Like securities of all mutualfunds, these securities havenot been approved or disap-proved by the Securities andExchange Commission, andthe Securities and ExchangeCommission has not deter-mined if this prospectus isaccurate or complete. Anyrepresentation to the con-trary is a criminal offense. 82 Devonshire Street, Boston, MA 02109

Fidelity�

Magellan�

Fund

(fund number 021, trading symbol FMAGX)

ProspectusMay 29, 2005

Contents

2Prospectus

Fund Summary 3 Investment Summary3 Performance5 Fee Table

Fund Basics 7 Investment Details8 Valuing Shares

Shareholder Information 10 Buying and Selling Shares16 Exchanging Shares16 Features and Policies18 Dividends and Capital Gain

Distributions19 Tax Consequences

Fund Services 20 Fund Management22 Fund Distribution

Appendix 23 Financial Highlights24 Additional Performance Information

Fund Summary

3 Prospectus

Investment SummaryInvestment Objective

Magellan� Fund seeks capitalappreciation.

Principal Investment Strategies

� Normally investing primarily incommon stocks.

� Investing in domestic and foreignissuers.

� Investing in either “growth” stocks or“value” stocks or both.

� Using fundamental analysis of eachissuer’s financial condition and industryposition and market and economic con-ditions to select investments.

Principal Investment Risks

The fund is subject to the followingprincipal investment risks:

� Stock Market Volatility. Stockmarkets are volatile and can declinesignificantly in response to adverse issu-er, political, regulatory, market, or eco-nomic developments. Different parts ofthe market can react differently tothese developments.

� Foreign Exposure. Foreign marketscan be more volatile than the U.S. mar-ket due to increased risks of adverse is-suer, political, regulatory, market, oreconomic developments and can per-form differently from the U.S. market.

� Issuer-Specific Changes. The valueof an individual security or particulartype of security can be more volatilethan the market as a whole and canperform differently from the value ofthe market as a whole.

An investment in the fund is not a de-posit of a bank and is not insured orguaranteed by the Federal DepositInsurance Corporation or any othergovernment agency.

When you sell your shares they may beworth more or less than what you paidfor them, which means that you couldlose money.

PerformanceThe following information is intendedto help you understand the risks of in-vesting in the fund. The informationillustrates the changes in the fund’sperformance from year to year andcompares the fund’s performance tothe performance of a market index andan average of the performance of simi-lar funds over various periods of time.Returns (before and after taxes) arebased on past results and are not anindication of future performance.

Fund Summary - continued

4Prospectus

Year-by-Year Returns

MagellanCalendar Years 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004

36.82% 11.69% 26.59% 33.63% 24.05% –9.29% –11.65% –23.66% 24.82% 7.49%

–30–20–10

010203040

Percentage (%)

During the periods shown in the chart for Magellan: Returns Quarter ended

Highest Quarter Return 27.22% December 31, 1998Lowest Quarter Return –16.36% September 30, 2002Year-to-Date Return –2.69% March 31, 2005

Average Annual ReturnsAfter-tax returns are calculated usingthe historical highest individual federalmarginal income tax rates, but do notreflect the impact of state or local taxes.Return After Taxes on Distributions andSale of Fund Shares may be higher thanother returns for the same period due to

a tax benefit of realizing a capital lossupon the sale of fund shares. Actualafter-tax returns may differ dependingon your individual circumstances. Theafter-tax returns shown are not relevantif you hold your shares in a retirementaccount or in another tax-deferredarrangement.

For the periods endedDecember 31, 2004

Past 1year

Past 5years

Past 10years

Magellan

Return Before Taxes 7.49% –3.87% 10.16%

Return After Taxes on Distributions 7.30% –4.22% 8.58%

Return After Taxes on Distributions and Sale of Fund Shares 5.12% –3.37% 8.15%

S&P 500� (reflects no deduction for fees, expenses, or taxes) 10.88% –2.30% 12.07%

LipperSM Growth Funds Average (reflects no deduction for sales charges or taxes) 9.70% –3.76% 9.89%

If Fidelity Management & ResearchCompany (FMR) were to reimburse cer-tain expenses, returns would be higherduring these periods.

Standard & Poor’s 500SM Index(S&P 500�) is a market capitalization-weighted index of 500 common stockschosen for market size, liquidity, and

5 Prospectus

industry group representation torepresent U.S. equity performance.

The Lipper Funds Average reflects theperformance of mutual funds withsimilar objectives.

Fee TableThe following table describes the feesand expenses that are incurred whenyou buy, hold, or sell shares of the fund.The annual fund operating expensesprovided below for the fund do not re-flect the effect of any reduction of cer-tain expenses during the period.

Shareholder fees (paid by the investor directly)

Sales charge (load) on purchases and reinvested distributionsA None

Deferred sales charge (load) on redemptions None

A The fund may impose a 3.00% sales charge on purchases upon 60 days notice to shareholders.

Annual operating expenses (paid from fund assets)

Management fee 0.43%

Distribution and/or Service (12b-1) fees None

Other expenses 0.20%

Total annual fund operating expenses 0.63%

This example helps you compare thecost of investing in the fund with thecost of investing in other mutual funds.

Let’s say, hypothetically, that the fund’sannual return is 5% and that your share-holder fees and the fund’s annual oper-ating expenses are exactly as describedin the fee table. This example illustrates

the effect of fees and expenses, but isnot meant to suggest actual or expectedfees and expenses or returns, all ofwhich may vary. For every $10,000 youinvested, here’s how much you wouldpay in total expenses if you sell all ofyour shares at the end of each timeperiod indicated:

1 year $ 64

3 years $ 202

5 years $ 351

10 years $ 786

Fund Summary - continued

6Prospectus

A portion of the brokerage commis-sions that the fund pays may be reim-bursed and used to reduce the fund’sexpenses. In addition, through arrange-ments with the fund’s custodian andtransfer agent, credits realized as a re-sult of uninvested cash balances areused to reduce custodian and transferagent expenses. Including these reduc-tions, the total fund operating ex-penses would have been 0.62%.

Fund Basics

7 Prospectus

Investment DetailsInvestment Objective

Magellan Fund seeks capitalappreciation.

Principal Investment Strategies

FMR normally invests the fund’s assetsprimarily in common stocks.

FMR may invest the fund’s assets insecurities of foreign issuers in additionto securities of domestic issuers.

FMR is not constrained by any particularinvestment style. At any given time, FMRmay tend to buy “growth” stocks or “val-ue” stocks, or a combination of bothtypes. In buying and selling securities forthe fund, FMR relies on fundamentalanalysis of each issuer and its potentialfor success in light of its current finan-cial condition, its industry position, andeconomic and market conditions. Factorsconsidered include growth potential,earnings estimates, and management.

In addition to the principal investmentstrategies discussed above, FMR maylend the fund’s securities to broker-dealers or other institutions to earnincome for the fund.

FMR may also use various techniques,such as buying and selling futures con-tracts and exchange traded funds, to in-crease or decrease the fund’s exposure tochanging security prices or other factorsthat affect security values. If FMR’s strat-egies do not work as intended, the fundmay not achieve its objective.

Description of Principal SecurityTypes

Equity securities represent an owner-ship interest, or the right to acquire anownership interest, in an issuer. Differ-ent types of equity securities providedifferent voting and dividend rights andpriority in the event of the bankruptcyof the issuer. Equity securities includecommon stocks, preferred stocks, con-vertible securities, and warrants.

Principal Investment Risks

Many factors affect the fund’s perfor-mance. The fund’s share price changesdaily based on changes in market condi-tions and interest rates and in responseto other economic, political, or financialdevelopments. The fund’s reaction tothese developments will be affected bythe types of securities in which the fundinvests, the financial condition, industryand economic sector, and geographiclocation of an issuer, and the fund’s lev-el of investment in the securities of thatissuer. When you sell your shares theymay be worth more or less than whatyou paid for them, which means thatyou could lose money.

The following factors can significantlyaffect the fund’s performance:

Stock Market Volatility. The value ofequity securities fluctuates in responseto issuer, political, market, and economicdevelopments. In the short term, equityprices can fluctuate dramatically in re-sponse to these developments. Differentparts of the market and different types ofequity securities can react differently tothese developments. For example, largecap stocks can react differently from

Fund Basics - continued

8Prospectus

small cap stocks, and “growth” stockscan react differently from “value” stocks.Issuer, political, or economic develop-ments can affect a single issuer, issuerswithin an industry or economic sectoror geographic region, or the market as awhole.

Foreign Exposure. Foreign securities,foreign currencies, and securities issuedby U.S. entities with substantial foreignoperations can involve additional risksrelating to political, economic, or regu-latory conditions in foreign countries.These risks include fluctuations in for-eign currencies; withholding or othertaxes; trading, settlement, custodial,and other operational risks; and the lessstringent investor protection and disclo-sure standards of some foreign markets.All of these factors can make foreign in-vestments, especially those in emergingmarkets, more volatile and potentiallyless liquid than U.S. investments. Inaddition, foreign markets can performdifferently from the U.S. market.

Issuer-Specific Changes. Changes inthe financial condition of an issuer orcounterparty, changes in specific eco-nomic or political conditions that affecta particular type of security or issuer,and changes in general economic orpolitical conditions can affect a securi-ty’s or instrument’s value. The value ofsecurities of smaller, less well-knownissuers can be more volatile than that oflarger issuers.

In response to market, economic,political, or other conditions, FMR maytemporarily use a different investmentstrategy for defensive purposes. If FMRdoes so, different factors could affect the

fund’s performance and the fund maynot achieve its investment objective.

Fundamental InvestmentPoliciesThe policies discussed below are funda-mental, that is, subject to change onlyby shareholder approval.

Magellan Fund seeks capital appreci-ation through investments in securitiesof domestic, foreign, and multinationalissuers. The fund normally invests pri-marily in common stock and securitiesconvertible into common stock, but mayalso invest in other types of securities inseeking its objective. No more than 40%of the fund’s assets may be invested incompanies operating exclusively in anyone foreign country. No emphasis isplaced on dividend income except whenFMR believes this income will have a fa-vorable influence on the market value ofthe security.

Valuing SharesThe fund is open for business each daythe New York Stock Exchange (NYSE)is open.

The fund’s net asset value per share(NAV) is the value of a single share.Fidelity normally calculates the fund’sNAV as of the close of business of theNYSE, normally 4:00 p.m. Eastern time.However, NAV may be calculated earlierif trading on the NYSE is restricted or aspermitted by the Securities and Ex-change Commission (SEC). The fund’sassets are valued as of this time for thepurpose of computing the fund’s NAV.

9 Prospectus

To the extent that the fund’s assets aretraded in other markets on days whenthe fund is not open for business, thevalue of the fund’s assets may be af-fected on those days. In addition, trad-ing in some of the fund’s assets may notoccur on days when the fund is openfor business.

The fund’s assets are valued primarilyon the basis of market quotations or of-ficial closing prices. Certain short-termsecurities are valued on the basis ofamortized cost. If market quotations orofficial closing prices are not readilyavailable or do not accurately reflectfair value for a security or if a security’svalue has been materially affected byevents occurring after the close of theexchange or market on which the secu-rity is principally traded, that securitywill be valued by another method thatthe Board of Trustees believes accurate-ly reflects fair value in accordance withthe Board’s fair value pricing policies.For example, arbitrage opportunitiesmay exist when trading in a portfoliosecurity or securities is halted and doesnot resume before the fund calculatesits NAV. These arbitrage opportunitiesmay enable short-term traders to dilutethe NAV of long-term investors. Securi-ties trading in overseas markets pres-ent time zone arbitrage opportunitieswhen events affecting portfolio securityvalues occur after the close of the over-seas market but prior to the close ofthe U.S. market. Fair value pricing maybe used for high yield debt and floatingrate loans when available pricing infor-mation is stale or is determined forother reasons not to accurately reflectfair value. To the extent the fund

invests in other open-end funds, thefund will calculate its NAV using theNAV of the underlying funds in which itinvests as described in the underlyingfunds’ prospectuses. The fund may in-vest in other Fidelity funds that usethe same fair value pricing policies asthe fund or in Fidelity money marketfunds. A security’s valuation may differdepending on the method used for de-termining value. Fair valuation of afund’s portfolio securities can serve toreduce arbitrage opportunities avail-able to short-term traders, but there isno assurance that fair value pricingpolicies will prevent dilution of thefund’s NAV by short-term traders. Whilethe fund has policies regarding exces-sive trading, these too may not be ef-fective to prevent short-term NAVarbitrage trading, particularly inregard to omnibus accounts.

Shareholder Information

10Prospectus

Buying and SellingSharesGeneral InformationFidelity Investments was established in1946 to manage one of America’s firstmutual funds. Today, Fidelity is the larg-est mutual fund company in the coun-try, and is known as an innovativeprovider of high-quality financial ser-vices to individuals and institutions.

In addition to its mutual fund business,the company operates one of America’sleading brokerage firms, Fidelity Bro-kerage Services LLC. Fidelity is also aleader in providing tax-advantaged re-tirement plans for individuals investingon their own or through their employer.

You may buy or sell shares of a fundthrough a Fidelity brokerage account ora Fidelity mutual fund account. If youbuy or sell shares of a fund (other thanby exchange) through a Fidelity broker-age account, your transactions generallyinvolve your Fidelity brokerage core (asettlement vehicle included as part ofyour Fidelity brokerage account).

If you do not currently have a Fidelitybrokerage account or a Fidelity mutualfund account and would like to invest ina fund, you may need to complete an ap-plication. For more information about aFidelity brokerage account or a Fidelitymutual fund account, please visitFidelity’s web site at www.fidelity.com,call 1-800-FIDELITY, or visit a FidelityInvestor Center (call 1-800-544-9797 forthe center nearest you).

You may also buy or sell shares of thefund through a retirement account (suchas an IRA or an account funded throughsalary deduction) or an investment pro-fessional. Retirement specialists are

available at 1-800-544-4774 to answeryour questions about Fidelity retirementproducts. If you buy or sell shares of afund through a retirement account or aninvestment professional, the proceduresfor buying, selling, and exchangingshares of the fund and the account fea-tures and policies may differ from thosediscussed in this prospectus. Fees inaddition to those discussed in this pro-spectus may also apply. For example, youmay be charged a transaction fee if youbuy or sell shares of the fund through anon-Fidelity broker or other investmentprofessional.

Buying and Selling Information

Internetwww.fidelity.com

Phone

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

To reach a Fidelity representative 1-800-544-6666

MailAdditional purchases: Fidelity InvestmentsP.O. Box 770001Cincinnati, OH 45277-0003

Redemptions: Fidelity InvestmentsP.O. Box 770001Cincinnati, OH 45277-0035

TDD – Service for the Deaf andHearing Impaired1-800-544-0118 (9:00 a.m. – 9:00 p.m. Eastern time)

You should include the followinginformation with any order to buy, sell, or exchange shares:� Your name;� Your account number;�Name of fund whose shares you want to buy or sell; and�Dollar amount or number of shares you want to buy or sell.

11 Prospectus

Certain methods of contacting Fidelity,such as by telephone or electronically,may be unavailable or delayed (for ex-ample, during periods of unusual marketactivity). In addition, the level and typeof service available may be restrictedbased on criteria established by Fidelity.

Minimums

Initial Purchase $2,500

For Fidelity Simplified EmployeePension-IRA, Keogh, and Non-FidelityPrototype Retirement accounts $500

Through regular investment plans inFidelity Traditional IRA, Roth IRA,and Rollover IRAsA $200

Subsequent Purchase $250

Through regular investment plans $100

Balance $2,000

For Fidelity Simplified EmployeePension-IRA, Keogh, and Non-FidelityPrototype Retirement accounts $500

A Requires monthly purchases of $200 until fund balanceis $2,500.

There is no minimum balance or initialor subsequent purchase minimum forinvestments through Portfolio AdvisoryServicesSM, a mutual fund or a qualifiedtuition program for which FMR or anaffiliate serves as investment manager,certain Fidelity retirement accountsfunded through salary deduction, orfund positions opened with the pro-ceeds of distributions from such retire-ment accounts. In addition, the fundmay waive or lower purchase minimumsin other circumstances.

Frequent purchases and sales of fundshares can harm shareholders in various

ways, including reducing the returns tolong-term shareholders by increasingcosts to the fund (such as brokeragecommissions), disrupting portfoliomanagement strategies, and dilutingthe value of the shares of long-termshareholders in cases in which fluctua-tions in markets are not fully pricedinto the fund’s NAV. Accordingly, theBoard of Trustees has adopted policiesand procedures designed to discourageexcessive or short-term trading of fundshares. However, there is the risk thatthe fund’s policies and procedures willprove ineffective in whole or in part todetect or prevent frequent trading. Thefund may alter its policies at any timewithout prior notice to shareholders.

There is no minimum holding period andshareholders can sell their shares at anytime. Shareholders will ordinarily complywith the fund’s policies regarding exces-sive trading by allowing 90 days to passafter each investment before they sell orexchange from the fund. The fund maytake action if shares are held longerthan 90 days if the trading is disruptivefor other reasons such as unusuallylarge trade size. The fund reserves theright, but does not have the obligation,to reject any purchase or exchangetransaction at any time. In addition,the fund reserves the right to imposerestrictions on purchases or exchangesat any time or conditions that are morerestrictive on disruptive, excessive, orshort-term trading than those that areotherwise stated in this prospectus.

Excessive trading activity is measuredby the number of roundtrip transactionsin a shareholder’s account. A roundtrip

Shareholder Information - continued

12Prospectus

transaction occurs when a shareholderbuys and then sells shares of a fundwithin 30 days. Shareholders are limit-ed to two roundtrip transactions perfund within any rolling 90-day period,subject to an overall limit of fourroundtrip transactions across allFidelity funds over a rolling 12-monthperiod. Transactions of $1,000 or less,systematic withdrawal and/or contribu-tion programs, mandatory retirementdistributions, and transactions initi-ated by a plan sponsor will not counttoward the roundtrip limits. Foremployer-sponsored retirement plans,only participant directed exchangeswill count toward the roundtrip limits.

Shareholders with two or more round-trip transactions in a single fund withina rolling 90-day period will be blockedfrom making additional purchases orexchange purchases of the fund for85 days. Shareholders with four ormore roundtrip transactions acrossall Fidelity funds within any rolling12-month period will be blocked for85 days from additional purchases orexchange purchases across all Fidelityfunds. Any roundtrip within 12 monthsof the expiration of a multi-fund blockwill initiate another multi-fund blockfor an 85-day period. For repeat offend-ers, FMR may, but does not have theobligation to, impose long-term orpermanent blocks on purchase or ex-change purchase transactions in anyaccount under the shareholder’s com-mon control at any time, other than aparticipant’s account held through anemployer-sponsored retirement plan.Employer-sponsored retirement planparticipants whose activity triggers a

purchase or exchange block will be per-mitted one trade every calendar quarter.In the event of a block, employer andparticipant contributions and loan re-payments by the participant may still beinvested in the fund.

Qualified wrap programs will be moni-tored by matching the adviser’s ordersfor purchase, exchange, or sale transac-tions in fund shares to determine if theadviser’s orders comply with the fund’sfrequent trading policies. Additions toand withdrawals from a qualified wrapprogram by the adviser’s client will notbe matched with transactions initiatedby the adviser. Therefore if the adviserbuys shares of a fund and an individualclient subsequently sells shares of thesame fund within 30 days, the client’stransaction is not matched with theadviser’s and therefore does not countas a roundtrip. However, client initiatedtransactions are subject to the fund’spolicies on frequent trading and individ-ual clients will be subject to restrictionsdue to their frequent trading in a wrapaccount. Excessive trading by an adviserwill lead to fund blocks and the wrapprogram will cease to be a qualifiedwrap program. If the wrap program isblocked from making additional pur-chases or exchange purchases of a fundbecause of excessive trading by the ad-viser the wrap program will no longer beconsidered qualified and any transac-tion whether initiated by the adviser orthe client will be matched when count-ing roundtrips. Commencing no laterthan March 31, 2005, wrap account cli-ent purchases and sale transactions willbe monitored under the fund’s monitor-ing policy as though the wrap clients

13 Prospectus

were fund shareholders. A qualifiedwrap program is: i) a program whoseadviser certifies that it has investmentdiscretion over $100 million or more inclient assets invested in mutual funds atthe time of the certification, ii) a pro-gram in which the adviser directs trans-actions in the accounts participating inthe program in concert with changes ina model portfolio, and iii) managed byan adviser who agrees to give FMR suffi-cient information to permit FMR toidentify the individual accounts in thewrap program.

The fund’s excessive trade monitoringpolicy described above does not apply totransactions initiated by the trustee oradviser to a donor-advised charitablegift fund, qualified fund-of-fund(s) orother strategy funds, or omnibus ac-counts. Trustees or advisers of donor-advised charitable gift funds mustcertify to the fund’s satisfaction thatthey either work from an asset alloca-tion model or direct transactions intheir accounts in concert with changesin a model portfolio and that partici-pants are limited in their ability to in-fluence investments by the trust. Aqualified fund-of-fund(s) is a mutualfund, qualified tuition program, or otherstrategy fund consisting of qualifiedplan assets that either applies theFidelity fund’s policies on frequenttrading to shareholders at the fund-of-fund(s) level, or demonstrates that thefund-of-fund(s) has policies designed tocontrol frequent trading and that theyare reasonably likely to be effectiveas determined by the Fidelity fund’sTreasurer. The adviser to the fund-of-fund(s) must also demonstrate to the

Fidelity fund’s Treasurer that its invest-ment strategy will not lead to excessivetrading. Strategy funds must commencemonitoring for excessive trading no laterthan March 31, 2005. Omnibus accountsare maintained by intermediaries actingon behalf of multiple investors whose in-dividual trades are not ordinarily dis-closed to the fund. Short-term trading bythese investors is likely to go undetectedby the fund and may increase costs anddisrupt portfolio management. The fundwill monitor aggregate trading in quali-fied fund-of-funds and known omnibusaccounts to attempt to identify disrup-tive trades, focusing on transactions inexcess of $250,000. There is no assurancethat these policies will be effective, orwill successfully detect or deter markettiming.

The fund’s Treasurer is authorized tosuspend the fund’s policies duringperiods of severe market turbulence ornational emergency. The actions of theTreasurer are periodically reviewed withthe Board of Trustees.

The fund does not knowingly acco-mmodate frequent purchases andredemptions of fund shares by inves-tors, except as provided under thefund’s policies with respect to knownomnibus accounts, qualified fund-of-fund(s), qualified wrap accounts,donor-advised charitable gift funds,and 30 day roundtrips.

Buying SharesEffective the close of business on Sep-tember 30, 1997, new positions in thefund may no longer be opened. Share-holders of the fund on that date maycontinue to add to their fund positions

Shareholder Information - continued

14Prospectus

existing on that date. Investors who didnot own shares of the fund on Septem-ber 30, 1997, generally will not be al-lowed to buy shares of the fund exceptthat new fund positions may be opened:1) by participants in most group em-ployer retirement plans (and theirsuccessor plans) if the fund had beenestablished as an investment option un-der the plans (or under another plansponsored by the same employer) bySeptember 30, 1997, 2) for accountsmanaged on a discretionary basis bycertain registered investment advisersthat have discretionary assets of at least$500 million invested in mutual fundsand have included the fund in theirdiscretionary account program sinceSeptember 30, 1997, and 3) effectiveDecember 16, 2004 by a mutual fund ora qualified tuition program for whichFMR or an affiliate serves as investmentmanager. These restrictions generallywill apply to investments made directlywith Fidelity and investments madethrough intermediaries. Investors maybe required to demonstrate eligibility tobuy shares of the fund before an invest-ment is accepted.

The price to buy one share of the fundis the fund’s NAV. The fund’s shares aresold without a sales charge.

Your shares will be bought at the nextNAV calculated after your investment isreceived in proper form.

The fund may reject for any reason,or cancel as permitted or required bylaw, any purchase orders, includingexchanges.

For example, the fund may reject anypurchase orders, including exchanges,from market timers or investors that, inFMR’s opinion, may be disruptive to thefund.

The fund may stop offering shares com-pletely or may offer shares only on alimited basis, for a period of time orpermanently.

If you place an order to buy shares andyour payment is not received and col-lected, your purchase may be canceledand you could be liable for any losses orfees the fund or Fidelity has incurred.

Certain financial institutions that haveentered into sales agreements withFidelity Distributors Corporation (FDC)may enter confirmed purchase orderson behalf of customers by phone, withpayment to follow no later than the timewhen the fund is priced on the followingbusiness day. If payment is not receivedby that time, the order will be canceledand the financial institution could beheld liable for resulting fees or losses.

Under applicable anti-money launderingregulations and other federal regulations,purchase orders may be suspended, re-stricted, or canceled and the monies maybe withheld.

Selling SharesThe price to sell one share of the fundis the fund’s NAV.

Your shares will be sold at the next NAVcalculated after your order is received inproper form. Normally, redemptions willbe processed by the next business day,but it may take up to seven days to paythe redemption proceeds if making

15 Prospectus

immediate payment would adverselyaffect the fund.

Certain requests must include a signa-ture guarantee. It is designed to protectyou and Fidelity from fraud. If you holdyour shares in a Fidelity mutual fundaccount and submit your request toFidelity by mail, your request must bemade in writing and include a signatureguarantee if any of the following situa-tions apply:

� You wish to sell more than $100,000worth of shares;

� The address on your account (recordaddress) has changed within the last 15or 30 days, depending on your account,and you wish to sell $10,000 or more ofshares;

� You are requesting that a check bemailed to a different address than therecord address;

� You are requesting that redemptionproceeds be paid to someone other thanthe account owner; or

� The redemption proceeds are beingtransferred to a Fidelity mutual fundaccount with a different registration.

You should be able to obtain a signatureguarantee from a bank, broker (includ-ing Fidelity Investor Centers), dealer,credit union (if authorized under statelaw), securities exchange or associa-tion, clearing agency, or savings associa-tion. A notary public cannot provide asignature guarantee.

When you place an order to sell shares,note the following:

� If you are selling some but not all ofyour shares, keep your fund balanceabove $2,000 to keep your fund positionopen ($500 for fund balances in FidelitySimplified Employee Pension-IRA,Keogh, and Non-Fidelity Prototype Re-tirement accounts), except fund posi-tions not subject to balance minimums.

� Redemption proceeds (other than ex-changes) may be delayed until moneyfrom prior purchases sufficient to coveryour redemption has been received andcollected. This can take up to sevenbusiness days after a purchase.

� Remember to keep shares in your fundposition to be eligible to purchase addi-tional shares of the fund.

� Redemptions may be suspended orpayment dates postponed when theNYSE is closed (other than weekends orholidays), when trading on the NYSE isrestricted, or as permitted by the SEC.

� Redemption proceeds may be paid insecurities or other property rather thanin cash if FMR determines it is in thebest interests of the fund.

� You will not receive interest onamounts represented by uncashed re-demption checks.

� Under applicable anti-money launder-ing regulations and other federal regula-tions, redemption requests may besuspended, restricted, canceled, orprocessed and the proceeds may bewithheld.

To sell shares issued with certificates,call Fidelity for instructions. The fundno longer issues share certificates.

Shareholder Information - continued

16Prospectus

Exchanging SharesAn exchange involves the redemptionof all or a portion of the shares of onefund and the purchase of shares ofanother fund.

As a shareholder, you have the privilegeof exchanging shares of the fund forshares of other Fidelity funds.

However, you should note the followingpolicies and restrictions governingexchanges:

� The exchange limit may be modifiedfor accounts held by certain institution-al retirement plans to conform to planexchange limits and Department of La-bor regulations. See your retirementplan materials for further information.

� The fund may refuse any exchangepurchase for any reason. For example,the fund may refuse exchange pur-chases by any person or group if, inFMR’s judgment, the fund would beunable to invest the money effectivelyin accordance with its investment objec-tive and policies, or would otherwise po-tentially be adversely affected.

� Before exchanging into a fund, readits prospectus.

� The fund you are exchanging intomust be available for sale in your state.

� Exchanges may have tax consequencesfor you.

� If you are exchanging between ac-counts that are not registered in thesame name, address, and taxpayer iden-tification number (TIN), there may beadditional requirements.

� Under applicable anti-money laun-dering regulations and other federalregulations, exchange requests may besuspended, restricted, canceled, orprocessed and the proceeds may bewithheld.

The fund may terminate or modify theexchange privilege in the future.

Other funds may have different exchangerestrictions, and may impose trading feesof up to 2.00% of the amount exchanged.Check each fund’s prospectus for details.

Features and PoliciesFeaturesThe following features may be availableto buy and sell shares of the fund or tomove money to and from your account,depending on whether you are investingthrough a Fidelity brokerage accountor a Fidelity mutual fund account.Please visit Fidelity’s web site atwww.fidelity.com or call 1-800-544-6666for more information.

17 Prospectus

Electronic Funds Transfer: electronic money movement through theAutomated Clearing House

� To transfer money between a bank account and a Fidelity brokerage account or Fidelity mutual fund account.

� You can use electronic funds transfer to:

– Make periodic (automatic) purchases of Fidelity fund shares or payments to your Fidelity brokerage account.

– Make periodic (automatic) redemptions of Fidelity fund shares or withdrawals from your Fidelity brokerageaccount.

Wire: electronic money movement through the Federal Reserve wiresystem

� To transfer money between a bank account and a Fidelity brokerage account or Fidelity mutual fund account.

Automatic Transactions: periodic (automatic) transactions

� To directly deposit all or a portion of your compensation from your employer (or the U.S. Government, in thecase of Social Security) into a Fidelity brokerage account or Fidelity mutual fund account.

� To make contributions from a Fidelity mutual fund account to a Fidelity mutual fund IRA.

� To sell shares of a Fidelity money market fund and simultaneously to buy shares of another Fidelity fund in aFidelity mutual fund account.

PoliciesThe following policies apply to you as ashareholder.

Statements that Fidelity sends to youinclude the following:

� Confirmation statements (after trans-actions affecting your fund balance ex-cept reinvestment of distributions in thefund or another fund and certain trans-actions through automatic investmentor withdrawal programs).

� Monthly or quarterly account state-ments (detailing fund balances and alltransactions completed during the priormonth or quarter).

To reduce expenses, only one copy ofmost financial reports and prospectusesmay be mailed to households, even ifmore than one person in a household

holds shares of the fund. Call Fidelity at1-800-544-8544 if you need additional co-pies of financial reports or prospectuses.If you do not want the mailing of thesedocuments to be combined with thosefor other members of your household,contact Fidelity in writing at P.O. Box770001, Cincinnati, Ohio 45277-0002.

Electronic copies of most financial re-ports and prospectuses are available atFidelity’s web site. To participate inFidelity’s electronic delivery program,call Fidelity or visit Fidelity’s web sitefor more information.

You may initiate many transactionsby telephone or electronically.Fidelity will not be responsible for anyloss, cost, expense, or other liability re-sulting from unauthorized transactionsif it follows reasonable security

Shareholder Information - continued

18Prospectus

procedures designed to verify the iden-tity of the investor. Fidelity will requestpersonalized security codes or otherinformation, and may also record calls.For transactions conducted through theInternet, Fidelity recommends the useof an Internet browser with 128-bit en-cryption. You should verify the accuracyof your confirmation statements uponreceipt and notify Fidelity immediatelyof any discrepancies in your account ac-tivity. If you do not want the ability tosell and exchange by telephone, callFidelity for instructions.

You may be asked to provide additionalinformation in order for Fidelity to verifyyour identity in accordance with require-ments under anti-money laundering reg-ulations. Accounts may be restrictedand/or closed, and the monies withheld,pending verification of this informationor as otherwise required under these andother federal regulations.

Fidelity may deduct a small balancemaintenance fee of $12.00 from afund balance with a value of less than$2,000. It is expected that fund bal-ances will be valued on the secondFriday in November of each calendaryear. Fund positions opened after Sep-tember 30 will not be subject to the feefor that calendar year. The fee, which ispayable to Fidelity, is designed to offsetin part the relatively higher costs ofservicing smaller fund positions. Thisfee will not be deducted from fundpositions opened after January 1 ofthat calendar year if those positionsuse regular investment plans.

You will be given 30 days’ notice to rees-tablish the minimum balance if your

fund balance falls below $2,000 ($500for fund balances in Fidelity SimplifiedEmployee Pension-IRA, Keogh, and Non-Fidelity Prototype Retirement accounts),for any reason, including solely due todeclines in NAV. If you do not increaseyour balance, Fidelity may sell all of yourshares and send the proceeds to you.Your shares will be sold at the NAV onthe day Fidelity closes your fund posi-tion. Certain fund positions are not sub-ject to these balance requirements andwill not be closed for failure to maintaina minimum balance.

Fidelity may charge a fee for certainservices, such as providing historicalaccount documents.

Dividends and CapitalGain DistributionsThe fund earns dividends, interest, andother income from its investments, anddistributes this income (less expenses)to shareholders as dividends. The fundalso realizes capital gains from its in-vestments, and distributes these gains(less any losses) to shareholders as cap-ital gain distributions.

The fund normally pays dividends andcapital gain distributions in May andDecember.

Distribution OptionsWhen you open an account, specify onyour application how you want to re-ceive your distributions. The followingdistribution options are available for thefund:

1. Reinvestment Option. Your divi-dends and capital gain distributions will

19 Prospectus

be automatically reinvested in addition-al shares of the fund. If you do not indi-cate a choice on your application, youwill be assigned this option.

2. Income-Earned Option. Your capi-tal gain distributions will be automati-cally reinvested in additional shares ofthe fund. Your dividends will be paid incash.

3. Cash Option. Your dividends andcapital gain distributions will be paid incash.

4. Directed Dividends� Option.Your dividends will be automatically in-vested in shares of another identicallyregistered Fidelity fund. Your capitalgain distributions will be automaticallyinvested in shares of another identicallyregistered Fidelity fund, automaticallyreinvested in additional shares of thefund, or paid in cash.

If the distribution option you prefer isnot listed on your account application,or if you want to change your currentdistribution option, visit Fidelity’s website at www.fidelity.com or call1-800-544-6666 for more information.

If you elect to receive distributions paidin cash by check and the U.S. PostalService does not deliver your checks,your distribution option may be con-verted to the Reinvestment Option. Youwill not receive interest on amountsrepresented by uncashed distributionchecks.

Tax ConsequencesAs with any investment, your invest-ment in the fund could have tax

consequences for you. If you are notinvesting through a tax-advantaged re-tirement account, you should considerthese tax consequences.

Taxes on distributions. Distributionsyou receive from the fund are subject tofederal income tax, and may also besubject to state or local taxes.

For federal tax purposes, certain of thefund’s distributions, including dividendsand distributions of short-term capitalgains, are taxable to you as ordinary in-come, while certain of the fund’s dis-tributions, including distributions oflong-term capital gains, are taxable toyou generally as capital gains. A percent-age of certain distributions of dividendsmay qualify for taxation at long-termcapital gains rates (provided certainholding period requirements are met).

If you buy shares when a fund has real-ized but not yet distributed income orcapital gains, you will be “buying a divi-dend” by paying the full price for theshares and then receiving a portion ofthe price back in the form of a taxabledistribution.

Any taxable distributions you receivefrom the fund will normally be taxableto you when you receive them, regard-less of your distribution option.

Taxes on transactions. Your redemp-tions, including exchanges, may resultin a capital gain or loss for federal taxpurposes. A capital gain or loss on yourinvestment in the fund generally is thedifference between the cost of yourshares and the price you receive whenyou sell them.

Fund Services

20Prospectus

Fund ManagementThe fund is a mutual fund, an invest-ment that pools shareholders’ moneyand invests it toward a specified goal.

FMR is the fund’s manager. The addressof FMR and its affiliates, unless other-wise indicated below, is 82 DevonshireStreet, Boston, Massachusetts 02109.

As of March 31, 2005, FMR had approxi-mately $9.1 billion in discretionary as-sets under management.

As the manager, FMR has overallresponsibility for directing the fund’sinvestments and handling its businessaffairs.

Affiliates assist FMR with foreigninvestments:

� Fidelity Management & Research(U.K.) Inc. (FMR U.K.), at 25 LovatLane, London, EC3R 8LL, England,serves as a sub-adviser for the fund.FMR U.K. was organized in 1986 to pro-vide investment research and advice toFMR. FMR U.K. may provide investmentresearch and advice on issuers basedoutside the United States and may alsoprovide investment advisory services forthe fund.

� Fidelity Management & Research(Far East) Inc. (FMR Far East), at Shi-royama JT Mori Bldg., 4-3-1 ToranomonMinato-ku, Tokyo 105, Japan, serves as asub-adviser for the fund. FMR Far Eastwas organized in 1986 to provide invest-ment research and advice to FMR. FMRFar East may provide investment re-search and advice on issuers basedoutside the United States and may alsoprovide investment advisory services forthe fund.

� Fidelity International InvestmentAdvisors (FIIA), at Pembroke Hall,42 Crow Lane, Pembroke HM19, Bermu-da, serves as a sub-adviser for the fund.As of September 28, 2004, FIIA hadapproximately $17.9 billion in discre-tionary assets under management. FIIAmay provide investment research andadvice on issuers based outside theUnited States for the fund.

� Fidelity International InvestmentAdvisors (U.K.) Limited (FIIA(U.K.)L),at 25 Cannon Street, London, EC4M5TA, England, serves as a sub-adviserfor the fund. As of September 28,2004, FIIA(U.K.)L had approximately$10.7 billion in discretionary assets un-der management. FIIA(U.K.)L may pro-vide investment research and advice onissuers based outside the United Statesfor the fund.

� Fidelity Investments Japan Limited(FIJ), at Shiroyama JT Trust Tower, 3-1,Toranomon 4-chome, Minato-ku, Tokyo,Japan 105-6019, serves as a sub-adviserfor the fund. As of September 28, 2004,FIJ had approximately $42.1 billion indiscretionary assets under management.FIJ may provide investment researchand advice on issuers based outside theUnited States and may also provide in-vestment advisory and order executionservices for the fund from time to time.

FMR Co., Inc. (FMRC) serves as a sub-adviser for the fund. FMRC has day-to-day responsibility for choosinginvestments for the fund.

FMRC is an affiliate of FMR. As ofMarch 31, 2005, FMRC had approximately$630.1 billion in discretionary assets un-der management.

21 Prospectus

Robert Stansky is vice president andmanager of Magellan Fund, which he hasmanaged since June 1996. Since joiningFidelity Investments in 1983, Mr. Stanskyhas worked as a research analyst andmanager.

The statement of additional informa-tion (SAI) provides additional informa-tion about the compensation of, anyother accounts managed by, and anyfund shares held by Robert Stansky.

From time to time a manager, analyst,or other Fidelity employee may expressviews regarding a particular company,security, industry, or market sector. Theviews expressed by any such person arethe views of only that individual as ofthe time expressed and do not necessar-ily represent the views of Fidelity or anyother person in the Fidelity organiza-tion. Any such views are subject tochange at any time based upon marketor other conditions and Fidelity dis-claims any responsibility to update suchviews. These views may not be relied onas investment advice and, because in-vestment decisions for a Fidelity fundare based on numerous factors, may notbe relied on as an indication of tradingintent on behalf of any Fidelity fund.

The fund pays a management fee toFMR. The management fee is calcu-lated and paid to FMR every month.The fee is determined by calculating abasic fee and then applying a perfor-mance adjustment. The performanceadjustment either increases ordecreases the management fee, de-pending on how well the fund hasperformed relative to the S&P 500.

Managementfee = Basic

fee +/– Performanceadjustment

The basic fee is calculated by adding agroup fee rate to an individual fund feerate, dividing by twelve, and multiplyingthe result by the fund’s average net as-sets throughout the month.

The group fee rate is based on the aver-age net assets of all the mutual fundsadvised by FMR. This rate cannot riseabove 0.52%, and it drops as total assetsunder management increase.

For March 2005, the group fee rate was0.27%. The individual fund fee rate is0.30%.

The basic fee for the fiscal year endedMarch 31, 2005 was 0.57% of the fund’saverage net assets.

The performance adjustment rate iscalculated monthly by comparing overthe performance period the fund’s per-formance to that of the S&P 500.

The performance period is the mostrecent 36 month period.

The maximum annualized performanceadjustment rate is �.20% of the fund’saverage net assets over the performanceperiod. The performance adjustmentrate is divided by twelve and multipliedby the fund’s average net assets over theperformance period, and the resultingdollar amount is then added to or sub-tracted from the basic fee.

The total management fee for the fiscalyear ended March 31, 2005, was 0.43% ofthe fund’s average net assets.

FMR pays FMRC, FMR U.K., and FMRFar East for providing sub-advisory

Fund Services - continued

22Prospectus

services. FMR pays FIIA for providingsub-advisory services, and FIIA in turnpays FIIA(U.K.)L. FIIA or FMR Far Eastin turn pays FIJ for providing sub-advisory services.

FMR may, from time to time, agree to re-imburse the fund for management feesand other expenses above a specifiedlimit. FMR retains the ability to be re-paid by the fund if expenses fall belowthe specified limit prior to the end of thefiscal year. Reimbursement arrange-ments, which may be discontinued byFMR at any time, can decrease the fund’sexpenses and boost its performance.

Fund DistributionFDC distributes the fund’s shares.

Intermediaries, including retirementplan sponsors, service-providers andadministrators, may receive from FMR,FDC and/or their affiliates compensa-tion for providing recordkeeping andadministrative services, as well as oth-er retirement plan expenses, and com-pensation for services intended toresult in the sale of shares of the fund.These payments are described in moredetail in the SAI.

The fund has adopted a Distributionand Service Plan (the Plan) pursuant toRule 12b-1 under the Investment Com-pany Act of 1940 (1940 Act) that recog-nizes that FMR may use its managementfee revenues, as well as its past profitsor its resources from any other source, topay FDC for expenses incurred in con-nection with providing services intendedto result in the sale of fund shares and/orshareholder support services. FMR,directly or through FDC, may pay

significant amounts to intermediaries,including retirement plan sponsors,service-providers and administrators,that provide those services. Currently,the Board of Trustees of the fund hasauthorized such payments.

Any fees paid out of the fund’s assets onan ongoing basis pursuant to the Planmay increase the cost of your invest-ment and may cost you more than pay-ing other types of sales charges.

From time to time, FDC may offer spe-cial promotional programs to investorswho purchase shares of Fidelity funds.For example, FDC may offer merchan-dise, discounts, vouchers, or similaritems to investors who purchase sharesof certain Fidelity funds during certainperiods. To determine if you qualify forany such programs, contact Fidelity orvisit our web site at www.fidelity.com.

No dealer, sales representative, or anyother person has been authorized togive any information or to make anyrepresentations, other than those con-tained in this prospectus and in the re-lated SAI, in connection with the offercontained in this prospectus. If given ormade, such other information or repre-sentations must not be relied upon ashaving been authorized by the fund orFDC. This prospectus and the relatedSAI do not constitute an offer by thefund or by FDC to sell shares of the fundto or to buy shares of the fund from anyperson to whom it is unlawful to makesuch offer.

Appendix

23 Prospectus

Financial HighlightsThe financial highlights table is in-tended to help you understand thefund’s financial history for the past 5years. Certain information reflects fi-nancial results for a single fund share.The total returns in the table representthe rate that an investor would haveearned (or lost) on an investment in

the fund (assuming reinvestment ofall dividends and distributions). Thisinformation has been audited by Price-waterhouseCoopers LLP, independentregistered public accounting firm,whose report, along with the fund’s fi-nancial highlights and financial state-ments, is included in the fund’s annualreport. A free copy of the annual reportis available upon request.

Selected Per-Share Data and RatiosYears ended March 31, 2005 2004 2003 2002 2001

Selected Per-Share Data Net asset value, beginning of period . . . . . . . $ 99.13 $ 76.69 $ 102.55 $ 104.50 $ 143.26

Income from Investment Operations

Net investment income (loss) C . . . . . . . . 1.26 D .76 .69 .45 .37

Net realized and unrealized gain (loss) . . . 1.85 22.44 (25.91) (1.14) (34.17)

Total from investment operations . . . . . . . 3.11 23.20 (25.22) (.69) (33.80)

Distributions from net investment income . . . . (1.24) (.76) (.64) (.46) (.27)

Distributions from net realized gain . . . . . . . — — — (.80) (4.69)

Total distributions . . . . . . . . . . . . . . . . (1.24) (.76) (.64) (1.26) (4.96)

Net asset value, end of period . . . . . . . . . . $ 101.00 $ 99.13 $ 76.69 $ 102.55 $ 104.50

Total Return A, B . . . . . . . . . . . . . . . . . 3.14% 30.35% (24.65)% (.76)% (24.22)%

Ratios to Average Net Assets E

Expenses before expense reductions . . . . . .63% .70% .77% .89% .89%

Expenses net of voluntary waivers, if any . . .63% .70% .77% .89% .89%

Expenses net of all reductions . . . . . . . . . .62% .70% .76% .88% .88%

Net investment income (loss) . . . . . . . . . 1.26% D .83% .82% .43% .29%

Supplemental DataNet assets, end of period (in millions) . . . . $ 56,891 $ 66,797 $ 54,164 $ 77,818 $ 80,190

Portfolio turnover rate . . . . . . . . . . . . . 6% 13% 21% 15% 24%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.B Total returns do not include the effect of the former sales charges.C Calculated based on average shares outstanding during the period.D Investment income per share reflects a special dividend which amounted to $.35 per share. Excluding the special dividend, the ratio of net

investment income to average net assets would have been .91%.E Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or

reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the fund duringperiods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investmentadviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductionsrepresent the net expenses paid by the fund.

Appendix - continued

24Prospectus

AdditionalPerformanceInformationLipper has created additional compari-son categories that group funds accord-ing to portfolio characteristics andcapitalization. The LipperSM Large-Cap

Core Funds Average reflects the perfor-mance (excluding sales charges) ofmutual funds with similar portfoliocharacteristics and capitalization. Thefollowing information compares the per-formance of the fund to an additionalLipper comparison category.

Average Annual Returns

For the periods ended December 31, 2004

Past 1year

Past 5years

Past 10years

Magellan 7.49% –3.87% 10.16%

Lipper Large-Cap Core Funds Average 7.79% –3.45% 9.98%

If FMR were to reimburse certain ex-penses, returns would be higher duringthese periods.

IMPORTANT INFORMATION ABOUT OPENING A NEW ACCOUNTTo help the government fight the funding of terrorism and money laundering activities, the Uniting and Strengthening America byProviding Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT ACT), requires all financialinstitutions to obtain, verify, and record information that identifies each person or entity that opens an account.For individual investors opening an account: When you open an account, you will be asked for yourname, address, date of birth, and other information that will allow Fidelity to identify you. You may also be asked to providedocuments that may help to establish your identity, such as your driver’s license.For investors other than individuals: When you open an account, you will be asked for the name of theentity, its principal place of business and taxpayer identification number (TIN) and may be requested to provide informationon persons with authority or control over the account such as name, residential address, date of birth and social securitynumber. You may also be asked to provide documents, such as drivers’ licenses, articles of incorporation, trust instruments orpartnership agreements and other information that will help Fidelity identify the entity.

You can obtain additional information about the fund. A description of the fund’s policies and procedures fordisclosing its holdings is available in its SAI and on Fidelity’s web sites. The SAI also includes more detailedinformation about the fund and its investments. The SAI is incorporated herein by reference (legally forms apart of the prospectus). The fund’s annual and semi-annual reports also include additional information. Thefund’s annual report includes a discussion of the fund’s holdings and recent market conditions and the fund’sinvestment strategies that affected performance.

For a free copy of any of these documents or to request other information or ask questions about the fund, callFidelity at 1-800-544-8544. In addition, you may visit Fidelity’s web site at www.fidelity.com for a free copyof a prospectus, SAI, or annual or semi-annual report or to request other information.

The SAI, the fund’s annual and semi-annual reports and other related materials are available from the ElectronicData Gathering, Analysis, and Retrieval (EDGAR) Database on the SEC’s web site (http://www.sec.gov).You can obtain copies of this information, after paying a duplicating fee, by sending a request by e-mail topublicinfo@sec.gov or by writing the Public Reference Section of the SEC, Washington, D.C. 20549-0102. Youcan also review and copy information about the fund, including the fund’s SAI, at the SEC’s Public Reference Roomin Washington, D.C. Call 1-202-942-8090 for information on the operation of the SEC’s Public Reference Room.

Investment Company Act of 1940, File Number, 811-01193

Fidelity, Magellan, Fidelity Investments & (Pyramid) Design, FAST, and Directed Dividends are registeredtrademarks of FMR Corp.

Portfolio Advisory Services is a registered service mark of FMR Corp.

The third party marks appearing above are the marks of their respective owners.

1.702538.108 MAG-pro-0505