (a)

4,000

39,400

Enzon Pharmaceuticals, Inc. (a)

2,500

35,925

Genentech, Inc. (a)

26,940

1,611,271

Genzyme Corp. - General Division (a)

400

17,432

Gilead Sciences, Inc. (a)

4,900

320,754

Harvard Bioscience, Inc. (a)

2,600

12,220

ICOS Corp. (a)

600

16,872

ImClone Systems, Inc. (a)

2,270

167,980

Invitrogen Corp. (a)

800

55,560

Ligand Pharmaceuticals, Inc. Class B (a)

3,300

67,452

Medarex, Inc. (a)

13,800

115,506

MedImmune, Inc. (a)

8,210

197,615

Millennium Pharmaceuticals, Inc. (a)

33,880

505,151

Neurocrine Biosciences, Inc. (a)

240

13,750

OSI Pharmaceuticals, Inc. (a)

400

32,784

Protein Design Labs, Inc. (a)

18,470

360,350

Trimeris, Inc. (a)

1,400

20,524

5,383,705

Health Care Equipment & Supplies - 7.4%

Alcon, Inc.

3,290

258,133

Arthrocare Corp. (a)

1,700

41,616

Baxter International, Inc.

7,830

246,175

Beckman Coulter, Inc.

1,000

60,500

Biomet, Inc.

17,930

719,352

Boston Scientific Corp. (a)

6,300

279,090

C.R. Bard, Inc.

2,180

244,531

Cytyc Corp. (a)

2,000

43,800

DENTSPLY International, Inc.

1,350

66,704

Edwards Lifesciences Corp. (a)

4,500

163,125

Inverness Medical Innovations, Inc. (a)

1,200

23,268

ResMed, Inc. (a)

3,400

172,720

Steris Corp. (a)

600

13,770

Zimmer Holdings, Inc. (a)

7,210

615,374

2,948,158

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Health Care Providers & Services - 6.8%

Aetna, Inc.

2,110

$ 171,332

AmerisourceBergen Corp.

620

37,188

Andrx Corp. (a)

1,400

38,472

Apria Healthcare Group, Inc. (a)

2,000

56,160

Cardinal Health, Inc.

1,200

81,252

Caremark Rx, Inc. (a)

16,510

515,112

Cerner Corp. (a)

800

34,208

Community Health Systems, Inc. (a)

4,590

117,045

Computer Programs & Systems, Inc.

100

1,939

Covance, Inc. (a)

3,100

112,282

Coventry Health Care, Inc. (a)

4,960

228,557

DaVita, Inc. (a)

300

13,926

Health Management Associates, Inc. Class A

9,340

205,387

Henry Schein, Inc. (a)

1,300

87,308

Humana, Inc. (a)

1,800

30,726

Inveresk Research Group, Inc. (a)

6,530

196,422

Laboratory Corp. of America Holdings (a)

1,100

45,496

Lincare Holdings, Inc. (a)

1,800

60,498

McKesson Corp.

1,690

58,136

Medco Health Solutions, Inc. (a)

84

2,943

PacifiCare Health Systems, Inc. (a)

400

14,772

Patterson Dental Co. (a)

700

53,144

Quest Diagnostics, Inc.

1,200

103,380

Renal Care Group, Inc. (a)

2,700

88,479

Specialty Laboratories, Inc. (a)

1,000

9,020

Tenet Healthcare Corp. (a)

5,900

70,328

Triad Hospitals, Inc. (a)

1,470

51,979

UnitedHealth Group, Inc.

1,740

113,535

Universal Health Services, Inc. Class B

2,420

106,504

2,705,530

Pharmaceuticals - 7.8%

aaiPharma, Inc. (a)

850

3,919

Allergan, Inc.

2,620

232,918

Barr Pharmaceuticals, Inc. (a)

4,627

201,830

Elan Corp. PLC sponsored ADR (a)

53,320

1,252,487

Endo Pharmaceuticals Holdings, Inc. (a)

3,000

67,920

Eon Labs, Inc. (a)

200

15,106

Guilford Pharmaceuticals, Inc. (a)

9,400

58,280

IVAX Corp. (a)

8,160

198,696

MGI Pharma, Inc. (a)

3,450

221,870

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Pharmaceuticals - continued

Mylan Laboratories, Inc.

4,145

$ 92,475

Pharmaceutical Resources, Inc. (a)

900

37,935

Salix Pharmaceuticals Ltd. (a)

600

18,102

Schering-Plough Corp.

6,600

111,540

Sepracor, Inc. (a)

9,350

415,982

Watson Pharmaceuticals, Inc. (a)

2,050

76,568

Wyeth

2,000

72,000

3,077,628

TOTAL HEALTH CARE

14,115,021

INDUSTRIALS - 6.3%

Aerospace & Defense - 0.6%

EADS NV

4,580

112,892

Embraer - Empresa Brasileira de Aeronautica SA sponsored ADR

3,230

82,236

KVH Industries, Inc. (a)

200

2,698

Rockwell Collins, Inc.

1,200

36,048

233,874

Air Freight & Logistics - 0.1%

Expeditors International of Washington, Inc.

700

31,808

Building Products - 0.5%

American Standard Companies, Inc. (a)

5,190

194,729

Trex Co., Inc. (a)

400

14,532

209,261

Commercial Services & Supplies - 3.3%

Avery Dennison Corp.

2,620

154,685

Career Education Corp. (a)

1,900

129,143

ChoicePoint, Inc. (a)

526

22,750

Cintas Corp.

3,990

181,066

Corinthian Colleges, Inc. (a)

1,800

51,138

Education Management Corp. (a)

1,438

49,726

Equifax, Inc.

3,430

84,069

H&R Block, Inc.

1,790

87,442

Herman Miller, Inc.

1,630

39,250

HNI Corp.

800

31,896

Manpower, Inc.

200

9,550

Pitney Bowes, Inc.

3,050

135,207

Robert Half International, Inc.

11,430

319,811

1,295,733

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Construction & Engineering - 0.2%

Dycom Industries, Inc. (a)

1,400

$ 34,566

Granite Construction, Inc.

1,600

30,240

MasTec, Inc. (a)

800

3,416

68,222

Industrial Conglomerates - 0.5%

3M Co.

890

75,258

Tyco International Ltd.

4,220

129,934

205,192

Machinery - 0.6%

AGCO Corp. (a)

2,030

38,895

Astec Industries, Inc. (a)

2,900

50,199

ITT Industries, Inc.

1,760

141,768

Pall Corp.

700

16,926

247,788

Trading Companies & Distributors - 0.5%

Fastenal Co.

4,020

208,075

TOTAL INDUSTRIALS

2,499,953

INFORMATION TECHNOLOGY - 26.4%

Communications Equipment - 6.4%

Advanced Fibre Communications, Inc. (a)

1,100

20,680

Alcatel SA sponsored ADR (a)

19,890

286,615

Andrew Corp. (a)

2,100

41,265

Arris Group, Inc. (a)

500

3,160

AudioCodes Ltd. (a)

6,960

70,296

Avocent Corp. (a)

1,000

34,270

Brocade Communications Systems, Inc. (a)

4,660

27,913

CIENA Corp. (a)

15,300

55,080

Cisco Systems, Inc. (a)

30,600

677,790

Corning, Inc. (a)

15,970

197,868

Enterasys Networks, Inc. (a)

13,270

26,009

Extreme Networks, Inc. (a)

1,700

9,044

Finisar Corp. (a)

26,500

52,735

InterDigital Communication Corp. (a)

1,200

20,352

JDS Uniphase Corp. (a)

9,500

32,775

Juniper Networks, Inc. (a)

3,400

71,094

Marconi Corp. PLC (a)

12,900

154,115

Motorola, Inc.

1,040

20,561

Polycom, Inc. (a)

870

17,826

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Communications Equipment - continued

Powerwave Technologies, Inc. (a)

9,700

$ 77,697

QUALCOMM, Inc.

6,110

409,798

Redback Networks, Inc. (a)

9,900

50,193

SafeNet, Inc. (a)

7,600

177,080

Sycamore Networks, Inc. (a)

3,500

15,435

2,549,651

Computers & Peripherals - 3.1%

Diebold, Inc.

7,410

364,053

Electronics for Imaging, Inc. (a)

3,243

90,026

EMC Corp. (a)

2,250

25,290

Hutchinson Technology, Inc. (a)

500

13,205

Lexmark International, Inc. Class A (a)

7,120

671,558

Maxtor Corp. (a)

4,900

33,663

Seagate Technology

1,500

18,450

Western Digital Corp. (a)

3,100

28,334

1,244,579

Electronic Equipment & Instruments - 1.6%

Arrow Electronics, Inc. (a)

1,500

40,845

CDW Corp.

1,200

84,312

Celestica, Inc. (sub. vtg.) (a)

900

16,685

Flextronics International Ltd. (a)

2,970

52,153

Ingram Micro, Inc. Class A (a)

800

11,560

KEMET Corp. (a)

5,800

70,470

Sanmina-SCI Corp. (a)

3,900

41,262

Solectron Corp. (a)

18,600

102,300

Symbol Technologies, Inc.

6,670

98,249

Vishay Intertechnology, Inc. (a)

2,970

56,044

Waters Corp. (a)

1,300

59,904

633,784

Internet Software & Services - 1.1%

Interwoven, Inc. (a)

2,319

21,381

Lastminute.com PLC sponsored ADR (a)

100

1,686

Retek, Inc. (a)

2,785

18,158

Sina Corp. (a)

400

14,488

United Online, Inc. (a)

750

14,093

VeriSign, Inc. (a)

1,100

19,954

Vignette Corp. (a)

18,180

29,997

Yahoo!, Inc. (a)

10,380

318,251

438,008

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

IT Services - 1.8%

Affiliated Computer Services, Inc. Class A (a)

2,400

$ 119,568

Anteon International Corp. (a)

400

11,784

BearingPoint, Inc. (a)

1,600

13,728

Computer Sciences Corp. (a)

400

17,436

CSG Systems International, Inc. (a)

65

1,241

DST Systems, Inc. (a)

1,400

67,256

Fiserv, Inc. (a)

2,970

112,325

Infosys Technologies Ltd. sponsored ADR

1,160

96,222

Iron Mountain, Inc. (a)

870

38,515

Paychex, Inc.

640

24,006

SunGard Data Systems, Inc. (a)

7,110

197,018

The BISYS Group, Inc. (a)

1,880

23,782

722,881

Office Electronics - 1.2%

Xerox Corp. (a)

4,400

59,576

Zebra Technologies Corp. Class A (a)

5,067

409,819

469,395

Semiconductors & Semiconductor Equipment - 6.7%

Agere Systems, Inc.:

Class A (a)

20,030

50,876

Class B (a)

15,700

38,465

Altera Corp. (a)

5,500

125,895

Conexant Systems, Inc. (a)

17,650

83,308

DuPont Photomasks, Inc. (a)

100

2,208

Integrated Circuit Systems, Inc. (a)

5,900

162,014

Integrated Device Technology, Inc. (a)

5,990

87,334

Intel Corp.

1,500

42,825

Intersil Corp. Class A

9,400

199,750

KLA-Tencor Corp. (a)

40

1,927

Lam Research Corp. (a)

4,580

115,095

Microchip Technology, Inc.

22,670

718,866

Micron Technology, Inc. (a)

2,990

44,940

National Semiconductor Corp. (a)

7,820

169,459

Novellus Systems, Inc. (a)

3,600

119,844

NVIDIA Corp. (a)

341

8,041

Photronics, Inc. (a)

7,500

132,600

PMC-Sierra, Inc. (a)

27,030

381,123

Rambus, Inc. (a)

800

15,568

Silicon Laboratories, Inc. (a)

380

19,832

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR (a)

120

$ 1,218

Texas Instruments, Inc.

4,300

112,273

United Microelectronics Corp. sponsored ADR (a)

520

2,600

2,636,061

Software - 4.5%

Adobe Systems, Inc.

3,920

174,950

BEA Systems, Inc. (a)

9,250

79,828

BMC Software, Inc. (a)

1,700

29,988

Citrix Systems, Inc. (a)

4,470

94,094

Cognos, Inc. (a)

500

16,784

Concord Communications, Inc. (a)

100

1,142

E.piphany, Inc. (a)

5,454

25,634

Electronic Arts, Inc. (a)

4,450

226,194

FileNET Corp. (a)

1,898

51,910

Jack Henry & Associates, Inc.

1,290

25,026

Manhattan Associates, Inc. (a)

304

8,664

Mercury Interactive Corp. (a)

7,300

349,962

Parametric Technology Corp. (a)

12,800

62,080

Red Hat, Inc. (a)

2,300

62,859

Siebel Systems, Inc. (a)

18,219

196,765

Symantec Corp. (a)

6,190

283,502

VERITAS Software Corp. (a)

4,010

106,666

1,796,048

TOTAL INFORMATION TECHNOLOGY

10,490,407

MATERIALS - 1.7%

Chemicals - 0.5%

Dow Chemical Co.

1,600

63,840

Ferro Corp.

2,000

51,200

International Flavors & Fragrances, Inc.

800

28,784

Olin Corp.

2,400

39,480

Praxair, Inc.

400

14,796

198,100

Containers & Packaging - 0.6%

Owens-Illinois, Inc. (a)

2,610

38,706

Pactiv Corp. (a)

1,500

35,370

Sealed Air Corp. (a)

3,070

154,329

228,405

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Metals & Mining - 0.6%

Freeport-McMoRan Copper & Gold, Inc. Class B

2,550

$ 85,757

Massey Energy Co.

2,800

68,936

Metal Management, Inc. (a)

600

9,402

Phelps Dodge Corp. (a)

1,400

95,060

259,155

TOTAL MATERIALS

685,660

TELECOMMUNICATION SERVICES - 1.2%

Diversified Telecommunication Services - 0.6%

Philippine Long Distance Telephone Co. sponsored ADR (a)

1,000

19,480

Qwest Communications International, Inc. (a)

9,670

36,263

SBC Communications, Inc.

3,900

92,430

Sprint Corp. - FON Group

4,950

87,912

XO Communications, Inc. (a)

1,600

6,400

242,485

Wireless Telecommunication Services - 0.6%

Arch Wireless, Inc. Class A (a)

1,400

44,366

KDDI Corp.

15

87,603

MobilCom AG

1,900

38,803

Wireless Facilities, Inc. (a)

5,900

55,932

226,704

TOTAL TELECOMMUNICATION SERVICES

469,189

TOTAL COMMON STOCKS

(Cost $33,286,601)

38,519,750

Money Market Funds - 1.5%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 1.09% (b)
(Cost $594,422)

594,422

$ 594,422

TOTAL INVESTMENT PORTFOLIO - 98.5%

(Cost $33,881,023)

39,114,172

NET OTHER ASSETS - 1.5%

580,215

NET ASSETS - 100%

$ 39,694,387

Legend

(a) Non-income producing

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

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $23,677,039 and $20,413,218, 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 $3,345 for the period.

Income Tax Information

At November 30, 2003, the fund had a capital loss carryforward of approximately $14,669,000 of which $7,729,000 and $6,940,000 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

May 31, 2004 (Unaudited)

Assets

Investment in securities, at value (cost $33,881,023) - See accompanying schedule

$ 39,114,172

Cash

11,673

Receivable for investments sold

327,377

Receivable for fund shares sold

442,557

Dividends receivable

16,158

Interest receivable

585

Prepaid expenses

92

Receivable from investment adviser for expense reductions

9,481

Other receivables

7,858

Total assets

39,929,953

Liabilities

Payable for investments purchased

$ 130,932

Payable for fund shares redeemed

24,878

Accrued management fee

19,699

Transfer agent fee payable

18,456

Distribution fees payable

22,001

Other affiliated payables

2,750

Other payables and accrued expenses

16,850

Total liabilities

235,566

Net Assets

$ 39,694,387

Net Assets consist of:

Paid in capital

$ 47,751,839

Accumulated net investment loss

(270,032)

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

(13,020,608)

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

5,233,188

Net Assets

$ 39,694,387

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

May 31, 2004 (Unaudited)

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share
($5,610,447 ÷ 658,602 shares)

$ 8.52

Maximum offering price per share (100/94.25 of $8.52)

$ 9.04

Class T:
Net Asset Value and redemption price per share
($14,556,263 ÷ 1,725,002 shares)

$ 8.44

Maximum offering price per share (100/96.50 of $8.44)

$ 8.75

Class B:
Net Asset Value and offering price per share ($9,422,984 ÷ 1,135,446 shares) A

$ 8.30

Class C:
Net Asset Value and offering price per share
($9,520,037 ÷ 1,145,254 shares) A

$ 8.31

Institutional Class:
Net Asset Value, offering price and redemption price per share ($584,656 ÷ 67,821 shares)

$ 8.62

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

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

Semiannual Report

Statement of Operations

Six months ended May 31, 2004 (Unaudited)

Investment Income

Dividends

$ 74,444

Interest

4,253

Total income

78,697

Expenses

Management fee

$ 115,424

Transfer agent fees

113,240

Distribution fees

129,816

Accounting fees and expenses

18,761

Non-interested trustees' compensation

85

Custodian fees and expenses

9,528

Registration fees

11,635

Audit

18,964

Legal

1,769

Miscellaneous

357

Total expenses before reductions

419,579

Expense reductions

(70,850)

348,729

Net investment income (loss)

(270,032)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

1,909,035

Foreign currency transactions

(11)

Total net realized gain (loss)

1,909,024

Change in net unrealized appreciation (depreciation) on:

Investment securities

453,692

Assets and liabilities in foreign currencies

30

Total change in net unrealized appreciation (depreciation)

453,722

Net gain (loss)

2,362,746

Net increase (decrease) in net assets resulting from operations

$ 2,092,714

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Six months ended
May 31, 2004
(Unaudited)

Year ended
November 30,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (270,032)

$ (374,848)

Net realized gain (loss)

1,909,024

2,514,920

Change in net unrealized appreciation (depreciation)

453,722

4,055,009

Net increase (decrease) in net assets resulting
from operations

2,092,714

6,195,081

Share transactions - net increase (decrease)

3,539,771

1,324,213

Total increase (decrease) in net assets

5,632,485

7,519,294

Net Assets

Beginning of period

34,061,902

26,542,608

End of period (including accumulated net investment loss of $270,032 and $0, respectively)

$ 39,694,387

$ 34,061,902

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

Semiannual Report

Financial Highlights - Class A

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 8.02

$ 6.47

$ 8.08

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.04)

(.06)

(.08)

(.01)

-H

Net realized and unrealized gain (loss)

.54

1.61

(1.53)

(.95)

(.95)

Total from investment operations

.50

1.55

(1.61)

(.96)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.52

$ 8.02

$ 6.47

$ 8.08

$ 9.05

Total ReturnB,C,D

6.23%

23.96%

(19.93)%

(10.62)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

1.83%A

2.25%

2.05%

2.06%

31.94%A

Expenses net of voluntary waivers, if any

1.50%A

1.54%

1.69%

1.75%

1.75%A

Expenses net of all reductions

1.44%A

1.47%

1.49%

1.71%

1.75%A

Net investment income (loss)

(1.01)%A

(.89)%

(1.07)%

(.14)%

.99%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,610

$ 4,177

$ 2,620

$ 3,320

$ 1,789

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class T

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 7.95

$ 6.43

$ 8.06

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.05)

(.08)

(.10)

(.03)

-H

Net realized and unrealized gain (loss)

.54

1.60

(1.53)

(.95)

(.95)

Total from investment operations

.49

1.52

(1.63)

(.98)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.44

$ 7.95

$ 6.43

$ 8.06

$ 9.05

Total ReturnB,C,D

6.16%

23.64%

(20.22)%

(10.84)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

2.16%A

2.47%

2.16%

2.30%

32.36%A

Expenses net of voluntary waivers, if any

1.75%A

1.79%

1.92%

2.00%

2.00%A

Expenses net of all reductions

1.69%A

1.72%

1.72%

1.96%

2.00%A

Net investment income (loss)

(1.26)%A

(1.14)%

(1.29)%

(.39)%

.74%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 14,556

$ 12,458

$ 10,511

$ 14,165

$ 2,767

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class B

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 7.84

$ 6.37

$ 8.02

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.07)

(.11)

(.13)

(.08)

-H

Net realized and unrealized gain (loss)

.53

1.58

(1.52)

(.94)

(.95)

Total from investment operations

.46

1.47

(1.65)

(1.02)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.30

$ 7.84

$ 6.37

$ 8.02

$ 9.05

Total ReturnB,C,D

5.87%

23.08%

(20.57)%

(11.29)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

2.58%A

2.92%

2.73%

2.86%

32.87%A

Expenses net of voluntary waivers, if any

2.25%A

2.25%

2.43%

2.50%

2.50%A

Expenses net of all reductions

2.19%A

2.18%

2.23%

2.46%

2.50%A

Net investment income (loss)

(1.76)%A

(1.60)%

(1.81)%

(.89)%

.24%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 9,423

$ 8,422

$ 6,262

$ 8,038

$ 1,659

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class C

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 7.85

$ 6.38

$ 8.03

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.07)

(.11)

(.13)

(.08)

-H

Net realized and unrealized gain (loss)

.53

1.58

(1.52)

(.93)

(.95)

Total from investment operations

.46

1.47

(1.65)

(1.01)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.31

$ 7.85

$ 6.38

$ 8.03

$ 9.05

Total ReturnB,C,D

5.86%

23.04%

(20.55)%

(11.18)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

2.44%A

2.77%

2.58%

2.79%

32.69%A

Expenses net of voluntary waivers, if any

2.25%A

2.25%

2.36%

2.50%

2.50%A

Expenses net of all reductions

2.19%A

2.18%

2.16%

2.46%

2.50%A

Net investment income (loss)

(1.76)%A

(1.61)%

(1.74)%

(.89)%

.24%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 9,520

$ 8,427

$ 6,636

$ 8,532

$ 1,224

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000E

Selected Per-Share Data

Net asset value, beginning of period

$ 8.10

$ 6.52

$ 8.11

$ 9.06

$ 10.00

Income from Investment Operations

Net investment income (loss)D

(.03)

(.04)

(.05)

.01

.01

Net realized and unrealized gain (loss)

.55

1.62

(1.54)

(.95)

(.95)

Total from investment operations

.52

1.58

(1.59)

(.94)

(.94)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.62

$ 8.10

$ 6.52

$ 8.11

$ 9.06

Total ReturnB,C

6.42%

24.23%

(19.61)%

(10.39)%

(9.40)%

Ratios to Average Net AssetsF

Expenses before expense reductions

1.28%A

1.61%

1.43%

1.73%

31.51%A

Expenses net of voluntary waivers, if any

1.25%A

1.25%

1.27%

1.50%

1.50%A

Expenses net of all reductions

1.19%A

1.18%

1.07%

1.46%

1.50%A

Net investment income (loss)

(.76)%A

(.61)%

(.64)%

.11%

1.24%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 585

$ 579

$ 513

$ 761

$ 325

Portfolio turnover rate

113%A

158%

473%

481%

139%A

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 For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2004 (Unaudited)

1. Significant Accounting Policies.

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

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

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 prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations.

Semiannual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to foreign currency transactions, futures transactions, net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 6,958,453

|

Unrealized depreciation

(1,900,101)

Net unrealized appreciation (depreciation)

$ 5,058,352

Cost for federal income tax purposes

$ 34,055,820

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. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

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 .35% 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 .63% of the fund's average net assets.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 6,147

$ 43

Class T

.25%

.25%

33,274

-

Class B

.75%

.25%

44,980

33,735

Class C

.75%

.25%

45,415

8,598

$ 129,816

$ 42,376

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

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

Retained
by FDC

Class A

$ 10,530

Class T

6,416

Class B*

29,205

Class C*

1,322

$ 47,473

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the

Semiannual Report

4. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

respective classes of the fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period the total transfer agent fees paid by each class to FIIOC, were as follows:

Amount

% of
Average
Net Assets

Class A

$ 15,364

.63*

Class T

46,852

.70*

Class B

28,172

.63*

Class C

21,861

.48*

Institutional Class

991

.33*

$ 113,240

* Annualized

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

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 $4,231 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 $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Expense Reductions.

FMR agreed to reimburse each class to the extent operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 8,137

Class T

1.75%

27,399

Class B

2.25%

15,036

Class C

2.25%

8,648

Institutional Class

1.25%

104

$ 59,324

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 $11,526 for the period.

7. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
May 31,
2004

Year ended
November 30, 2003

Six months ended
May 31,
2004

Year ended
November 30,
2003

Class A

Shares sold

228,765

244,577

$ 1,914,521

$ 1,722,170

Shares redeemed

(91,240)

(128,450)

(762,948)

(880,316)

Net increase (decrease)

137,525

116,127

$ 1,151,573

$ 841,854

Class T

Shares sold

420,091

442,489

$ 3,483,990

$ 3,023,259

Shares redeemed

(262,080)

(509,774)

(2,150,302)

(3,391,934)

Net increase (decrease)

158,011

(67,285)

$ 1,333,688

$ (368,675)

Class B

Shares sold

214,137

340,312

$ 1,745,186

$ 2,312,985

Shares redeemed

(153,087)

(249,139)

(1,246,736)

(1,653,902)

Net increase (decrease)

61,050

91,173

$ 498,450

$ 659,083

Class C

Shares sold

259,944

327,135

$ 2,112,463

$ 2,159,687

Shares redeemed

(188,030)

(293,843)

(1,525,153)

(1,926,688)

Net increase (decrease)

71,914

33,292

$ 587,310

$ 232,999

Institutional Class

Shares sold

5,973

11,899

$ 48,804

$ 86,133

Shares redeemed

(9,640)

(19,157)

(80,054)

(127,181)

Net increase (decrease)

(3,667)

(7,258)

$ (31,250)

$ (41,048)

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on June 16, 2004 The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval.*

# of
Votes

% of
Votes

Affirmative

31,883,774,629.45

74.417

Against

8,183,381,781.77

19.100

Abstain

1,638,852,719.00

3.825

Broker
Non-Votes

1,138,987,331.08

2.658

TOTAL

42,844,996,461.30

100.000

PROPOSAL 2

To elect a Board of Trustees.*

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

40,460,518,026.37

94.435

Withheld

2,384,478,434.93

5.565

TOTAL

42,844,996,461.30

100.000

Ralph F. Cox

Affirmative

40,352,191,948.09

94.182

Withheld

2,492,804,513.21

5.818

TOTAL

42,844,996,461.30

100.000

Laura B. Cronin

Affirmative

40,424,410,070.14

94.350

Withheld

2,420,586,391.16

5.650

TOTAL

42,844,996,461.30

100.000

Robert M. Gates

Affirmative

40,432,546,388.62

94.369

Withheld

2,412,450,072.68

5.631

TOTAL

42,844,996,461.30

100.000

George H. Heilmeier

Affirmative

40,445,405,455.55

94.399

Withheld

2,399,591,005.75

5.601

TOTAL

42,844,996,461.30

100.000

Abigail P. Johnson

Affirmative

40,331,726,176.04

94.134

Withheld

2,513,270,285.26

5.866

TOTAL

42,844,996,461.30

100.000

Edward C. Johnson 3d

Affirmative

40,301,779,769.00

94.064

Withheld

2,543,216,692.30

5.936

TOTAL

42,844,996,461.30

100.000

Donald J. Kirk

Affirmative

40,378,377,883.82

94.243

Withheld

2,466,618,577.48

5.757

TOTAL

42,844,996,461.30

100.000

Marie L. Knowles

Affirmative

40,472,201,003.05

94.462

Withheld

2,372,795,458.25

5.538

TOTAL

42,844,996,461.30

100.000

Ned C. Lautenbach

Affirmative

40,485,953,391.65

94.494

Withheld

2,359,043,069.65

5.506

TOTAL

42,844,996,461.30

100.000

Marvin L. Mann

Affirmative

40,392,875,977.31

94.277

Withheld

2,452,120,483.99

5.723

TOTAL

42,844,996,461.30

100.000

William O. McCoy

Affirmative

40,409,897,384.16

94.316

Withheld

2,435,099,077.14

5.684

TOTAL

42,844,996,461.30

100.000

Robert L. Reynolds

Affirmative

40,470,266,358.65

94.457

Withheld

2,374,730,102.65

5.543

TOTAL

42,844,996,461.30

100.000

William S. Stavropoulos

Affirmative

40,442,710,981.11

94.393

Withheld

2,402,285,480.19

5.607

TOTAL

42,844,996,461.30

100.000

* Denotes trust-wide proposals and voting results.

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

Semiannual Report

Fidelity Advisor Aggressive Growth Fund

Fidelity Advisor Asset Allocation Fund

Fidelity Advisor Balanced Fund

Fidelity Advisor Biotechnology Fund

Fidelity Advisor California Municipal Income Fund

Fidelity Advisor Consumer Industries Fund

Fidelity Advisor Cyclical Industries Fund

Fidelity Advisor Developing Communications Fund

Fidelity Advisor Diversified International Fund

Fidelity Advisor Dividend Growth Fund

Fidelity Advisor Dynamic Capital
Appreciation Fund

Fidelity Advisor Electronics Fund

Fidelity Advisor Emerging Asia Fund

Fidelity Advisor Emerging Markets Fund

Fidelity Advisor Emerging Markets Income Fund

Fidelity Advisor Equity Growth Fund

Fidelity Advisor Equity Income Fund

Fidelity Advisor Equity Value Fund

Fidelity Advisor Europe Capital
Appreciation Fund

Fidelity Advisor Fifty Fund

Fidelity Advisor Financial Services Fund

Fidelity Advisor Floating Rate High Income Fund

Fidelity Advisor Freedom Income, 2005, 2010, 2015, 2020, 2025, 2030, 2035, 2040 FundsSM

Fidelity Advisor Global Equity Fund

Fidelity Advisor Government Investment Fund

Fidelity Advisor Growth & Income Fund

Fidelity Advisor Growth Opportunities Fund

Fidelity Advisor Health Care Fund

Fidelity Advisor High Income Advantage Fund

Fidelity Advisor High Income Fund

Fidelity Advisor Inflation-Protected Bond Fund

Fidelity Advisor Intermediate Bond Fund

Fidelity Advisor International Capital Appreciation Fund

Fidelity Advisor International
Small Cap Fund

Fidelity Advisor Investment Grade Bond Fund

Fidelity Advisor Japan Fund

Fidelity Advisor Korea Fund

Fidelity Advisor Large Cap Fund

Fidelity Advisor Latin America Fund

Fidelity Advisor Leveraged Company Stock Fund

Fidelity Advisor Mid Cap Fund

Fidelity Advisor Mortgage Securities Fund

Fidelity Advisor Municipal Income Fund

Fidelity Advisor Natural Resources Fund

Fidelity Advisor New Insights Fund

Fidelity Advisor New York Municipal
Income Fund

Fidelity Advisor Overseas Fund

Fidelity Advisor Real Estate Fund

Fidelity Advisor Short Fixed-Income Fund

Fidelity Advisor Short Intermediate Municipal Income Fund

Fidelity Advisor Small Cap Fund

Fidelity Advisor Strategic Dividend &
Income Fund

Fidelity Advisor Strategic Growth Fund

Fidelity Advisor Strategic Income Fund

Fidelity Advisor Tax Managed Stock Fund

Fidelity Advisor Technology Fund

Fidelity Advisor Telecommunications &
Utilities Growth Fund

Fidelity Advisor Total Bond Fund

Fidelity Advisor Ultra-Short Bond Fund

Fidelity Advisor Value Fund

Fidelity Advisor Value Leaders Fund

Fidelity Advisor Value Strategies Fund

Prime Fund

Tax-Exempt Fund

Treasury Fund

AAG-USAN-0704
1.786773.101

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

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Aggressive Growth

Fund - Institutional Class

Semiannual Report

May 31, 2004

(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.

Proxy Voting Results

<Click Here>

For a free copy of the fund's proxy voting guidelines call 1-877-208-0098 or visit the Securities and Exchange Commission (SEC)'s web site at www.sec.gov.

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 Advisor fund, including charges and expenses, contact your investment professional 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:

Many of you have read or heard news stories recently that were critical of mutual funds and made allegations that the mutual fund industry has been less than forthright. I find these reports unsettling and not necessarily an accurate picture of the overall industry, and I would like you to know where we at Fidelity stand.

With specific regard to allegations that certain mutual fund companies were violating the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities, I want to say two things:

First, Fidelity does not have agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not to say that someone could not deceive the company through fraudulent acts. But I underscore that we have no so-called "agreements" which would permit this illegal practice.

Second, Fidelity has been on record for years opposing predatory short-term trading which adversely affects other shareholders in a mutual fund. In fact, in the 1980s, we began charging a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. What's more, several years ago we took the industry lead in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. It is reasonable to assume that another structure can be developed that would alter the system to make it much more difficult for predatory traders to operate. This, however, will only be achieved through close cooperation among regulators, legislators and the industry.

Certainly no industry is perfect, and there have been instances of unethical and illegal activity from time to time within the mutual fund industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. Clearly, every system can be improved. We applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings. But we remain concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems.

For more than 57 years, Fidelity Investments has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Many of them were family and friends. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Top Ten Stocks as of May 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Genentech, Inc.

4.1

2.8

Biogen Idec, Inc.

3.3

1.7

Elan Corp. PLC sponsored ADR

3.2

0.0

Biomet, Inc.

1.8

1.6

Microchip Technology, Inc.

1.8

1.2

Cisco Systems, Inc.

1.7

1.3

Lexmark International, Inc. Class A

1.7

2.0

Zimmer Holdings, Inc.

1.5

0.8

Starbucks Corp.

1.5

1.1

Caremark Rx, Inc.

1.3

1.6

21.9

Top Five Market Sectors as of May 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Health Care

35.6

24.5

Information Technology

26.4

28.9

Consumer Discretionary

17.8

19.7

Industrials

6.3

8.3

Energy

2.9

3.5

Asset Allocation (% of fund's net assets)

As of May 31, 2004*

As of November 30, 2003**

Stocks 97.0%

Stocks and
Investment
Companies 96.5%

Short-Term
Investments and
Net Other Assets 3.0%

Short-Term
Investments and
Net Other Assets 3.5%

* Foreign
investments

7.1%

** Foreign
investments

6.0%



Semiannual Report

Investments May 31, 2004 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.0%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 17.8%

Auto Components - 0.3%

Gentex Corp.

2,700

$ 102,600

Hotels, Restaurants & Leisure - 5.8%

Brinker International, Inc. (a)

6,280

232,109

California Pizza Kitchen, Inc. (a)

2,600

49,088

Darden Restaurants, Inc.

7,250

163,125

Harrah's Entertainment, Inc.

960

49,344

Hilton Hotels Corp.

5,800

100,630

International Game Technology

7,110

279,423

Krispy Kreme Doughnuts, Inc. (a)

1,800

38,646

Mandalay Resort Group

600

32,910

Marriott International, Inc. Class A

1,890

93,234

Outback Steakhouse, Inc.

1,700

72,165

Royal Caribbean Cruises Ltd.

1,400

54,768

Starbucks Corp. (a)

14,220

577,901

Station Casinos, Inc.

1,900

87,818

Sunterra Corp. (a)

1,500

15,600

The Cheesecake Factory, Inc. (a)

1,480

57,750

Wendy's International, Inc.

900

34,011

Yum! Brands, Inc. (a)

9,380

351,750

2,290,272

Household Durables - 0.9%

Black & Decker Corp.

2,410

144,431

Harman International Industries, Inc.

1,720

137,841

Mohawk Industries, Inc. (a)

780

57,907

340,179

Internet & Catalog Retail - 0.1%

Amazon.com, Inc. (a)

300

14,487

eDiets.com, Inc. (a)

400

1,348

Overstock.com, Inc. (a)

1,000

35,990

51,825

Leisure Equipment & Products - 1.1%

Brunswick Corp.

8,800

356,400

Mattel, Inc.

1,960

34,261

Polaris Industries, Inc.

800

34,720

425,381

Media - 2.2%

Cablevision Systems Corp. - NY Group Class A (a)

1,840

40,333

E.W. Scripps Co. Class A

1,850

196,766

Entercom Communications Corp. Class A (a)

540

22,005

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Media - continued

Gannett Co., Inc.

840

$ 73,752

Getty Images, Inc. (a)

1,480

83,324

Lamar Advertising Co. Class A (a)

810

33,105

NTL, Inc. (a)

1,582

93,496

Pixar (a)

1,370

92,955

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

200

2,416

Radio One, Inc. Class D (non-vtg.) (a)

1,000

17,280

The New York Times Co. Class A

1,840

85,799

Univision Communications, Inc. Class A (a)

2,300

74,865

Westwood One, Inc. (a)

2,590

70,267

886,363

Multiline Retail - 0.8%

99 Cents Only Stores (a)

500

9,705

Big Lots, Inc. (a)

3,030

44,299

Dollar General Corp.

1,900

36,860

Dollar Tree Stores, Inc. (a)

3,060

85,374

Family Dollar Stores, Inc.

2,450

76,832

Nordstrom, Inc.

2,100

85,155

338,225

Specialty Retail - 5.8%

Abercrombie & Fitch Co. Class A

2,400

87,432

AutoZone, Inc. (a)

690

59,858

Chico's FAS, Inc. (a)

4,320

185,328

Christopher & Banks Corp.

3,690

70,110

Circuit City Stores, Inc.

1,600

19,152

Foot Locker, Inc.

1,000

23,600

Hot Topic, Inc. (a)

4,155

89,790

Jo-Ann Stores, Inc. (a)

700

20,041

Kirkland's, Inc. (a)

1,200

14,100

Michaels Stores, Inc.

2,500

130,625

PETsMART, Inc.

5,860

182,187

Pier 1 Imports, Inc.

1,100

20,735

Ross Stores, Inc.

9,780

256,138

Select Comfort Corp. (a)

7,190

194,849

Staples, Inc.

16,530

455,897

TJX Companies, Inc.

14,310

356,462

Weight Watchers International, Inc. (a)

2,110

73,534

Williams-Sonoma, Inc. (a)

2,470

78,917

2,318,755

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Textiles Apparel & Luxury Goods - 0.8%

Coach, Inc. (a)

6,680

$ 291,315

Kenneth Cole Productions, Inc. Class A

550

18,013

309,328

TOTAL CONSUMER DISCRETIONARY

7,062,928

CONSUMER STAPLES - 2.2%

Food & Staples Retailing - 1.1%

CVS Corp.

6,100

254,248

Performance Food Group Co. (a)

420

13,793

Whole Foods Market, Inc.

1,710

147,060

415,101

Food Products - 0.9%

Del Monte Foods Co. (a)

14,290

146,758

Hershey Foods Corp.

1,540

136,644

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

1,700

60,265

Smithfield Foods, Inc. (a)

700

20,293

Wm. Wrigley Jr. Co.

70

4,396

368,356

Personal Products - 0.2%

Estee Lauder Companies, Inc. Class A

1,800

82,422

TOTAL CONSUMER STAPLES

865,879

ENERGY - 2.9%

Energy Equipment & Services - 2.1%

BJ Services Co. (a)

200

8,378

Cooper Cameron Corp. (a)

3,400

157,658

ENSCO International, Inc.

2,110

56,210

Halliburton Co.

600

17,424

Nabors Industries Ltd. (a)

960

39,744

Noble Corp. (a)

1,870

64,440

Patterson-UTI Energy, Inc.

2,920

89,527

Smith International, Inc. (a)

3,530

176,253

Weatherford International Ltd. (a)

5,430

225,399

835,033

Oil & Gas - 0.8%

EOG Resources, Inc.

1,400

74,802

Common Stocks - continued

Shares

Value (Note 1)

ENERGY - continued

Oil & Gas - continued

Pioneer Natural Resources Co.

4,770

$ 147,632

Teekay Shipping Corp.

3,240

112,460

334,894

TOTAL ENERGY

1,169,927

FINANCIALS - 2.9%

Capital Markets - 1.5%

Ameritrade Holding Corp. (a)

6,780

80,614

E*TRADE Financial Corp. (a)

7,400

84,434

Eaton Vance Corp. (non-vtg.)

2,610

96,309

Federated Investors, Inc. Class B (non-vtg.)

1,580

47,052

Investors Financial Services Corp.

200

7,824

Legg Mason, Inc.

1,720

150,861

SEI Investments Co.

900

26,541

T. Rowe Price Group, Inc.

1,250

60,200

Waddell & Reed Financial, Inc. Class A

2,400

52,440

606,275

Commercial Banks - 0.8%

East West Bancorp, Inc.

1,901

115,334

North Fork Bancorp, Inc., New York

1,100

42,350

Popular, Inc.

700

30,240

Sumitomo Mitsui Financial Group, Inc.

8

57,459

Synovus Financial Corp.

3,040

78,280

323,663

Real Estate - 0.0%

Catellus Development Corp.

77

1,881

Thrifts & Mortgage Finance - 0.6%

MGIC Investment Corp.

800

58,400

New York Community Bancorp, Inc.

4,373

102,416

Radian Group, Inc.

1,200

55,200

The PMI Group, Inc.

300

12,951

228,967

TOTAL FINANCIALS

1,160,786

HEALTH CARE - 35.6%

Biotechnology - 13.6%

Affymetrix, Inc. (a)

1,600

47,328

Alkermes, Inc. (a)

900

12,960

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Biotechnology - continued

Amylin Pharmaceuticals, Inc. (a)

2,990

$ 66,258

Biogen Idec, Inc. (a)

20,980

1,303,907

Celgene Corp. (a)

2,920

166,440

Cephalon, Inc. (a)

1,440

77,573

Charles River Laboratories International, Inc. (a)

2,220

100,078

Dendreon Corp. (a)

1,700

18,615

Dyax Corp. (a)

4,000

39,400

Enzon Pharmaceuticals, Inc. (a)

2,500

35,925

Genentech, Inc. (a)

26,940

1,611,271

Genzyme Corp. - General Division (a)

400

17,432

Gilead Sciences, Inc. (a)

4,900

320,754

Harvard Bioscience, Inc. (a)

2,600

12,220

ICOS Corp. (a)

600

16,872

ImClone Systems, Inc. (a)

2,270

167,980

Invitrogen Corp. (a)

800

55,560

Ligand Pharmaceuticals, Inc. Class B (a)

3,300

67,452

Medarex, Inc. (a)

13,800

115,506

MedImmune, Inc. (a)

8,210

197,615

Millennium Pharmaceuticals, Inc. (a)

33,880

505,151

Neurocrine Biosciences, Inc. (a)

240

13,750

OSI Pharmaceuticals, Inc. (a)

400

32,784

Protein Design Labs, Inc. (a)

18,470

360,350

Trimeris, Inc. (a)

1,400

20,524

5,383,705

Health Care Equipment & Supplies - 7.4%

Alcon, Inc.

3,290

258,133

Arthrocare Corp. (a)

1,700

41,616

Baxter International, Inc.

7,830

246,175

Beckman Coulter, Inc.

1,000

60,500

Biomet, Inc.

17,930

719,352

Boston Scientific Corp. (a)

6,300

279,090

C.R. Bard, Inc.

2,180

244,531

Cytyc Corp. (a)

2,000

43,800

DENTSPLY International, Inc.

1,350

66,704

Edwards Lifesciences Corp. (a)

4,500

163,125

Inverness Medical Innovations, Inc. (a)

1,200

23,268

ResMed, Inc. (a)

3,400

172,720

Steris Corp. (a)

600

13,770

Zimmer Holdings, Inc. (a)

7,210

615,374

2,948,158

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Health Care Providers & Services - 6.8%

Aetna, Inc.

2,110

$ 171,332

AmerisourceBergen Corp.

620

37,188

Andrx Corp. (a)

1,400

38,472

Apria Healthcare Group, Inc. (a)

2,000

56,160

Cardinal Health, Inc.

1,200

81,252

Caremark Rx, Inc. (a)

16,510

515,112

Cerner Corp. (a)

800

34,208

Community Health Systems, Inc. (a)

4,590

117,045

Computer Programs & Systems, Inc.

100

1,939

Covance, Inc. (a)

3,100

112,282

Coventry Health Care, Inc. (a)

4,960

228,557

DaVita, Inc. (a)

300

13,926

Health Management Associates, Inc. Class A

9,340

205,387

Henry Schein, Inc. (a)

1,300

87,308

Humana, Inc. (a)

1,800

30,726

Inveresk Research Group, Inc. (a)

6,530

196,422

Laboratory Corp. of America Holdings (a)

1,100

45,496

Lincare Holdings, Inc. (a)

1,800

60,498

McKesson Corp.

1,690

58,136

Medco Health Solutions, Inc. (a)

84

2,943

PacifiCare Health Systems, Inc. (a)

400

14,772

Patterson Dental Co. (a)

700

53,144

Quest Diagnostics, Inc.

1,200

103,380

Renal Care Group, Inc. (a)

2,700

88,479

Specialty Laboratories, Inc. (a)

1,000

9,020

Tenet Healthcare Corp. (a)

5,900

70,328

Triad Hospitals, Inc. (a)

1,470

51,979

UnitedHealth Group, Inc.

1,740

113,535

Universal Health Services, Inc. Class B

2,420

106,504

2,705,530

Pharmaceuticals - 7.8%

aaiPharma, Inc. (a)

850

3,919

Allergan, Inc.

2,620

232,918

Barr Pharmaceuticals, Inc. (a)

4,627

201,830

Elan Corp. PLC sponsored ADR (a)

53,320

1,252,487

Endo Pharmaceuticals Holdings, Inc. (a)

3,000

67,920

Eon Labs, Inc. (a)

200

15,106

Guilford Pharmaceuticals, Inc. (a)

9,400

58,280

IVAX Corp. (a)

8,160

198,696

MGI Pharma, Inc. (a)

3,450

221,870

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Pharmaceuticals - continued

Mylan Laboratories, Inc.

4,145

$ 92,475

Pharmaceutical Resources, Inc. (a)

900

37,935

Salix Pharmaceuticals Ltd. (a)

600

18,102

Schering-Plough Corp.

6,600

111,540

Sepracor, Inc. (a)

9,350

415,982

Watson Pharmaceuticals, Inc. (a)

2,050

76,568

Wyeth

2,000

72,000

3,077,628

TOTAL HEALTH CARE

14,115,021

INDUSTRIALS - 6.3%

Aerospace & Defense - 0.6%

EADS NV

4,580

112,892

Embraer - Empresa Brasileira de Aeronautica SA sponsored ADR

3,230

82,236

KVH Industries, Inc. (a)

200

2,698

Rockwell Collins, Inc.

1,200

36,048

233,874

Air Freight & Logistics - 0.1%

Expeditors International of Washington, Inc.

700

31,808

Building Products - 0.5%

American Standard Companies, Inc. (a)

5,190

194,729

Trex Co., Inc. (a)

400

14,532

209,261

Commercial Services & Supplies - 3.3%

Avery Dennison Corp.

2,620

154,685

Career Education Corp. (a)

1,900

129,143

ChoicePoint, Inc. (a)

526

22,750

Cintas Corp.

3,990

181,066

Corinthian Colleges, Inc. (a)

1,800

51,138

Education Management Corp. (a)

1,438

49,726

Equifax, Inc.

3,430

84,069

H&R Block, Inc.

1,790

87,442

Herman Miller, Inc.

1,630

39,250

HNI Corp.

800

31,896

Manpower, Inc.

200

9,550

Pitney Bowes, Inc.

3,050

135,207

Robert Half International, Inc.

11,430

319,811

1,295,733

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Construction & Engineering - 0.2%

Dycom Industries, Inc. (a)

1,400

$ 34,566

Granite Construction, Inc.

1,600

30,240

MasTec, Inc. (a)

800

3,416

68,222

Industrial Conglomerates - 0.5%

3M Co.

890

75,258

Tyco International Ltd.

4,220

129,934

205,192

Machinery - 0.6%

AGCO Corp. (a)

2,030

38,895

Astec Industries, Inc. (a)

2,900

50,199

ITT Industries, Inc.

1,760

141,768

Pall Corp.

700

16,926

247,788

Trading Companies & Distributors - 0.5%

Fastenal Co.

4,020

208,075

TOTAL INDUSTRIALS

2,499,953

INFORMATION TECHNOLOGY - 26.4%

Communications Equipment - 6.4%

Advanced Fibre Communications, Inc. (a)

1,100

20,680

Alcatel SA sponsored ADR (a)

19,890

286,615

Andrew Corp. (a)

2,100

41,265

Arris Group, Inc. (a)

500

3,160

AudioCodes Ltd. (a)

6,960

70,296

Avocent Corp. (a)

1,000

34,270

Brocade Communications Systems, Inc. (a)

4,660

27,913

CIENA Corp. (a)

15,300

55,080

Cisco Systems, Inc. (a)

30,600

677,790

Corning, Inc. (a)

15,970

197,868

Enterasys Networks, Inc. (a)

13,270

26,009

Extreme Networks, Inc. (a)

1,700

9,044

Finisar Corp. (a)

26,500

52,735

InterDigital Communication Corp. (a)

1,200

20,352

JDS Uniphase Corp. (a)

9,500

32,775

Juniper Networks, Inc. (a)

3,400

71,094

Marconi Corp. PLC (a)

12,900

154,115

Motorola, Inc.

1,040

20,561

Polycom, Inc. (a)

870

17,826

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Communications Equipment - continued

Powerwave Technologies, Inc. (a)

9,700

$ 77,697

QUALCOMM, Inc.

6,110

409,798

Redback Networks, Inc. (a)

9,900

50,193

SafeNet, Inc. (a)

7,600

177,080

Sycamore Networks, Inc. (a)

3,500

15,435

2,549,651

Computers & Peripherals - 3.1%

Diebold, Inc.

7,410

364,053

Electronics for Imaging, Inc. (a)

3,243

90,026

EMC Corp. (a)

2,250

25,290

Hutchinson Technology, Inc. (a)

500

13,205

Lexmark International, Inc. Class A (a)

7,120

671,558

Maxtor Corp. (a)

4,900

33,663

Seagate Technology

1,500

18,450

Western Digital Corp. (a)

3,100

28,334

1,244,579

Electronic Equipment & Instruments - 1.6%

Arrow Electronics, Inc. (a)

1,500

40,845

CDW Corp.

1,200

84,312

Celestica, Inc. (sub. vtg.) (a)

900

16,685

Flextronics International Ltd. (a)

2,970

52,153

Ingram Micro, Inc. Class A (a)

800

11,560

KEMET Corp. (a)

5,800

70,470

Sanmina-SCI Corp. (a)

3,900

41,262

Solectron Corp. (a)

18,600

102,300

Symbol Technologies, Inc.

6,670

98,249

Vishay Intertechnology, Inc. (a)

2,970

56,044

Waters Corp. (a)

1,300

59,904

633,784

Internet Software & Services - 1.1%

Interwoven, Inc. (a)

2,319

21,381

Lastminute.com PLC sponsored ADR (a)

100

1,686

Retek, Inc. (a)

2,785

18,158

Sina Corp. (a)

400

14,488

United Online, Inc. (a)

750

14,093

VeriSign, Inc. (a)

1,100

19,954

Vignette Corp. (a)

18,180

29,997

Yahoo!, Inc. (a)

10,380

318,251

438,008

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

IT Services - 1.8%

Affiliated Computer Services, Inc. Class A (a)

2,400

$ 119,568

Anteon International Corp. (a)

400

11,784

BearingPoint, Inc. (a)

1,600

13,728

Computer Sciences Corp. (a)

400

17,436

CSG Systems International, Inc. (a)

65

1,241

DST Systems, Inc. (a)

1,400

67,256

Fiserv, Inc. (a)

2,970

112,325

Infosys Technologies Ltd. sponsored ADR

1,160

96,222

Iron Mountain, Inc. (a)

870

38,515

Paychex, Inc.

640

24,006

SunGard Data Systems, Inc. (a)

7,110

197,018

The BISYS Group, Inc. (a)

1,880

23,782

722,881

Office Electronics - 1.2%

Xerox Corp. (a)

4,400

59,576

Zebra Technologies Corp. Class A (a)

5,067

409,819

469,395

Semiconductors & Semiconductor Equipment - 6.7%

Agere Systems, Inc.:

Class A (a)

20,030

50,876

Class B (a)

15,700

38,465

Altera Corp. (a)

5,500

125,895

Conexant Systems, Inc. (a)

17,650

83,308

DuPont Photomasks, Inc. (a)

100

2,208

Integrated Circuit Systems, Inc. (a)

5,900

162,014

Integrated Device Technology, Inc. (a)

5,990

87,334

Intel Corp.

1,500

42,825

Intersil Corp. Class A

9,400

199,750

KLA-Tencor Corp. (a)

40

1,927

Lam Research Corp. (a)

4,580

115,095

Microchip Technology, Inc.

22,670

718,866

Micron Technology, Inc. (a)

2,990

44,940

National Semiconductor Corp. (a)

7,820

169,459

Novellus Systems, Inc. (a)

3,600

119,844

NVIDIA Corp. (a)

341

8,041

Photronics, Inc. (a)

7,500

132,600

PMC-Sierra, Inc. (a)

27,030

381,123

Rambus, Inc. (a)

800

15,568

Silicon Laboratories, Inc. (a)

380

19,832

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR (a)

120

$ 1,218

Texas Instruments, Inc.

4,300

112,273

United Microelectronics Corp. sponsored ADR (a)

520

2,600

2,636,061

Software - 4.5%

Adobe Systems, Inc.

3,920

174,950

BEA Systems, Inc. (a)

9,250

79,828

BMC Software, Inc. (a)

1,700

29,988

Citrix Systems, Inc. (a)

4,470

94,094

Cognos, Inc. (a)

500

16,784

Concord Communications, Inc. (a)

100

1,142

E.piphany, Inc. (a)

5,454

25,634

Electronic Arts, Inc. (a)

4,450

226,194

FileNET Corp. (a)

1,898

51,910

Jack Henry & Associates, Inc.

1,290

25,026

Manhattan Associates, Inc. (a)

304

8,664

Mercury Interactive Corp. (a)

7,300

349,962

Parametric Technology Corp. (a)

12,800

62,080

Red Hat, Inc. (a)

2,300

62,859

Siebel Systems, Inc. (a)

18,219

196,765

Symantec Corp. (a)

6,190

283,502

VERITAS Software Corp. (a)

4,010

106,666

1,796,048

TOTAL INFORMATION TECHNOLOGY

10,490,407

MATERIALS - 1.7%

Chemicals - 0.5%

Dow Chemical Co.

1,600

63,840

Ferro Corp.

2,000

51,200

International Flavors & Fragrances, Inc.

800

28,784

Olin Corp.

2,400

39,480

Praxair, Inc.

400

14,796

198,100

Containers & Packaging - 0.6%

Owens-Illinois, Inc. (a)

2,610

38,706

Pactiv Corp. (a)

1,500

35,370

Sealed Air Corp. (a)

3,070

154,329

228,405

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Metals & Mining - 0.6%

Freeport-McMoRan Copper & Gold, Inc. Class B

2,550

$ 85,757

Massey Energy Co.

2,800

68,936

Metal Management, Inc. (a)

600

9,402

Phelps Dodge Corp. (a)

1,400

95,060

259,155

TOTAL MATERIALS

685,660

TELECOMMUNICATION SERVICES - 1.2%

Diversified Telecommunication Services - 0.6%

Philippine Long Distance Telephone Co. sponsored ADR (a)

1,000

19,480

Qwest Communications International, Inc. (a)

9,670

36,263

SBC Communications, Inc.

3,900

92,430

Sprint Corp. - FON Group

4,950

87,912

XO Communications, Inc. (a)

1,600

6,400

242,485

Wireless Telecommunication Services - 0.6%

Arch Wireless, Inc. Class A (a)

1,400

44,366

KDDI Corp.

15

87,603

MobilCom AG

1,900

38,803

Wireless Facilities, Inc. (a)

5,900

55,932

226,704

TOTAL TELECOMMUNICATION SERVICES

469,189

TOTAL COMMON STOCKS

(Cost $33,286,601)

38,519,750

Money Market Funds - 1.5%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 1.09% (b)
(Cost $594,422)

594,422

$ 594,422

TOTAL INVESTMENT PORTFOLIO - 98.5%

(Cost $33,881,023)

39,114,172

NET OTHER ASSETS - 1.5%

580,215

NET ASSETS - 100%

$ 39,694,387

Legend

(a) Non-income producing

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

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $23,677,039 and $20,413,218, 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 $3,345 for the period.

Income Tax Information

At November 30, 2003, the fund had a capital loss carryforward of approximately $14,669,000 of which $7,729,000 and $6,940,000 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

May 31, 2004 (Unaudited)

Assets

Investment in securities, at value (cost $33,881,023) - See accompanying schedule

$ 39,114,172

Cash

11,673

Receivable for investments sold

327,377

Receivable for fund shares sold

442,557

Dividends receivable

16,158

Interest receivable

585

Prepaid expenses

92

Receivable from investment adviser for expense reductions

9,481

Other receivables

7,858

Total assets

39,929,953

Liabilities

Payable for investments purchased

$ 130,932

Payable for fund shares redeemed

24,878

Accrued management fee

19,699

Transfer agent fee payable

18,456

Distribution fees payable

22,001

Other affiliated payables

2,750

Other payables and accrued expenses

16,850

Total liabilities

235,566

Net Assets

$ 39,694,387

Net Assets consist of:

Paid in capital

$ 47,751,839

Accumulated net investment loss

(270,032)

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

(13,020,608)

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

5,233,188

Net Assets

$ 39,694,387

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

May 31, 2004 (Unaudited)

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share
($5,610,447 ÷ 658,602 shares)

$ 8.52

Maximum offering price per share (100/94.25 of $8.52)

$ 9.04

Class T:
Net Asset Value and redemption price per share
($14,556,263 ÷ 1,725,002 shares)

$ 8.44

Maximum offering price per share (100/96.50 of $8.44)

$ 8.75

Class B:
Net Asset Value and offering price per share ($9,422,984 ÷ 1,135,446 shares) A

$ 8.30

Class C:
Net Asset Value and offering price per share
($9,520,037 ÷ 1,145,254 shares) A

$ 8.31

Institutional Class:
Net Asset Value, offering price and redemption price per share ($584,656 ÷ 67,821 shares)

$ 8.62

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

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

Semiannual Report

Statement of Operations

Six months ended May 31, 2004 (Unaudited)

Investment Income

Dividends

$ 74,444

Interest

4,253

Total income

78,697

Expenses

Management fee

$ 115,424

Transfer agent fees

113,240

Distribution fees

129,816

Accounting fees and expenses

18,761

Non-interested trustees' compensation

85

Custodian fees and expenses

9,528

Registration fees

11,635

Audit

18,964

Legal

1,769

Miscellaneous

357

Total expenses before reductions

419,579

Expense reductions

(70,850)

348,729

Net investment income (loss)

(270,032)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

1,909,035

Foreign currency transactions

(11)

Total net realized gain (loss)

1,909,024

Change in net unrealized appreciation (depreciation) on:

Investment securities

453,692

Assets and liabilities in foreign currencies

30

Total change in net unrealized appreciation (depreciation)

453,722

Net gain (loss)

2,362,746

Net increase (decrease) in net assets resulting from operations

$ 2,092,714

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Six months ended
May 31, 2004
(Unaudited)

Year ended
November 30,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (270,032)

$ (374,848)

Net realized gain (loss)

1,909,024

2,514,920

Change in net unrealized appreciation (depreciation)

453,722

4,055,009

Net increase (decrease) in net assets resulting
from operations

2,092,714

6,195,081

Share transactions - net increase (decrease)

3,539,771

1,324,213

Total increase (decrease) in net assets

5,632,485

7,519,294

Net Assets

Beginning of period

34,061,902

26,542,608

End of period (including accumulated net investment loss of $270,032 and $0, respectively)

$ 39,694,387

$ 34,061,902

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

Semiannual Report

Financial Highlights - Class A

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 8.02

$ 6.47

$ 8.08

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.04)

(.06)

(.08)

(.01)

-H

Net realized and unrealized gain (loss)

.54

1.61

(1.53)

(.95)

(.95)

Total from investment operations

.50

1.55

(1.61)

(.96)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.52

$ 8.02

$ 6.47

$ 8.08

$ 9.05

Total ReturnB,C,D

6.23%

23.96%

(19.93)%

(10.62)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

1.83%A

2.25%

2.05%

2.06%

31.94%A

Expenses net of voluntary waivers, if any

1.50%A

1.54%

1.69%

1.75%

1.75%A

Expenses net of all reductions

1.44%A

1.47%

1.49%

1.71%

1.75%A

Net investment income (loss)

(1.01)%A

(.89)%

(1.07)%

(.14)%

.99%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,610

$ 4,177

$ 2,620

$ 3,320

$ 1,789

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class T

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 7.95

$ 6.43

$ 8.06

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.05)

(.08)

(.10)

(.03)

-H

Net realized and unrealized gain (loss)

.54

1.60

(1.53)

(.95)

(.95)

Total from investment operations

.49

1.52

(1.63)

(.98)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.44

$ 7.95

$ 6.43

$ 8.06

$ 9.05

Total ReturnB,C,D

6.16%

23.64%

(20.22)%

(10.84)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

2.16%A

2.47%

2.16%

2.30%

32.36%A

Expenses net of voluntary waivers, if any

1.75%A

1.79%

1.92%

2.00%

2.00%A

Expenses net of all reductions

1.69%A

1.72%

1.72%

1.96%

2.00%A

Net investment income (loss)

(1.26)%A

(1.14)%

(1.29)%

(.39)%

.74%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 14,556

$ 12,458

$ 10,511

$ 14,165

$ 2,767

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class B

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 7.84

$ 6.37

$ 8.02

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.07)

(.11)

(.13)

(.08)

-H

Net realized and unrealized gain (loss)

.53

1.58

(1.52)

(.94)

(.95)

Total from investment operations

.46

1.47

(1.65)

(1.02)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.30

$ 7.84

$ 6.37

$ 8.02

$ 9.05

Total ReturnB,C,D

5.87%

23.08%

(20.57)%

(11.29)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

2.58%A

2.92%

2.73%

2.86%

32.87%A

Expenses net of voluntary waivers, if any

2.25%A

2.25%

2.43%

2.50%

2.50%A

Expenses net of all reductions

2.19%A

2.18%

2.23%

2.46%

2.50%A

Net investment income (loss)

(1.76)%A

(1.60)%

(1.81)%

(.89)%

.24%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 9,423

$ 8,422

$ 6,262

$ 8,038

$ 1,659

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class C

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 7.85

$ 6.38

$ 8.03

$ 9.05

$ 10.00

Income from Investment Operations

Net investment income (loss)E

(.07)

(.11)

(.13)

(.08)

-H

Net realized and unrealized gain (loss)

.53

1.58

(1.52)

(.93)

(.95)

Total from investment operations

.46

1.47

(1.65)

(1.01)

(.95)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.31

$ 7.85

$ 6.38

$ 8.03

$ 9.05

Total ReturnB,C,D

5.86%

23.04%

(20.55)%

(11.18)%

(9.50)%

Ratios to Average Net AssetsG

Expenses before expense reductions

2.44%A

2.77%

2.58%

2.79%

32.69%A

Expenses net of voluntary waivers, if any

2.25%A

2.25%

2.36%

2.50%

2.50%A

Expenses net of all reductions

2.19%A

2.18%

2.16%

2.46%

2.50%A

Net investment income (loss)

(1.76)%A

(1.61)%

(1.74)%

(.89)%

.24%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 9,520

$ 8,427

$ 6,636

$ 8,532

$ 1,224

Portfolio turnover rate

113%A

158%

473%

481%

139%A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

H Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

Six months ended
May 31, 2004

Years ended November 30,

(Unaudited)

2003

2002

2001

2000E

Selected Per-Share Data

Net asset value, beginning of period

$ 8.10

$ 6.52

$ 8.11

$ 9.06

$ 10.00

Income from Investment Operations

Net investment income (loss)D

(.03)

(.04)

(.05)

.01

.01

Net realized and unrealized gain (loss)

.55

1.62

(1.54)

(.95)

(.95)

Total from investment operations

.52

1.58

(1.59)

(.94)

(.94)

Distributions from net realized gain

-

-

-

(.01)

-

Net asset value, end of period

$ 8.62

$ 8.10

$ 6.52

$ 8.11

$ 9.06

Total ReturnB,C

6.42%

24.23%

(19.61)%

(10.39)%

(9.40)%

Ratios to Average Net AssetsF

Expenses before expense reductions

1.28%A

1.61%

1.43%

1.73%

31.51%A

Expenses net of voluntary waivers, if any

1.25%A

1.25%

1.27%

1.50%

1.50%A

Expenses net of all reductions

1.19%A

1.18%

1.07%

1.46%

1.50%A

Net investment income (loss)

(.76)%A

(.61)%

(.64)%

.11%

1.24%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 585

$ 579

$ 513

$ 761

$ 325

Portfolio turnover rate

113%A

158%

473%

481%

139%A

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 For the period November 13, 2000 (commencement of operations) to November 30, 2000.

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

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2004 (Unaudited)

1. Significant Accounting Policies.

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

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

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 prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations.

Semiannual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to foreign currency transactions, futures transactions, net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 6,958,453

|

Unrealized depreciation

(1,900,101)

Net unrealized appreciation (depreciation)

$ 5,058,352

Cost for federal income tax purposes

$ 34,055,820

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. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

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 .35% 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 .63% of the fund's average net assets.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 6,147

$ 43

Class T

.25%

.25%

33,274

-

Class B

.75%

.25%

44,980

33,735

Class C

.75%

.25%

45,415

8,598

$ 129,816

$ 42,376

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

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

Retained
by FDC

Class A

$ 10,530

Class T

6,416

Class B*

29,205

Class C*

1,322

$ 47,473

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the

Semiannual Report

4. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

respective classes of the fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period the total transfer agent fees paid by each class to FIIOC, were as follows:

Amount

% of
Average
Net Assets

Class A

$ 15,364

.63*

Class T

46,852

.70*

Class B

28,172

.63*

Class C

21,861

.48*

Institutional Class

991

.33*

$ 113,240

* Annualized

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

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 $4,231 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 $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Expense Reductions.

FMR agreed to reimburse each class to the extent operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 8,137

Class T

1.75%

27,399

Class B

2.25%

15,036

Class C

2.25%

8,648

Institutional Class

1.25%

104

$ 59,324

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 $11,526 for the period.

7. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
May 31,
2004

Year ended
November 30, 2003

Six months ended
May 31,
2004

Year ended
November 30,
2003

Class A

Shares sold

228,765

244,577

$ 1,914,521

$ 1,722,170

Shares redeemed

(91,240)

(128,450)

(762,948)

(880,316)

Net increase (decrease)

137,525

116,127

$ 1,151,573

$ 841,854

Class T

Shares sold

420,091

442,489

$ 3,483,990

$ 3,023,259

Shares redeemed

(262,080)

(509,774)

(2,150,302)

(3,391,934)

Net increase (decrease)

158,011

(67,285)

$ 1,333,688

$ (368,675)

Class B

Shares sold

214,137

340,312

$ 1,745,186

$ 2,312,985

Shares redeemed

(153,087)

(249,139)

(1,246,736)

(1,653,902)

Net increase (decrease)

61,050

91,173

$ 498,450

$ 659,083

Class C

Shares sold

259,944

327,135

$ 2,112,463

$ 2,159,687

Shares redeemed

(188,030)

(293,843)

(1,525,153)

(1,926,688)

Net increase (decrease)

71,914

33,292

$ 587,310

$ 232,999

Institutional Class

Shares sold

5,973

11,899

$ 48,804

$ 86,133

Shares redeemed

(9,640)

(19,157)

(80,054)

(127,181)

Net increase (decrease)

(3,667)

(7,258)

$ (31,250)

$ (41,048)

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on June 16, 2004 The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval.*

# of
Votes

% of
Votes

Affirmative

31,883,774,629.45

74.417

Against

8,183,381,781.77

19.100

Abstain

1,638,852,719.00

3.825

Broker
Non-Votes

1,138,987,331.08

2.658

TOTAL

42,844,996,461.30

100.000

PROPOSAL 2

To elect a Board of Trustees.*

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

40,460,518,026.37

94.435

Withheld

2,384,478,434.93

5.565

TOTAL

42,844,996,461.30

100.000

Ralph F. Cox

Affirmative

40,352,191,948.09

94.182

Withheld

2,492,804,513.21

5.818

TOTAL

42,844,996,461.30

100.000

Laura B. Cronin

Affirmative

40,424,410,070.14

94.350

Withheld

2,420,586,391.16

5.650

TOTAL

42,844,996,461.30

100.000

Robert M. Gates

Affirmative

40,432,546,388.62

94.369

Withheld

2,412,450,072.68

5.631

TOTAL

42,844,996,461.30

100.000

George H. Heilmeier

Affirmative

40,445,405,455.55

94.399

Withheld

2,399,591,005.75

5.601

TOTAL

42,844,996,461.30

100.000

Abigail P. Johnson

Affirmative

40,331,726,176.04

94.134

Withheld

2,513,270,285.26

5.866

TOTAL

42,844,996,461.30

100.000

Edward C. Johnson 3d

Affirmative

40,301,779,769.00

94.064

Withheld

2,543,216,692.30

5.936

TOTAL

42,844,996,461.30

100.000

Donald J. Kirk

Affirmative

40,378,377,883.82

94.243

Withheld

2,466,618,577.48

5.757

TOTAL

42,844,996,461.30

100.000

Marie L. Knowles

Affirmative

40,472,201,003.05

94.462

Withheld

2,372,795,458.25

5.538

TOTAL

42,844,996,461.30

100.000

Ned C. Lautenbach

Affirmative

40,485,953,391.65

94.494

Withheld

2,359,043,069.65

5.506

TOTAL

42,844,996,461.30

100.000

Marvin L. Mann

Affirmative

40,392,875,977.31

94.277

Withheld

2,452,120,483.99

5.723

TOTAL

42,844,996,461.30

100.000

William O. McCoy

Affirmative

40,409,897,384.16

94.316

Withheld

2,435,099,077.14

5.684

TOTAL

42,844,996,461.30

100.000

Robert L. Reynolds

Affirmative

40,470,266,358.65

94.457

Withheld

2,374,730,102.65

5.543

TOTAL

42,844,996,461.30

100.000

William S. Stavropoulos

Affirmative

40,442,710,981.11

94.393

Withheld

2,402,285,480.19

5.607

TOTAL

42,844,996,461.30

100.000

* Denotes trust-wide proposals and voting results.

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

Semiannual Report

Fidelity Advisor Aggressive Growth Fund

Fidelity Advisor Asset Allocation Fund

Fidelity Advisor Balanced Fund

Fidelity Advisor Biotechnology Fund

Fidelity Advisor California Municipal Income Fund

Fidelity Advisor Consumer Industries Fund

Fidelity Advisor Cyclical Industries Fund

Fidelity Advisor Developing Communications Fund

Fidelity Advisor Diversified International Fund

Fidelity Advisor Dividend Growth Fund

Fidelity Advisor Dynamic Capital
Appreciation Fund

Fidelity Advisor Electronics Fund

Fidelity Advisor Emerging Asia Fund

Fidelity Advisor Emerging Markets Fund

Fidelity Advisor Emerging Markets Income Fund

Fidelity Advisor Equity Growth Fund

Fidelity Advisor Equity Income Fund

Fidelity Advisor Equity Value Fund

Fidelity Advisor Europe Capital
Appreciation Fund

Fidelity Advisor Fifty Fund

Fidelity Advisor Financial Services Fund

Fidelity Advisor Floating Rate High Income Fund

Fidelity Advisor Freedom Income, 2005, 2010, 2015, 2020, 2025, 2030, 2035, 2040 FundsSM

Fidelity Advisor Global Equity Fund

Fidelity Advisor Government Investment Fund

Fidelity Advisor Growth & Income Fund

Fidelity Advisor Growth Opportunities Fund

Fidelity Advisor Health Care Fund

Fidelity Advisor High Income Advantage Fund

Fidelity Advisor High Income Fund

Fidelity Advisor Inflation-Protected Bond Fund

Fidelity Advisor Intermediate Bond Fund

Fidelity Advisor International Capital Appreciation Fund

Fidelity Advisor International
Small Cap Fund

Fidelity Advisor Investment Grade Bond Fund

Fidelity Advisor Japan Fund

Fidelity Advisor Korea Fund

Fidelity Advisor Large Cap Fund

Fidelity Advisor Latin America Fund

Fidelity Advisor Leveraged Company Stock Fund

Fidelity Advisor Mid Cap Fund

Fidelity Advisor Mortgage Securities Fund

Fidelity Advisor Municipal Income Fund

Fidelity Advisor Natural Resources Fund

Fidelity Advisor New Insights Fund

Fidelity Advisor New York Municipal
Income Fund

Fidelity Advisor Overseas Fund

Fidelity Advisor Real Estate Fund

Fidelity Advisor Short Fixed-Income Fund

Fidelity Advisor Short Intermediate Municipal Income Fund

Fidelity Advisor Small Cap Fund

Fidelity Advisor Strategic Dividend &
Income Fund

Fidelity Advisor Strategic Growth Fund

Fidelity Advisor Strategic Income Fund

Fidelity Advisor Tax Managed Stock Fund

Fidelity Advisor Technology Fund

Fidelity Advisor Telecommunications &
Utilities Growth Fund

Fidelity Advisor Total Bond Fund

Fidelity Advisor Ultra-Short Bond Fund

Fidelity Advisor Value Fund

Fidelity Advisor Value Leaders Fund

Fidelity Advisor Value Strategies Fund

Prime Fund

Tax-Exempt Fund

Treasury Fund

AAGI-USAN-0704
1.786774.101

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

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

Not applicable.

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

Not applicable.

Item 8. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 9. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Securities Fund's Board of Trustees.

Item 10. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Securities Fund's (the "Trust") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the Trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the Trust's last fiscal half-year that has materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.

Item 11. Exhibits

(a)

(1)

Not applicable.

(a)

(2)

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

(a)

(3)

Not applicable.

(b)

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

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

Fidelity Securities Fund

By:

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

July 22, 2004

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/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

July 22, 2004

By:

/s/Timothy F. Hayes

Timothy F. Hayes

Chief Financial Officer

Date:

July 22, 2004