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 811-649
Fidelity Puritan Trust
(Exact name of registrant as specified in charter)
82 Devonshire St., Boston, Massachusetts 02109
(Address of principal executive offices) (Zip code)
Scott C. Goebel, Secretary
82 Devonshire St.
Boston, Massachusetts 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: 617-563-7000
Date of fiscal year end: | July 31 |
| |
Date of reporting period: | July 31, 2010 |
Item 1. Reports to Stockholders
Fidelity®
Low-Priced Stock Fund
Annual Report
July 31, 2010
(2_fidelity_logos) (Registered_Trademark)
Contents
Chairman's Message | <Click Here> | The Chairman's message to shareholders. |
Performance | <Click Here> | How the fund has done over time. |
Management's Discussion of Fund Performance | <Click Here> | The Portfolio Manager's review of fund performance and strategy. |
Shareholder Expense Example | <Click Here> | An example of shareholder expenses. |
Investment Changes | <Click Here> | A summary of major shifts in the fund's investments over the past six months. |
Investments | <Click Here> | A complete list of the fund's investments with their market values. |
Financial Statements | <Click Here> | Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights. |
Notes | <Click Here> | Notes to the financial statements. |
Report of Independent Registered Public Accounting Firm | <Click Here> | |
Trustees and Officers | <Click Here> | |
Distributions | <Click Here> | |
Board Approval of Investment Advisory Contracts and Management Fees | <Click Here> | |
To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.
Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.
Other third party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.
Annual Report
This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.
NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE
Neither the fund nor Fidelity Distributors Corporation is a bank.
Annual Report
(photo_of_Edward_C_Johnson_3d)
Dear Shareholder:
A yearlong uptrend in global equity markets reversed course in late April 2010 when investor sentiment turned bearish due in great measure to concern that Europe's debt crisis would expand and slow or derail economic recovery. However, a bounceback in July helped to recover some of the ground that was lost. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.
One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.
You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).
A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.
We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.
Sincerely,
(The chairman's signature appears here.)
Edward C. Johnson 3d
Annual Report
Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.
Average Annual Total Returns
Periods ended July 31, 2010 | Past 1 year | Past 5 years | Past 10 years |
Fidelity® Low-Priced Stock Fund | 18.06% | 2.73% | 10.81% |
$10,000 Over 10 Years
Let's say hypothetically that $10,000 was invested in Fidelity® Low-Priced Stock Fund, a class of the fund, on July 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the Russell 2000® Index performed over the same period.
![fid49](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid49.jpg)
Annual Report
Market Recap: U.S. stock markets saw double-digit gains for the year ending July 31, 2010, despite the return of market volatility and risk aversion during the first half of 2010. An impressive bull run continued through 2009, bolstered by improvement in the economy and credit markets. Early in the new year, however, stocks fell sharply amid concerns about the global economic recovery, fueled by European debt woes and China's efforts to restrain inflation. After this brief dip, markets regained their upward momentum, as government stimulus and significant corporate cost cutting led to encouraging earnings reports, improved credit conditions and rising consumer confidence. Positive news continued through mid-April, when the Dow Jones Industrial AverageSM pushed above the 11,000 mark for the first time in 19 months. That milestone was short-lived, however, as heightened concern about the European debt crisis sparked an abrupt sell-off in May, leading to the first official correction since the rally began in March 2009. Although the market's malaise continued through June, stocks saw solid gains in July. For the year, the Dow rose 17.28%, while the S&P 500® Index was up 13.84%. Elsewhere, the technology-laden Nasdaq Composite® Index returned 14.99%. Small- and mid-cap stocks performed best, as measured by the 18.43% increase of the Russell 2000® Index and the 23.21% gain of the Russell Midcap® Index.
Comments from Joel Tillinghast, Portfolio Manager of Fidelity® Low-Priced Stock Fund: For the year ending July 31, 2010, the fund's Retail Class shares rose 18.06%, just short of the Russell 2000. The fund benefited versus the index from overweighting consumer discretionary - the second-best performing sector in the market - but stock selection there hurt due to a focus on the group's less-cyclical companies. A roughly 10% cash position, on average, also held back gains in an advancing market. Conversely, we had favorable stock picking and positioning in the underperforming health care sector, helped by two fund holdings being acquired at premium prices. In financials, results were boosted by security selection in insurance and positioning in banking. We missed out by having very little in real estate - which returned roughly twice as much as the benchmark. Among individual stocks, the fund was hurt by stakes in managed care company Coventry Health Care, U.K. homebuilder Barratt Developments and not owning UAL, parent company of United Airlines. Contributors included Canadian T-shirt maker Gildan Activewear and chemical producer Cytec Industries. Acquisitions of market-intelligence company IMS Health and vitamin maker NBTY also boosted results. Most of the stocks mentioned were out-of-index holdings.
The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.
Annual Report
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (February 1, 2010 to July 31, 2010).
Actual Expenses
The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Annual Report
Shareholder Expense Example - continued
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| Annualized Expense Ratio | Beginning Account Value February 1, 2010 | Ending Account Value July 31, 2010 | Expenses Paid During Period* February 1, 2010 to July 31, 2010 |
Low-Priced Stock | .93% | | | |
Actual | | $ 1,000.00 | $ 1,052.50 | $ 4.73 |
HypotheticalA | | $ 1,000.00 | $ 1,020.18 | $ 4.66 |
Class K | .81% | | | |
Actual | | $ 1,000.00 | $ 1,053.50 | $ 4.12 |
HypotheticalA | | $ 1,000.00 | $ 1,020.78 | $ 4.06 |
A 5% return per year before expenses
* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Annual Report
Investment Changes (Unaudited)
Top Ten Stocks as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
UnitedHealth Group, Inc. | 2.9 | 3.3 |
Metro, Inc. Class A (sub. vtg.) | 1.6 | 1.5 |
Oracle Corp. | 1.4 | 1.4 |
Safeway, Inc. | 1.4 | 2.1 |
Next PLC | 1.3 | 1.1 |
Unum Group | 1.3 | 1.1 |
Gildan Activewear, Inc. | 1.2 | 1.0 |
Abercrombie & Fitch Co. Class A | 1.2 | 1.0 |
Ross Stores, Inc. | 1.2 | 1.1 |
Hon Hai Precision Industry Co. Ltd. (Foxconn) | 1.1 | 1.3 |
| 14.6 | |
Top Five Market Sectors as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
Consumer Discretionary | 24.6 | 23.6 |
Information Technology | 15.1 | 15.2 |
Health Care | 12.2 | 14.6 |
Financials | 9.2 | 7.3 |
Consumer Staples | 8.7 | 8.7 |
Asset Allocation (% of fund's net assets) |
As of July 31, 2010* | As of January 31, 2010** |
![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 88.6% | | ![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 89.1% | |
![fid54](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid54.gif) | Convertible Securities 0.6% | | ![fid54](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid54.gif) | Convertible Securities 0.5% | |
![fid57](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid57.gif) | Short-Term Investments and Net Other Assets 10.8% | | ![fid57](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid57.gif) | Short-Term Investments and Net Other Assets 10.4% | |
* Foreign investments | 37.2% | | ** Foreign investments | 33.5% | |
![fid60](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid60.jpg)
Annual Report
Investments July 31, 2010
Showing Percentage of Net Assets
Common Stocks - 88.6% |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - 24.3% |
Auto Components - 1.6% |
ASTI Corp. (e) | 1,683,000 | | $ 5,355 |
Drew Industries, Inc. (a) | 650,000 | | 13,735 |
FCC Co. Ltd. | 500,000 | | 9,685 |
Federal Screw Works (a)(e) | 150,000 | | 443 |
Halla Climate Control Co. | 100,000 | | 1,463 |
Hi-Lex Corp. | 1,125,000 | | 15,555 |
INZI Controls Co. Ltd. (e) | 1,516,000 | | 5,524 |
Johnson Controls, Inc. | 7,000,000 | | 201,670 |
Motonic Corp. (e) | 3,299,900 | | 24,887 |
Murakami Corp. (e) | 700,000 | | 8,302 |
Musashi Seimitsu Industry Co. Ltd. | 900,000 | | 18,620 |
Nippon Seiki Co. Ltd. | 2,300,000 | | 25,282 |
Nissin Kogyo Co. Ltd. | 1,100,000 | | 16,024 |
Nittan Valve Co. Ltd. | 360,000 | | 1,146 |
Piolax, Inc. (e) | 1,000,000 | | 19,150 |
Samsung Climate Control Co. Ltd. (e) | 460,050 | | 2,746 |
Semperit AG Holding | 800,000 | | 29,779 |
Sewon Precision Industries Co. Ltd. | 49,860 | | 3,507 |
Shoei Co. Ltd. | 600,000 | | 5,929 |
SJM Holdings Co. Ltd. (e) | 775,784 | | 2,069 |
SJM Co. Ltd. (a)(e) | 724,215 | | 3,974 |
Strattec Security Corp. (a)(e) | 342,788 | | 7,140 |
Wescast Industries, Inc. Class A (sub. vtg.) (a) | 200,000 | | 1,177 |
Yachiyo Industry Co. Ltd. | 650,000 | | 5,039 |
Yutaka Giken Co. Ltd. (e) | 1,347,600 | | 29,626 |
| | 457,827 |
Distributors - 0.3% |
Dong Suh Companies, Inc. | 129,868 | | 3,585 |
Doshisha Co. Ltd. | 425,000 | | 9,545 |
Educational Development Corp. (e) | 386,892 | | 2,074 |
Goodfellow, Inc. (e) | 857,000 | | 9,204 |
SPK Corp. | 125,000 | | 1,786 |
Uni-Select, Inc. (e) | 1,972,100 | | 53,679 |
| | 79,873 |
Diversified Consumer Services - 1.0% |
Career Education Corp. (a)(d)(e) | 4,600,000 | | 112,378 |
Clip Corp. (e) | 328,000 | | 2,676 |
Corinthian Colleges, Inc. (a)(d) | 150,000 | | 1,365 |
Jackson Hewitt Tax Service, Inc. (a)(d)(e) | 2,170,050 | | 2,409 |
Kyoshin Co. Ltd. (a) | 130,000 | | 200 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Diversified Consumer Services - continued |
Matthews International Corp. Class A | 100,000 | | $ 3,611 |
Meiko Network Japan Co. Ltd. | 730,000 | | 5,186 |
Noah Education Holdings Ltd. ADR (a) | 376,900 | | 1,101 |
Regis Corp. | 2,575,000 | | 39,217 |
Shingakukai Co. Ltd. | 200,000 | | 595 |
Shuei Yobiko Co. Ltd. | 125,000 | | 678 |
Steiner Leisure Ltd. (a)(e) | 1,650,000 | | 70,142 |
Step Co. Ltd. (e) | 900,000 | | 4,801 |
Up, Inc. (e) | 768,200 | | 4,578 |
Weight Watchers International, Inc. | 1,060,036 | | 29,034 |
YBM Sisa.com, Inc. | 699,520 | | 4,519 |
| | 282,490 |
Hotels, Restaurants & Leisure - 3.1% |
Aeon Fantasy Co. Ltd. | 500,000 | | 5,282 |
Ambassadors Group, Inc. | 543,041 | | 6,158 |
ARK Restaurants Corp. (e) | 348,804 | | 4,517 |
Benihana, Inc. (a)(e) | 649,955 | | 4,400 |
Benihana, Inc. Class A (sub. vtg.) (a) | 551,386 | | 3,452 |
Brinker International, Inc. (e) | 10,257,945 | | 161,255 |
CEC Entertainment, Inc. (a)(e) | 2,175,046 | | 75,539 |
Darden Restaurants, Inc. | 2,600,000 | | 108,914 |
Flanigan's Enterprises, Inc. (a) | 50,357 | | 317 |
Flight Centre Ltd. | 700,000 | | 11,756 |
Holidaybreak PLC | 798,377 | | 3,256 |
Ibersol SGPS SA | 97,757 | | 976 |
Intralot SA | 850,000 | | 3,767 |
Jack in the Box, Inc. (a)(e) | 6,569,000 | | 135,518 |
Kangwon Land, Inc. | 125,000 | | 2,093 |
Kura Corp. Ltd. | 30,000 | | 486 |
McCormick & Schmick's Seafood Restaurants (a)(e) | 1,088,888 | | 8,613 |
Monarch Casino & Resort, Inc. (a)(e) | 1,300,000 | | 13,845 |
Papa John's International, Inc. (a)(e) | 2,749,964 | | 69,657 |
Plenus Co. Ltd. (e) | 2,950,000 | | 45,705 |
Red Robin Gourmet Burgers, Inc. (a)(e) | 1,532,953 | | 32,713 |
Royal Caribbean Cruises Ltd. (a) | 1,400,000 | | 40,404 |
Ruby Tuesday, Inc. (a)(e) | 6,372,030 | | 65,122 |
Ruth's Hospitality Group, Inc. (a)(e) | 2,347,228 | | 9,483 |
Sonic Corp. (a)(e) | 6,116,000 | | 53,821 |
Sportscene Group, Inc. Class A (e) | 400,000 | | 4,669 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Hotels, Restaurants & Leisure - continued |
St. Marc Holdings Co. Ltd. | 480,000 | | $ 18,106 |
Tabcorp Holdings Ltd. | 1,200,000 | | 7,449 |
| | 897,273 |
Household Durables - 2.9% |
Abbey PLC (e) | 3,400,000 | | 20,393 |
Barratt Developments PLC (a)(e) | 84,000,199 | | 126,805 |
Bellway PLC (e) | 7,525,000 | | 68,394 |
Blyth, Inc. (e) | 888,900 | | 35,156 |
Chromcraft Revington, Inc. (a) | 217,146 | | 528 |
Craftmade International, Inc. (a)(e) | 570,026 | | 3,278 |
D.R. Horton, Inc. (e) | 24,300,000 | | 267,786 |
Decorator Industries, Inc. (a) | 125,765 | | 170 |
Dixie Group, Inc. (a) | 50,000 | | 165 |
Dorel Industries, Inc. Class B (sub. vtg.) (e) | 2,225,000 | | 75,260 |
Emak SpA | 402,104 | | 2,191 |
Ethan Allen Interiors, Inc. | 431,515 | | 6,619 |
First Juken Co. Ltd. | 759,200 | | 6,017 |
Harman International Industries, Inc. (a) | 75,000 | | 2,281 |
Helen of Troy Ltd. (a)(e) | 2,830,000 | | 67,807 |
Henry Boot PLC (e) | 10,774,000 | | 15,208 |
HTL International Holdings Ltd. (e) | 29,655,500 | | 13,084 |
Intelligent Digital Integrated Security Co., Ltd. (e) | 1,001,000 | | 12,610 |
M/I Homes, Inc. (a)(e) | 1,803,400 | | 19,026 |
Maruzen Co., Ltd. (e) | 1,325,000 | | 7,313 |
P&F Industries, Inc. Class A (a)(e) | 361,038 | | 776 |
Sanei Architecture Planning Co. Ltd. | 49,200 | | 1,338 |
Schulthess Group AG | 32,656 | | 1,039 |
Sjaelso Gruppen AS (a) | 10,000 | | 13 |
Stanley Furniture Co., Inc. (a)(e) | 975,354 | | 3,736 |
Steinhoff International Holdings Ltd. | 2,000,000 | | 5,237 |
Tempur-Pedic International, Inc. (a) | 2,000,000 | | 61,340 |
Token Corp. (d) | 574,980 | | 16,672 |
| | 840,242 |
Internet & Catalog Retail - 0.2% |
Belluna Co. Ltd. (e) | 5,100,000 | | 24,489 |
PetMed Express, Inc. (d)(e) | 2,425,100 | | 38,680 |
| | 63,169 |
Leisure Equipment & Products - 0.3% |
Accell Group NV | 69,500 | | 3,125 |
Aldila, Inc. (a) | 10,000 | | 40 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Leisure Equipment & Products - continued |
Arctic Cat, Inc. (a)(e) | 1,220,380 | | $ 12,143 |
Brunswick Corp. | 250,000 | | 4,230 |
Daikoku Denki Co. Ltd. | 20,000 | | 274 |
Giant Manufacturing Co. Ltd. | 4,700,000 | | 16,383 |
JAKKS Pacific, Inc. (a)(d)(e) | 2,793,139 | | 44,076 |
Marine Products Corp. (a) | 1,347,962 | | 8,209 |
Mars Engineering Corp. | 5,000 | | 87 |
Miroku Corp. | 300,000 | | 545 |
RC2 Corp. (a) | 554,356 | | 9,175 |
Trigano SA (a) | 135,000 | | 2,868 |
| | 101,155 |
Media - 1.0% |
Ascent Media Corp. (a) | 645,977 | | 17,958 |
Astral Media, Inc. Class A (non-vtg.) | 2,850,000 | | 100,975 |
Carrere Group (a) | 55,000 | | 0 |
Chime Communications PLC (e) | 4,293,851 | | 11,617 |
GFK AG | 175,000 | | 6,526 |
Harte-Hanks, Inc. | 749,980 | | 8,460 |
Intage, Inc. (e) | 1,040,000 | | 20,265 |
New Frontier Media, Inc. (a)(e) | 1,949,400 | | 3,178 |
Omnicom Group, Inc. | 2,000,000 | | 74,520 |
Proto Corp. | 113,300 | | 4,307 |
Saga Communications, Inc. Class A (a) | 375,077 | | 8,402 |
STW Group Ltd. | 3,000,000 | | 2,565 |
Tow Co. Ltd. (e) | 1,223,000 | | 6,368 |
TVA Group, Inc. Class B (non-vtg.) | 2,000,400 | | 23,158 |
| | 288,299 |
Multiline Retail - 2.2% |
Dollar Tree, Inc. (a) | 2,250,000 | | 99,720 |
Don Quijote Co. Ltd. (d) | 3,100,000 | | 80,706 |
Harvey Norman Holdings Ltd. (d) | 20,400,000 | | 64,606 |
Izumi Co. Ltd. | 30,000 | | 389 |
Next PLC (e) | 11,275,000 | | 380,200 |
Tuesday Morning Corp. (a)(e) | 3,617,259 | | 15,771 |
Zakkaya Bulldog Co. Ltd. | 335,000 | | 686 |
| | 642,078 |
Specialty Retail - 8.1% |
Abercrombie & Fitch Co. Class A (e) | 8,930,000 | | 329,874 |
Aeropostale, Inc. (a) | 2,375,000 | | 67,521 |
American Eagle Outfitters, Inc. | 600,000 | | 7,386 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Specialty Retail - continued |
AT-Group Co. Ltd. | 162,000 | | $ 1,640 |
AutoZone, Inc. (a) | 900,000 | | 190,413 |
bebe Stores, Inc. | 1,360,000 | | 8,092 |
Bed Bath & Beyond, Inc. (a) | 6,600,000 | | 250,008 |
Best Buy Co., Inc. | 100,000 | | 3,466 |
Big 5 Sporting Goods Corp. | 200,000 | | 2,748 |
BMTC Group, Inc. Class A (sub. vtg.) | 5,969,600 | | 122,011 |
Brown Shoe Co., Inc. | 1,050,083 | | 15,352 |
Camaieu SA | 7,000 | | 1,496 |
Christopher & Banks Corp. | 110,070 | | 813 |
Esprit Holdings Ltd. | 62,294 | | 391 |
Fantastic Holdings Ltd. | 25,000 | | 45 |
Fourlis Holdings SA | 250,000 | | 2,600 |
Friedmans, Inc. Class A | 1,500,000 | | 0 |
GameStop Corp. Class A (a)(d) | 5,400,000 | | 108,270 |
Glentel, Inc. (e) | 990,000 | | 15,891 |
Group 1 Automotive, Inc. (a)(d)(e) | 1,800,000 | | 49,896 |
Gulliver International Co. Ltd. (d)(e) | 1,000,000 | | 49,176 |
Honeys Co. Ltd. (d)(e) | 1,850,000 | | 31,038 |
Hot Topic, Inc. | 1,650,000 | | 8,729 |
I A Group Corp. | 243,000 | | 1,330 |
Jos. A. Bank Clothiers, Inc. (a)(d)(e) | 1,825,000 | | 107,091 |
Jumbo SA (e) | 7,500,000 | | 59,628 |
K'S Denki Corp. | 1,175,000 | | 25,872 |
Kyoto Kimono Yuzen Co. Ltd. (e) | 1,085,000 | | 10,797 |
Le Chateau, Inc. Class A (sub. vtg.) (d) | 2,005,566 | | 24,759 |
Leon's Furniture Ltd. | 875,000 | | 10,197 |
Lithia Motors, Inc. Class A (sub. vtg.) (d) | 2,200,000 | | 19,360 |
Macintosh Retail Group NV | 125,000 | | 2,444 |
MarineMax, Inc. (a)(e) | 1,425,335 | | 10,833 |
Mr. Bricolage SA | 477,618 | | 8,777 |
Nafco Co. Ltd. | 1,175,000 | | 19,918 |
Nishimatsuya Chain Co. Ltd. (e) | 6,955,500 | | 64,948 |
Oriental Watch Holdings Ltd. (e) | 21,586,400 | | 6,142 |
Pal Co. Ltd. (e) | 800,000 | | 32,398 |
Point, Inc. | 25,000 | | 1,258 |
Reitmans (Canada) Ltd. Class A (non-vtg.) | 100,000 | | 1,941 |
Right On Co. Ltd. | 610,000 | | 3,656 |
RONA, Inc. (a) | 450,000 | | 6,641 |
Ross Stores, Inc. (e) | 6,250,000 | | 329,125 |
SAZABY, Inc. | 600,000 | | 9,025 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Specialty Retail - continued |
ScS Upholstery PLC (a) | 2,400,000 | | $ 0 |
Second Chance Properties Ltd. (a) | 9,000,000 | | 2,283 |
Second Chance Properties Ltd. warrants 9/27/13 (a) | 3,062,500 | | 79 |
Sonic Automotive, Inc. Class A (sub. vtg.) (a)(d) | 3,028,822 | | 29,955 |
Super Cheap Auto Group Ltd. | 103,899 | | 533 |
The Buckle, Inc. (d) | 850,000 | | 23,418 |
The Men's Wearhouse, Inc. (e) | 3,000,000 | | 58,380 |
USS Co. Ltd. (e) | 2,000,000 | | 150,419 |
West Marine, Inc. (a) | 230,000 | | 2,387 |
Williams-Sonoma, Inc. | 750,045 | | 20,034 |
Workman Co. Ltd. (e) | 1,345,600 | | 21,548 |
| | 2,332,032 |
Textiles, Apparel & Luxury Goods - 3.6% |
Adolfo Dominguez SA | 350,000 | | 5,009 |
Arts Optical International Holdings Ltd. (e) | 19,560,000 | | 9,443 |
Bijou Brigitte Modische Accessoires AG | 45,000 | | 6,481 |
Cherokee, Inc. (d) | 219,994 | | 4,318 |
Columbia Sportswear Co. (d) | 99,953 | | 4,899 |
Delta Apparel, Inc. (a)(e) | 852,200 | | 12,587 |
Folli Follie SA (e) | 1,850,000 | | 43,160 |
Fossil, Inc. (a)(e) | 6,600,000 | | 261,360 |
Geox SpA (d) | 150,000 | | 841 |
Gildan Activewear, Inc. (a)(e) | 11,500,000 | | 353,855 |
Hampshire Group Ltd. (a)(e) | 920,000 | | 4,186 |
Handsome Co. Ltd. (e) | 2,436,150 | | 33,677 |
JLM Couture, Inc. (a)(e) | 197,100 | | 296 |
K-Swiss, Inc. Class A (a) | 2,709,606 | | 32,380 |
Kenneth Cole Productions, Inc. Class A (sub. vtg.) (a) | 100,000 | | 1,343 |
Liz Claiborne, Inc. (a) | 1,375,000 | | 6,518 |
Marimekko Oyj | 125,000 | | 1,817 |
Movado Group, Inc. (a)(e) | 1,804,500 | | 20,499 |
Quiksilver, Inc. (a) | 2,000,000 | | 8,940 |
Rocky Brands, Inc. (a)(e) | 739,986 | | 5,898 |
Sanei-International Co. Ltd. (e) | 1,250,000 | | 16,054 |
Skechers U.S.A., Inc. Class A (sub. vtg.) (a) | 1,000,000 | | 37,090 |
Sun Hing Vision Group Holdings Ltd. (e) | 23,938,000 | | 10,170 |
Ted Baker PLC | 250,000 | | 2,092 |
Texwinca Holdings Ltd. | 44,000,000 | | 45,034 |
Timberland Co. Class A (a) | 2,823,803 | | 49,755 |
Tungtex Holdings Co. Ltd. (e) | 22,000,000 | | 4,050 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Textiles, Apparel & Luxury Goods - continued |
Van de Velde | 75,000 | | $ 3,299 |
Victory City International Holdings Ltd. | 11,000,000 | | 2,308 |
Volcom, Inc. (a)(d) | 500,000 | | 8,135 |
Youngone Corp. | 350,000 | | 2,648 |
Youngone Holdings Co. Ltd. (e) | 850,000 | | 19,584 |
Yue Yuen Industrial (Holdings) Ltd. | 7,500,000 | | 24,332 |
| | 1,042,058 |
TOTAL CONSUMER DISCRETIONARY | | 7,026,496 |
CONSUMER STAPLES - 8.7% |
Beverages - 1.1% |
Baron de Ley SA (a) | 219,063 | | 10,184 |
C&C Group PLC | 1,200,000 | | 5,089 |
Constellation Brands, Inc. Class A (sub. vtg.) (a) | 13,000,100 | | 221,782 |
Grupo Continental Sab de CV Series I | 2,000,000 | | 5,655 |
Hansen Natural Corp. (a) | 1,500,000 | | 62,835 |
Hite Holdings Co. Ltd. | 20,000 | | 357 |
| | 305,902 |
Food & Staples Retailing - 5.1% |
Aoki Super Co. Ltd. | 75,000 | | 722 |
Belc Co. Ltd. (e) | 2,086,000 | | 21,168 |
Cawachi Ltd. | 5,000 | | 93 |
Cosmos Pharmaceutical Corp. (e) | 1,830,000 | | 46,118 |
Create SD Holdings Co. Ltd. (d)(e) | 2,000,000 | | 42,372 |
CVS Caremark Corp. | 2,750,000 | | 84,398 |
Daikokutenbussan Co. Ltd. | 550,000 | | 16,928 |
Fyffes PLC (Ireland) (e) | 33,000,000 | | 15,484 |
Growell Holdings Co. Ltd. | 309,989 | | 6,923 |
Halows Co. Ltd. (e) | 1,212,700 | | 9,822 |
Ingles Markets, Inc. Class A | 729,860 | | 11,868 |
Kroger Co. | 400,000 | | 8,472 |
Kusuri No Aoki Co. Ltd. | 103,900 | | 1,013 |
Majestic Wine PLC | 450,016 | | 2,139 |
Marukyu Co. Ltd. | 5,000 | | 53 |
Metro, Inc. Class A (sub. vtg.) (d)(e) | 10,925,833 | | 467,028 |
North West Co. Fund | 695,000 | | 13,373 |
Safeway, Inc. | 19,000,000 | | 390,260 |
San-A Co. Ltd. | 375,000 | | 13,776 |
Shinsegae Food Co. Ltd. | 17,000 | | 1,183 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER STAPLES - continued |
Food & Staples Retailing - continued |
Shoppers Drug Mart Corp. (d) | 4,375,000 | | $ 149,259 |
Sligro Food Group NV | 1,800,000 | | 51,143 |
Sundrug Co. Ltd. | 1,340,000 | | 34,684 |
Village Super Market, Inc. Class A | 161,104 | | 4,405 |
Walgreen Co. | 2,500,097 | | 71,378 |
Yaoko Co. Ltd. | 590,600 | | 16,989 |
| | 1,481,051 |
Food Products - 1.4% |
ARYZTA AG | 1,850,000 | | 75,666 |
Dean Foods Co. (a) | 1,010,000 | | 11,575 |
Dutch Lady Milk Industries Bhd | 350,000 | | 1,616 |
Food Empire Holdings Ltd. (e) | 52,900,000 | | 13,226 |
Fresh Del Monte Produce, Inc. (a)(e) | 6,359,900 | | 132,540 |
Global Bio-Chem Technology Group Co. Ltd. | 73,999,253 | | 12,004 |
Greggs PLC | 685,000 | | 4,776 |
Industrias Bachoco SA de CV sponsored ADR | 2,300,000 | | 42,780 |
Kerry Group PLC Class A | 100,000 | | 3,180 |
Nam Yang Dairy Products | 11,000 | | 4,678 |
Pacific Andes (Holdings) Ltd. | 76,002,488 | | 16,766 |
Pacific Andes (Holdings) Ltd. warrants 7/22/11 (a) | 7,208,695 | | 557 |
Pacific Andes International Holdings Ltd. | 51,570,629 | | 8,697 |
Pacific Andes International Holdings Ltd. warrants 6/15/11 (a) | 9,600,000 | | 93 |
People's Food Holdings Ltd. | 44,000,000 | | 21,678 |
President Rice Products PCL | 100,000 | | 779 |
Rocky Mountain Chocolate Factory, Inc. (e) | 500,000 | | 4,740 |
Samyang Genex Co. Ltd. | 145,795 | | 7,877 |
Select Harvests Ltd. | 1,773,877 | | 5,762 |
Smithfield Foods, Inc. (a) | 1,250,000 | | 17,813 |
Sunjin Co. Ltd. (a)(e) | 219,900 | | 6,926 |
Synear Food Holdings Ltd. (a) | 39,000,000 | | 7,313 |
United Food Holdings Ltd. (a) | 22,400,000 | | 1,153 |
Yutaka Foods Corp. | 250,000 | | 4,044 |
| | 406,239 |
Personal Products - 1.1% |
American Oriental Bioengineering, Inc. (a)(d) | 350,000 | | 886 |
Atrium Innovations, Inc. (a) | 429,600 | | 6,912 |
CCA Industries, Inc. | 235,764 | | 1,238 |
Inter Parfums, Inc. (e) | 1,850,000 | | 32,283 |
NBTY, Inc. (a)(e) | 4,600,042 | | 247,896 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER STAPLES - continued |
Personal Products - continued |
Nutraceutical International Corp. (a)(e) | 1,143,504 | | $ 18,010 |
Physicians Formula Holdings, Inc. (a)(e) | 1,200,534 | | 4,046 |
Sarantis SA | 999,952 | | 5,461 |
The Female Health Co. | 10,000 | | 51 |
| | 316,783 |
Tobacco - 0.0% |
Karelia Tobacco Co., Inc. | 2,452 | | 220 |
TOTAL CONSUMER STAPLES | | 2,510,195 |
ENERGY - 6.0% |
Energy Equipment & Services - 2.9% |
AKITA Drilling Ltd. Class A (non-vtg.) | 1,777,000 | | 13,397 |
Basic Energy Services, Inc. (a)(e) | 2,600,000 | | 24,362 |
Bristow Group, Inc. (a) | 1,750,017 | | 58,503 |
Cal Dive International, Inc. (a) | 10,000 | | 59 |
CE Franklin Ltd. (a)(e) | 1,472,000 | | 9,036 |
Dawson Geophysical Co. (a) | 229,956 | | 5,360 |
Divestco, Inc. (a)(e) | 3,586,000 | | 3,349 |
Ensign Energy Services, Inc. (d) | 1,010,000 | | 12,449 |
Farstad Shipping ASA (e) | 2,650,000 | | 67,630 |
Flint Energy Services Ltd. (a)(f) | 450,000 | | 5,730 |
Fugro NV (Certificaten Van Aandelen) unit | 1,700,027 | | 89,770 |
Global Industries Ltd. (a) | 2,000,038 | | 9,480 |
Gulf Island Fabrication, Inc. | 99,955 | | 1,795 |
Gulfmark Offshore, Inc. Class A (a) | 30,000 | | 883 |
Hercules Offshore, Inc. (a) | 2,350,000 | | 5,969 |
Hornbeck Offshore Services, Inc. (a)(e) | 1,324,977 | | 22,299 |
Oil States International, Inc. (a)(e) | 4,984,108 | | 228,970 |
Peak Energy Services Trust (a) | 3,000,000 | | 715 |
Peak Energy Services Trust (a)(f) | 13,655,286 | | 3,255 |
Precision Drilling Corp. (a) | 5,650,000 | | 42,872 |
ProSafe ASA | 7,900,000 | | 36,655 |
Prosafe Production Public Ltd. (a) | 7,500,000 | | 15,559 |
Solstad Offshore ASA | 1,310,000 | | 25,883 |
Total Energy Services, Inc. (e) | 2,800,000 | | 23,153 |
Unit Corp. (a)(e) | 3,600,047 | | 147,242 |
Wenzel Downhole Tools Ltd. (a) | 145,000 | | 188 |
| | 854,563 |
Common Stocks - continued |
| Shares | | Value (000s) |
ENERGY - continued |
Oil, Gas & Consumable Fuels - 3.1% |
Adams Resources & Energy, Inc. (e) | 421,700 | | $ 8,856 |
AOC Holdings, Inc. (a)(e) | 5,825,000 | | 27,634 |
Beach Energy Ltd. (d) | 25,000,000 | | 15,156 |
Cimarex Energy Co. | 1,000,000 | | 68,870 |
Cloud Peak Energy, Inc. | 2,800 | | 43 |
ENI SpA | 10,000,000 | | 204,379 |
Frontier Oil Corp. | 5,138,206 | | 63,149 |
Great Eastern Shipping Co. Ltd. | 2,250,000 | | 13,982 |
Hankook Shell Oil Co. Ltd. (e) | 70,000 | | 10,387 |
Holly Corp. | 100,000 | | 2,673 |
Michang Oil Industrial Co. Ltd. (e) | 173,900 | | 6,785 |
National Energy Group, Inc. (a) | 548,313 | | 2,736 |
Oil Search Ltd. | 10,002,522 | | 52,857 |
Pebercan, Inc. (a) | 1,150,000 | | 0 |
Petroleum Development Corp. (a) | 202,024 | | 5,887 |
Rex American Resources Corp. (a)(e) | 1,308,048 | | 20,994 |
Stone Energy Corp. (a) | 130,000 | | 1,529 |
Sunoco, Inc. | 1,800,000 | | 64,206 |
Swift Energy Co. (a)(e) | 3,500,374 | | 90,765 |
Tesoro Corp. | 5,000,000 | | 64,550 |
Tsakos Energy Navigation Ltd. | 310,000 | | 4,582 |
USEC, Inc. (a)(d)(e) | 8,600,000 | | 47,558 |
W&T Offshore, Inc. (d)(e) | 6,375,000 | | 58,714 |
World Fuel Services Corp. | 2,060,022 | | 53,664 |
| | 889,956 |
TOTAL ENERGY | | 1,744,519 |
FINANCIALS - 9.1% |
Capital Markets - 0.0% |
GFI Group, Inc. | 250,000 | | 1,473 |
Mass Financial Corp. Class A | 36,538 | | 347 |
optionsXpress Holdings, Inc. (a) | 10,000 | | 156 |
TradeStation Group, Inc. (a) | 1,250,000 | | 7,988 |
| | 9,964 |
Commercial Banks - 0.9% |
Anglo Irish Bank Corp. PLC (a) | 9,500,373 | | 0 |
Aozora Bank Ltd. | 500,000 | | 665 |
Bank of the Ozarks, Inc. (d) | 250,342 | | 9,375 |
Cathay General Bancorp (e) | 4,125,000 | | 48,510 |
Common Stocks - continued |
| Shares | | Value (000s) |
FINANCIALS - continued |
Commercial Banks - continued |
Center Financial Corp. (a)(e) | 2,170,731 | | $ 11,223 |
CIT Group, Inc. (a) | 170,000 | | 6,181 |
Codorus Valley Bancorp, Inc. | 86,526 | | 718 |
Dimeco, Inc. | 21,140 | | 764 |
East West Bancorp, Inc. | 4,000,000 | | 62,360 |
First Bancorp, Puerto Rico (d) | 2,000,000 | | 1,130 |
Nara Bancorp, Inc. (a) | 40,000 | | 287 |
National Penn Bancshares, Inc. | 1,200,000 | | 7,992 |
North Valley Bancorp (a)(e) | 3,166,666 | | 5,890 |
Norwood Financial Corp. | 27,184 | | 748 |
Oba Financial Service, Inc. (a) | 14,992 | | 169 |
Oriental Financial Group, Inc. | 1,380,000 | | 19,541 |
Orrstown Financial Services, Inc. | 30,000 | | 687 |
Pacific Premier Bancorp, Inc. (a)(e) | 948,105 | | 4,077 |
Popular, Inc. (a) | 18,050,072 | | 51,804 |
S.Y. Bancorp, Inc. (d) | 4,688 | | 117 |
Sandy Spring Bancorp, Inc. | 300,000 | | 5,082 |
Sparebanken More (primary capital certificate) | 92,008 | | 2,651 |
Sparebanken Rogaland (primary capital certificate) | 1,061,327 | | 8,598 |
The First Bancorp, Inc. (d) | 9,711 | | 136 |
Vestjysk Bank AS (Reg.) (a) | 105,600 | | 1,496 |
Wilshire Bancorp, Inc. | 200,000 | | 1,506 |
| | 251,707 |
Consumer Finance - 0.1% |
Aeon Credit Service (Asia) Co. Ltd. | 12,400,000 | | 10,456 |
First Cash Financial Services, Inc. (a) | 100,000 | | 2,398 |
Nicholas Financial, Inc. | 200,827 | | 1,727 |
Student Loan Corp. | 504,774 | | 12,670 |
| | 27,251 |
Diversified Financial Services - 0.0% |
Korea Information Service, Inc. (e) | 240,000 | | 4,677 |
Newship Ltd. | 2,500 | | 157 |
Ricoh Leasing Co. Ltd. | 10,000 | | 240 |
| | 5,074 |
Insurance - 7.0% |
Aegon NV (a) | 38,000,000 | | 228,284 |
April Group | 20,000 | | 519 |
Assurant, Inc. | 5,575,000 | | 207,892 |
Axis Capital Holdings Ltd. (e) | 7,925,000 | | 247,022 |
Employers Holdings, Inc. | 575,156 | | 8,938 |
Common Stocks - continued |
| Shares | | Value (000s) |
FINANCIALS - continued |
Insurance - continued |
Endurance Specialty Holdings Ltd. | 2,600,000 | | $ 100,334 |
FBL Financial Group, Inc. Class A | 410,002 | | 9,303 |
Fidelity National Financial, Inc. Class A | 400,000 | | 5,908 |
First Mercury Financial Corp. | 462,951 | | 5,305 |
Genworth Financial, Inc. Class A (a) | 13,800,000 | | 187,404 |
Hartford Financial Services Group, Inc. | 5,750,000 | | 134,608 |
HCC Insurance Holdings, Inc. | 225,000 | | 5,877 |
Lincoln National Corp. | 6,300,000 | | 164,052 |
National Interstate Corp. | 943,738 | | 21,055 |
National Western Life Insurance Co. Class A | 148,870 | | 22,950 |
Protective Life Corp. | 1,605,000 | | 36,096 |
RenaissanceRe Holdings Ltd. (e) | 3,100,000 | | 177,382 |
Symetra Financial Corp. | 175,000 | | 2,041 |
Tower Group, Inc. | 352,000 | | 7,586 |
Unum Group | 15,950,000 | | 363,979 |
Validus Holdings Ltd. | 3,024,977 | | 75,140 |
| | 2,011,675 |
Real Estate Investment Trusts - 0.3% |
Kite Realty Group Trust | 500,460 | | 2,322 |
ProLogis Trust | 6,660,000 | | 72,328 |
VastNed Offices/Industrial NV | 125,000 | | 1,792 |
| | 76,442 |
Real Estate Management & Development - 0.1% |
Airport Facilities Co. Ltd. | 260,000 | | 945 |
Devine Ltd. (a) | 8,500,000 | | 1,884 |
Relo Holdings Corp. (e) | 823,100 | | 12,676 |
Tejon Ranch Co. (a)(d)(e) | 943,829 | | 21,746 |
| | 37,251 |
Thrifts & Mortgage Finance - 0.7% |
Bank Mutual Corp. | 125,000 | | 735 |
First Financial Service Corp. | 102,373 | | 681 |
Fox Chase Bancorp, Inc. (a) | 724,419 | | 7,005 |
Genworth MI Canada, Inc. | 5,800,000 | | 148,054 |
North Central Bancshares, Inc. (e) | 134,461 | | 2,185 |
Oritani Financial Corp. | 50,000 | | 500 |
Common Stocks - continued |
| Shares | | Value (000s) |
FINANCIALS - continued |
Thrifts & Mortgage Finance - continued |
The PMI Group, Inc. (a)(d)(e) | 12,388,300 | | $ 38,775 |
WSB Holdings, Inc. | 16,329 | | 50 |
| | 197,985 |
TOTAL FINANCIALS | | 2,617,349 |
HEALTH CARE - 12.2% |
Biotechnology - 0.6% |
Amgen, Inc. (a) | 3,000,000 | | 163,590 |
Martek Biosciences (a) | 135,000 | | 2,793 |
Vital BioTech Holdings Ltd. (a) | 15,000,000 | | 550 |
| | 166,933 |
Health Care Equipment & Supplies - 1.3% |
Anika Therapeutics, Inc. (a) | 50,934 | | 298 |
Atrion Corp. | 10,000 | | 1,444 |
Corin Group PLC | 250,000 | | 204 |
Exactech, Inc. (a)(e) | 700,000 | | 11,046 |
Hoshiiryou Sanki Co. Ltd. (e) | 243,300 | | 5,419 |
Immucor, Inc. (a) | 150,000 | | 2,883 |
Kinetic Concepts, Inc. (a) | 2,655,266 | | 94,288 |
Mani, Inc. (d) | 335,000 | | 11,784 |
Medical Action Industries, Inc. (a)(e) | 1,634,280 | | 22,390 |
Nakanishi, Inc. | 271,300 | | 26,400 |
Prim SA (e) | 1,615,000 | | 13,450 |
Span-America Medical System, Inc. (e) | 254,823 | | 4,253 |
St. Shine Optical Co. Ltd. | 1,000,200 | | 8,755 |
Symmetry Medical, Inc. (a) | 400,000 | | 3,892 |
Syneron Medical Ltd. (a)(e) | 3,558,700 | | 32,847 |
Techno Medica Co. Ltd. | 86 | | 270 |
Theragenics Corp. (a)(e) | 3,304,620 | | 3,999 |
Top Glove Corp. Bhd | 1,500,000 | | 3,128 |
Utah Medical Products, Inc. (d)(e) | 460,000 | | 11,436 |
Value Added Technlgies Co. Ltd. | 100,000 | | 850 |
Varian Medical Systems, Inc. (a) | 100,000 | | 5,520 |
Young Innovations, Inc. (e) | 791,040 | | 21,121 |
Zimmer Holdings, Inc. (a) | 2,000,000 | | 105,980 |
| | 391,657 |
Health Care Providers & Services - 9.0% |
Advocat, Inc. (e) | 566,360 | | 2,662 |
Almost Family, Inc. (a) | 160,000 | | 4,205 |
Common Stocks - continued |
| Shares | | Value (000s) |
HEALTH CARE - continued |
Health Care Providers & Services - continued |
Amedisys, Inc. (a)(d)(e) | 2,855,900 | | $ 75,024 |
American HomePatient, Inc. (a)(e) | 1,026,500 | | 677 |
AMERIGROUP Corp. (a)(e) | 4,986,967 | | 178,334 |
AmSurg Corp. (a)(e) | 2,353,000 | | 43,107 |
AS One Corp. | 220,000 | | 4,086 |
Centene Corp. (a) | 675,000 | | 14,384 |
Continucare Corp. (a) | 100,043 | | 381 |
Corvel Corp. (a) | 100,054 | | 3,981 |
Coventry Health Care, Inc. (a)(e) | 14,574,627 | | 289,015 |
Grupo Casa Saba SA de CV sponsored ADR (d) | 1,263,900 | | 14,029 |
Health Net, Inc. (a)(e) | 6,500,000 | | 153,075 |
Healthspring, Inc. (a)(e) | 4,800,000 | | 90,240 |
Healthways, Inc. (a)(e) | 1,715,700 | | 24,432 |
Henry Schein, Inc. (a) | 150,000 | | 7,874 |
Japan Medical Dynamic Marketing, Inc. | 77,000 | | 197 |
Kindred Healthcare, Inc. (a) | 350,000 | | 4,655 |
LHC Group, Inc. (a) | 340,000 | | 7,817 |
LifePoint Hospitals, Inc. (a)(e) | 3,100,000 | | 95,821 |
Lincare Holdings, Inc. (d)(e) | 13,453,537 | | 319,656 |
Medica Sur SA de CV | 300,000 | | 687 |
MEDNAX, Inc. (a) | 100,000 | | 4,715 |
Molina Healthcare, Inc. (a)(e) | 1,300,000 | | 38,753 |
National Research Corp. | 2,000 | | 50 |
Patterson Companies, Inc. | 3,600,027 | | 96,049 |
Psychemedics Corp. | 40,331 | | 363 |
ResCare, Inc. (a)(e) | 1,738,520 | | 17,072 |
The Ensign Group, Inc. | 10,000 | | 180 |
Triple-S Management Corp. (a)(e) | 1,243,896 | | 24,729 |
U.S. Physical Therapy, Inc. (a) | 15,000 | | 273 |
United Drug PLC: | | | |
(Ireland) | 8,550,033 | | 27,113 |
(United Kingdom) | 518,887 | | 1,640 |
UnitedHealth Group, Inc. | 27,750,700 | | 844,995 |
Universal American Financial Corp. | 1,720,043 | | 28,794 |
VCA Antech, Inc. (a) | 530,000 | | 11,045 |
Wellcare Health Plans, Inc. (a) | 2,000,000 | | 51,580 |
WellPoint, Inc. (a) | 2,250,000 | | 114,120 |
Win International Co., Ltd. (e) | 621,904 | | 4,260 |
| | 2,600,070 |
Common Stocks - continued |
| Shares | | Value (000s) |
HEALTH CARE - continued |
Health Care Technology - 0.0% |
Arrhythmia Research Technology, Inc. (e) | 271,041 | | $ 1,355 |
Life Sciences Tools & Services - 0.4% |
Charles River Laboratories International, Inc. (a) | 1,800,000 | | 55,944 |
ICON PLC sponsored ADR (a) | 2,100,000 | | 49,560 |
| | 105,504 |
Pharmaceuticals - 0.9% |
Bukwang Pharmaceutical Co. Ltd. | 60,000 | | 662 |
Daewon Pharmaceutical Co. Ltd. (e) | 1,290,900 | | 6,931 |
Dechra Pharmaceuticals PLC | 10,000 | | 65 |
Endo Pharmaceuticals Holdings, Inc. (a) | 5,000,039 | | 120,051 |
Forest Laboratories, Inc. (a) | 2,000,000 | | 55,500 |
Fornix Biosciences NV (e) | 475,022 | | 2,817 |
Ildong Pharmaceutical Co. Ltd. (e) | 501,013 | | 15,483 |
Jeil Pharmaceutical Co. | 673,490 | | 7,004 |
KunWha Pharmaceutical Co., Ltd. (e) | 325,000 | | 3,325 |
KV Pharmaceutical Co. Class A (a)(d) | 650,000 | | 696 |
Pacific Pharmaceutical Co. Ltd. | 40,000 | | 1,043 |
Recordati SpA | 3,140,500 | | 23,577 |
Torii Pharmaceutical Co. Ltd. | 620,000 | | 10,201 |
Whanin Pharmaceutical Co. Ltd. (e) | 1,860,000 | | 10,851 |
Yuyu Pharma, Inc. | 255,000 | | 1,962 |
| | 260,168 |
TOTAL HEALTH CARE | | 3,525,687 |
INDUSTRIALS - 8.2% |
Aerospace & Defense - 0.8% |
Alabama Aircraft Industries, Inc. (a)(e) | 245,280 | | 289 |
CAE, Inc. | 11,500,000 | | 109,636 |
Ceradyne, Inc. (a) | 56,360 | | 1,310 |
Magellan Aerospace Corp. (a) | 550,100 | | 1,445 |
Moog, Inc. Class A (a) | 3,000,000 | | 107,430 |
| | 220,110 |
Air Freight & Logistics - 0.3% |
Air T, Inc. (e) | 242,988 | | 2,457 |
Dynamex, Inc. (a) | 199,483 | | 2,685 |
Kintetsu World Express, Inc. | 500,000 | | 12,398 |
Pacer International, Inc. (a)(e) | 1,825,017 | | 15,038 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Air Freight & Logistics - continued |
Sinwa Ltd. | 10,000,000 | | $ 2,206 |
Yusen Air & Sea Service Co. Ltd. (e) | 4,221,500 | | 62,425 |
| | 97,209 |
Airlines - 0.1% |
MAIR Holdings, Inc. (a)(e) | 2,000,026 | | 0 |
Pinnacle Airlines Corp. (a) | 841,096 | | 4,668 |
Republic Airways Holdings, Inc. (a)(d)(e) | 2,500,000 | | 15,625 |
SkyWest, Inc. | 332,138 | | 4,135 |
| | 24,428 |
Building Products - 0.2% |
AAON, Inc. | 809,991 | | 20,136 |
Insteel Industries, Inc. (e) | 1,018,131 | | 9,458 |
Kingspan Group PLC (Ireland) (a) | 2,630,000 | | 18,442 |
Kondotec, Inc. (e) | 1,000,000 | | 6,908 |
| | 54,944 |
Commercial Services & Supplies - 1.2% |
AJIS Co. Ltd. (e) | 438,500 | | 6,926 |
Cintas Corp. | 3,350,000 | | 88,641 |
Fursys, Inc. (e) | 650,000 | | 15,635 |
Gl Events | 40,000 | | 1,110 |
HNI Corp. (d) | 200,000 | | 5,168 |
Knoll, Inc. (e) | 4,684,016 | | 65,717 |
Mitie Group PLC | 15,200,006 | | 49,777 |
Moshi Moshi Hotline, Inc. | 300,000 | | 6,266 |
Multi-Color Corp. | 349,113 | | 4,559 |
RPS Group PLC | 1,200,000 | | 3,670 |
Secom Techno Service Co. Ltd. (e) | 1,298,000 | | 38,974 |
United Stationers, Inc. (a)(e) | 1,215,772 | | 65,834 |
VICOM Ltd. | 2,925,000 | | 6,023 |
| | 358,300 |
Construction & Engineering - 0.7% |
Arcadis NV | 1,275,000 | | 24,702 |
Aveng Ltd. | 550,000 | | 2,716 |
Chodai Co. Ltd. | 97,000 | | 257 |
Commuture Corp. | 800,000 | | 4,601 |
Daiichi Kensetsu Corp. (e) | 1,640,000 | | 13,283 |
Daimei Telecom Engineering Corp. | 1,675,000 | | 12,656 |
Dongyang Engineering & Construction Corp. (e) | 210,000 | | 2,068 |
EMCOR Group, Inc. (a) | 749,996 | | 19,507 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Construction & Engineering - continued |
Foster Wheeler AG (a) | 100,000 | | $ 2,302 |
Granite Construction, Inc. | 275,000 | | 6,394 |
Hanil Construction Co. Ltd. (a) | 50,000 | | 99 |
Heijmans NV unit (a) | 10,000 | | 158 |
Imtech NV | 925,000 | | 25,770 |
Jacobs Engineering Group, Inc. (a) | 550,800 | | 20,143 |
Kaneshita Construction Co. Ltd. | 925,000 | | 3,639 |
KHD Humboldt Wedag International AG | 121,550 | | 745 |
Kier Group PLC | 30,000 | | 488 |
Koninklijke BAM Groep NV | 1,800,000 | | 8,706 |
Kyeryong Construction Industrial Co. Ltd. (e) | 893,000 | | 10,684 |
Meisei Industrial Co. Ltd. | 1,100,000 | | 3,106 |
Northwest Pipe Co. (a) | 444,990 | | 8,085 |
Sanyo Engineering & Construction, Inc. | 1,000,000 | | 2,962 |
Severfield-Rowen PLC | 725,000 | | 2,479 |
Shinnihon Corp. (d) | 1,800,000 | | 4,686 |
Shinsegae Engineering & Construction Co. Ltd. (e) | 314,469 | | 3,244 |
ShoLodge, Inc. (a)(e) | 500,627 | | 75 |
Sterling Construction Co., Inc. (a) | 150,000 | | 1,859 |
United Integration Services Co. Ltd. | 4,000,000 | | 5,058 |
Vianini Lavori SpA | 350,000 | | 1,952 |
| | 192,424 |
Electrical Equipment - 0.6% |
Aichi Electric Co. Ltd. | 1,051,000 | | 2,979 |
Aros Quality Group AB | 260,000 | | 1,711 |
AZZ, Inc. (e) | 1,110,000 | | 48,318 |
Belden, Inc. | 40,701 | | 972 |
Canare Electric Co. Ltd. | 150,000 | | 2,104 |
Chiyoda Integre Co. Ltd. | 530,000 | | 6,335 |
Deswell Industries, Inc. (e) | 891,999 | | 3,327 |
Draka Holding NV (a) | 1,000,000 | | 15,236 |
Fushi Copperweld, Inc. (a) | 735,014 | | 6,218 |
FW Thorpe PLC | 350,000 | | 3,294 |
General Cable Corp. (a) | 160,000 | | 4,246 |
Graphite India Ltd. | 1,350,000 | | 2,771 |
Hubbell, Inc. Class B | 400,000 | | 18,876 |
I-Sheng Electric Wire & Cable Co. Ltd. | 3,300,000 | | 5,447 |
Korea Electric Terminal Co. Ltd. (e) | 700,000 | | 11,541 |
Nexans SA | 425,000 | | 28,843 |
PK Cables OY | 250,000 | | 3,845 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Electrical Equipment - continued |
Prysmian SpA | 420,000 | | $ 7,105 |
Universal Security Instruments, Inc. (a)(e) | 241,255 | | 1,375 |
Zumtobel AG | 350,000 | | 6,630 |
| | 181,173 |
Industrial Conglomerates - 1.1% |
DCC PLC (Ireland) (e) | 8,310,000 | | 204,161 |
Reunert Ltd. | 550,000 | | 4,453 |
Seaboard Corp. | 50,006 | | 75,909 |
Textron, Inc. | 1,000,000 | | 20,760 |
| | 305,283 |
Machinery - 1.4% |
Aalberts Industries NV | 4,700,000 | | 70,048 |
Actuant Corp. Class A | 275,000 | | 5,671 |
American Railcar Industries, Inc. | 52,184 | | 712 |
ASL Marine Holdings Ltd. | 3,250,000 | | 2,055 |
Cascade Corp. (e) | 977,229 | | 37,301 |
CKD Corp. (e) | 5,500,000 | | 36,338 |
Columbus McKinnon Corp. (NY Shares) (a)(e) | 1,239,953 | | 19,504 |
Foremost Income Fund (e) | 2,141,103 | | 12,081 |
Gardner Denver, Inc. | 750,000 | | 38,078 |
Gencor Industries, Inc. (a) | 283,103 | | 2,166 |
Greenbrier Companies, Inc. (a) | 800,000 | | 10,448 |
Hardinge, Inc. (e) | 606,276 | | 5,129 |
Hi-P International Ltd. | 30,000,000 | | 15,994 |
Hurco Companies, Inc. (a)(e) | 643,998 | | 10,858 |
Hwacheon Machine Tool Co. Ltd. (e) | 219,900 | | 6,805 |
Ihara Science Corp. | 617,000 | | 4,876 |
Inoue Kinzoku Kogyo Co. Ltd. (e) | 1,082,000 | | 3,731 |
Jaya Holdings Ltd. (a)(e) | 70,500,000 | | 33,957 |
Kyowakogyosyo Co.,Ltd. | 122,000 | | 1,002 |
Lincoln Electric Holdings, Inc. | 100,000 | | 5,522 |
Miller Industries, Inc. (e) | 620,037 | | 8,290 |
Morgan Crucible Co. PLC | 10,000 | | 34 |
NACCO Industries, Inc. Class A | 417,200 | | 37,147 |
Nadex Co. Ltd. (e) | 595,000 | | 2,444 |
Nichidai Corp. (a) | 100,000 | | 235 |
Nitta Corp. | 55,000 | | 857 |
NN, Inc. (a)(e) | 1,120,039 | | 6,597 |
S&T Holdings Co. Ltd. | 610,020 | | 7,221 |
Takamatsu Machinery Co., Ltd. (a) | 105,000 | | 367 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Machinery - continued |
Takeuchi Manufacturing Co. Ltd. (a) | 270,000 | | $ 3,040 |
Terex Corp. (a) | 400,000 | | 7,896 |
Tocalo Co. Ltd. | 210,000 | | 3,567 |
Trifast PLC (a)(e) | 8,520,000 | | 4,243 |
Trinity Industrial Corp. | 625,000 | | 2,379 |
Twin Disc, Inc. (e) | 588,171 | | 7,599 |
| | 414,192 |
Marine - 0.0% |
Tokyo Kisen Co. Ltd. (e) | 1,000,000 | | 4,432 |
Professional Services - 1.1% |
Boardroom Ltd. | 3,000,000 | | 1,081 |
Clarius Group Ltd. (a) | 4,014,492 | | 2,343 |
Corporate Executive Board Co. | 850,000 | | 23,945 |
CRA International, Inc. (a)(e) | 649,972 | | 12,492 |
en-japan, Inc. (a)(d) | 6,100 | | 7,672 |
Equifax, Inc. | 5,000,171 | | 156,705 |
Hays PLC | 1,500,000 | | 2,124 |
Hyder Consulting PLC | 525,000 | | 2,874 |
LECG Corp. (a) | 639,396 | | 1,368 |
Manpower, Inc. | 100,000 | | 4,798 |
RCM Technologies, Inc. (a)(e) | 1,299,917 | | 6,669 |
SmartPros Ltd. | 125,000 | | 319 |
SR Teleperformance SA | 270,000 | | 6,841 |
Stantec, Inc. (a)(e) | 2,626,100 | | 61,824 |
Synergie SA | 135,000 | | 3,449 |
Temp Holdings Co., Ltd. (d) | 325,000 | | 2,689 |
TrueBlue, Inc. (a) | 210,122 | | 2,704 |
VSE Corp. | 156,546 | | 5,559 |
| | 305,456 |
Road & Rail - 0.3% |
Alps Logistics Co. Ltd. (e) | 1,723,700 | | 17,651 |
Con-way, Inc. | 400,000 | | 13,476 |
Contrans Group, Inc.: | | | |
(sub. vtg.) (f) | 130,000 | | 1,132 |
Class A | 220,000 | | 1,915 |
Hutech Norin Co. Ltd. (e) | 1,043,700 | | 8,828 |
Japan Logistic Systems Corp. | 175,000 | | 512 |
Sakai Moving Service Co. Ltd. (e) | 778,000 | | 16,519 |
Trancom Co. Ltd. (e) | 1,032,400 | | 18,755 |
Universal Truckload Services, Inc. (a) | 474,513 | | 7,208 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Road & Rail - continued |
US 1 Industries, Inc. (a)(e) | 1,262,000 | | $ 1,262 |
Vitran Corp., Inc. (a)(g) | 500,000 | | 5,500 |
| | 92,758 |
Trading Companies & Distributors - 0.3% |
AddTech AB (B Shares) | 460,000 | | 9,209 |
Grafton Group PLC unit | 6,700,017 | | 25,237 |
Hanwa Co. Ltd. | 550,000 | | 2,221 |
Houston Wire & Cable Co. | 858,200 | | 10,358 |
KS Energy Services Ltd. (a) | 14,200,000 | | 11,277 |
Otec Corp. | 100,000 | | 678 |
Parker Corp. (e) | 2,400,000 | | 4,443 |
Richelieu Hardware Ltd. (d) | 375,000 | | 9,270 |
Senshu Electric Co. Ltd. (e) | 1,080,000 | | 10,634 |
Strongco Corp. (a)(e) | 809,962 | | 2,766 |
Tanaka Co. Ltd. | 100,000 | | 386 |
TECHNO ASSOCIE CO., LTD. | 180,000 | | 1,504 |
Totech Corp. | 178,400 | | 658 |
Uehara Sei Shoji Co. Ltd. | 1,118,000 | | 4,165 |
Wakita & Co. Ltd. | 650,000 | | 2,414 |
Yamazen Co. Ltd. | 1,050,000 | | 4,434 |
| | 99,654 |
Transportation Infrastructure - 0.1% |
Isewan Terminal Service Co. Ltd. (e) | 1,575,000 | | 6,779 |
Meiko Transportation Co. Ltd. | 905,000 | | 7,770 |
| | 14,549 |
TOTAL INDUSTRIALS | | 2,364,912 |
INFORMATION TECHNOLOGY - 15.1% |
Communications Equipment - 0.9% |
Aastra Technologies Ltd. | 300,000 | | 6,692 |
Bel Fuse, Inc. Class A | 372,293 | | 8,470 |
Black Box Corp. (e) | 1,981,025 | | 60,302 |
Blonder Tongue Laboratories, Inc. (a) | 152,040 | | 182 |
China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)(d) | 2,252,137 | | 6,644 |
ClearOne Communications, Inc. (a)(e) | 1,000,503 | | 3,032 |
CommScope, Inc. (a) | 25,000 | | 509 |
Comtech Telecommunications Corp. (a) | 150,000 | | 3,236 |
Ditech Networks, Inc. (a)(e) | 2,200,196 | | 2,684 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Communications Equipment - continued |
NEC Mobiling Ltd. | 270,000 | | $ 7,510 |
Nera Telecommunications Ltd. | 9,000,000 | | 2,217 |
NETGEAR, Inc. (a)(e) | 3,534,317 | | 84,824 |
Opnext, Inc. (a) | 2,652,231 | | 4,774 |
Optical Cable Corp. (a)(e) | 537,002 | | 1,606 |
TKH Group NV unit | 3,030,000 | | 60,027 |
| | 252,709 |
Computers & Peripherals - 2.0% |
ASUSTeK Computer, Inc. | 3,360,076 | | 25,368 |
Compal Electronics, Inc. | 70,500,000 | | 92,457 |
Datapulse Technology Ltd. | 1,500,000 | | 226 |
Logitech International SA (a)(d) | 535,000 | | 8,421 |
Logitech International SA (Reg.) (a) | 7,300,000 | | 114,859 |
NCR Corp. (a) | 10,000 | | 137 |
Pegatron Corp. (a) | 9,043,700 | | 10,461 |
Pinnacle Technology Holdings Ltd. | 700,000 | | 465 |
Rimage Corp. (a)(e) | 939,534 | | 15,859 |
Roland DG Corp. | 210,000 | | 2,748 |
Seagate Technology (a) | 15,000,000 | | 188,250 |
Super Micro Computer, Inc. (a)(e) | 2,329,810 | | 33,642 |
TPV Technology Ltd. | 52,500,000 | | 33,186 |
Western Digital Corp. (a) | 900,000 | | 23,751 |
Xyratex Ltd. (a)(e) | 2,899,990 | | 37,671 |
| | 587,501 |
Electronic Equipment & Components - 3.9% |
A&D Co. Ltd. (a)(e) | 1,650,000 | | 8,152 |
Beijer Electronics AB | 40,000 | | 765 |
CNB Technology, Inc. | 110,000 | | 670 |
CPI International, Inc. (a) | 618,974 | | 8,709 |
Daktronics, Inc. (d) | 1,200,000 | | 10,224 |
Delta Electronics PCL (For. Reg.) | 25,000,000 | | 20,292 |
Elec & Eltek International Co. Ltd. | 1,300,000 | | 3,835 |
Elematec Corp. (e) | 1,670,000 | | 19,478 |
Excel Co. Ltd. (e) | 909,800 | | 10,590 |
Fabrinet (a) | 50,000 | | 508 |
Hon Hai Precision Industry Co. Ltd. (Foxconn) | 81,000,993 | | 326,663 |
Huan Hsin Holdings Ltd. (a) | 7,200,000 | | 1,694 |
Image Sensing Systems, Inc. (a)(e) | 350,000 | | 4,214 |
Ingram Micro, Inc. Class A (a) | 500,000 | | 8,265 |
Insight Enterprises, Inc. (a) | 1,681,338 | | 24,497 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Electronic Equipment & Components - continued |
INTOPS Co. Ltd. (e) | 859,900 | | $ 14,650 |
Jurong Technologies Industrial Corp. Ltd. (a) | 29,873,347 | | 0 |
Kingboard Chemical Holdings Ltd. | 41,000,000 | | 189,759 |
Kingboard Chemical Holdings Ltd. warrants 10/31/12 (a) | 4,100,000 | | 1,631 |
Kingboard Laminates Holdings Ltd. | 9,000,000 | | 8,933 |
KITAGAWA INDUSTRIES CO., LTD. | 100,000 | | 937 |
Mesa Laboratories, Inc. (e) | 317,500 | | 7,604 |
Muramoto Electronic Thailand PCL (For. Reg.) | 1,700,000 | | 10,250 |
Nippo Ltd. | 432,000 | | 2,624 |
Orbotech Ltd. (a)(e) | 2,449,985 | | 26,999 |
Renishaw PLC | 400,000 | | 5,213 |
Rofin-Sinar Technologies, Inc. (a) | 125,000 | | 2,633 |
ScanSource, Inc. (a)(e) | 2,113,033 | | 58,277 |
SED International Holdings, Inc. (a)(e) | 475,000 | | 1,235 |
Shibaura Electronics Co. Ltd. (e) | 706,000 | | 11,355 |
Shinko Shoji Co. Ltd. | 20,000 | | 176 |
Sigmatron International, Inc. (a)(e) | 381,880 | | 2,032 |
SMART Modular Technologies (WWH), Inc. (a)(e) | 6,200,284 | | 33,544 |
Spectrum Control, Inc. (a)(e) | 942,596 | | 14,224 |
SYNNEX Corp. (a)(e) | 3,456,470 | | 91,216 |
Taitron Components, Inc. Class A (sub. vtg.) (a) | 359,023 | | 413 |
Tomen Electronics Corp. (e) | 1,492,400 | | 17,596 |
Venture Corp. Ltd. (e) | 23,250,000 | | 156,436 |
VST Holdings Ltd. | 40,000,000 | | 12,771 |
Winland Electronics, Inc. (a)(e) | 337,600 | | 257 |
Wireless Telecom Group, Inc. (a)(e) | 1,767,712 | | 1,308 |
XAC Automation Corp. (e) | 5,500,000 | | 6,242 |
| | 1,126,871 |
Internet Software & Services - 1.1% |
AhnLab, Inc. | 200,000 | | 3,331 |
Artificial Life, Inc. (a) | 100,000 | | 91 |
Daou Technology, Inc. | 1,581,290 | | 9,827 |
DivX, Inc. (a) | 55,429 | | 422 |
eBay, Inc. (a) | 8,350,007 | | 174,599 |
j2 Global Communications, Inc. (a)(e) | 3,763,840 | | 88,563 |
Jorudan Co. Ltd. | 115,000 | | 1,018 |
Meetic | 1,000 | | 28 |
Melbourne IT Ltd. | 2,050,000 | | 3,932 |
Monster Worldwide, Inc. (a)(d) | 1,300,043 | | 17,837 |
NetGem SA | 700,000 | | 2,783 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Internet Software & Services - continued |
Perficient, Inc. (a) | 200,000 | | $ 1,730 |
Rentabiliweb Group SA | 10,000 | | 85 |
Softbank Technology Corp. (e) | 640,000 | | 4,932 |
UANGEL Corp. (e) | 1,200,000 | | 4,860 |
United Internet AG | 50,000 | | 619 |
| | 314,657 |
IT Services - 3.0% |
Accenture PLC Class A | 500,000 | | 19,820 |
ALTEN | 530,000 | | 15,577 |
Amdocs Ltd. (a) | 8,000,000 | | 218,640 |
Argo Graphics, Inc. | 515,000 | | 5,721 |
Calian Technologies Ltd. (e) | 778,500 | | 13,632 |
Computer Services, Inc. | 160,000 | | 3,400 |
Convergys Corp. (a) | 2,499,970 | | 27,925 |
CSE Global Ltd. (e) | 39,855,000 | | 28,135 |
EOH Holdings Ltd. | 3,300,000 | | 5,112 |
Groupe Steria SCA | 1,005 | | 27 |
Heartland Payment Systems, Inc. (e) | 2,650,023 | | 41,817 |
HIQ International AB | 900,000 | | 3,965 |
Indra Sistemas SA (d)(e) | 10,350,000 | | 169,160 |
Know IT AB (e) | 925,000 | | 7,144 |
Mastek Ltd. (e) | 2,025,000 | | 11,403 |
Matsushita Electric Works Information Systems Co. Ltd. | 350,000 | | 9,027 |
NeuStar, Inc. Class A (a) | 350,000 | | 8,131 |
Patni Computer Systems Ltd. sponsored ADR | 1,950,000 | | 43,037 |
Rolta India Ltd. | 500,000 | | 1,823 |
SAIC, Inc. (a) | 50,000 | | 832 |
SinoCom Software Group Ltd. (e) | 68,316,000 | | 10,378 |
Softcreate Co., Ltd. | 55,000 | | 580 |
Syntel, Inc. | 375,000 | | 15,473 |
The Western Union Co. | 100,000 | | 1,623 |
Total System Services, Inc. (e) | 13,150,606 | | 196,076 |
Wright Express Corp. (a) | 10,000 | | 350 |
| | 858,808 |
Office Electronics - 0.3% |
Xerox Corp. | 10,000,000 | | 97,400 |
Semiconductors & Semiconductor Equipment - 0.8% |
Axcelis Technologies, Inc. (a) | 4,999,957 | | 8,350 |
Axell Corp. (d) | 590,000 | | 19,661 |
Diodes, Inc. (a)(e) | 3,700,253 | | 65,420 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Semiconductors & Semiconductor Equipment - continued |
ELMOS Semiconductor AG (a)(d)(e) | 1,175,000 | | $ 12,533 |
Gennum Corp. (e) | 2,734,980 | | 18,864 |
KEC Holdings Co. Ltd. (e) | 1,399,999 | | 2,285 |
Lasertec Corp. | 335,000 | | 4,070 |
Leeno Industrial, Inc. | 200,000 | | 2,342 |
Melexis NV (a)(e) | 3,300,000 | | 41,290 |
Miraial Co. Ltd. | 150,000 | | 4,044 |
Nextchip Co. Ltd. | 129,981 | | 1,841 |
Novatek Microelectronics Corp. | 1,100,000 | | 2,913 |
Photronics, Inc. (a) | 1,100,010 | | 4,972 |
Powertech Technology, Inc. | 5,000,000 | | 15,318 |
Sunplus Technology Co. Ltd. (a) | 7,000,000 | | 5,219 |
Telechips, Inc. (e) | 1,057,600 | | 6,867 |
Trio-Tech International (a)(e) | 322,543 | | 1,293 |
UKC Holdings Corp. (e) | 925,000 | | 12,576 |
Varitronix International Ltd. (e) | 32,340,000 | | 9,992 |
Y. A. C. Co., Ltd. | 300,000 | | 2,721 |
| | 242,571 |
Software - 3.1% |
ANSYS, Inc. (a)(e) | 5,100,000 | | 229,245 |
Aveva Group PLC | 35,000 | | 730 |
ClickSoftware Technologies Ltd. (a) | 75,000 | | 435 |
Cybernet Systems Co. Ltd. (e) | 20,500 | | 6,540 |
DMX Technologies Group Ltd. (a) | 4,000,000 | | 1,029 |
DTS Corp. | 200,000 | | 2,381 |
ebix.com, Inc. (a)(d)(e) | 1,760,015 | | 29,234 |
Epicor Software Corp. (a) | 1,860,328 | | 14,399 |
Exact Holdings NV | 725,000 | | 16,858 |
Geodesic Ltd. | 3,750,000 | | 7,122 |
Hudson Soft Co. Ltd. | 700,000 | | 2,397 |
ICT Automatisering NV (a)(e) | 874,000 | | 4,729 |
IGE + XAO SA | 15,000 | | 430 |
Infomedia Ltd. | 1,200,000 | | 277 |
Jack Henry & Associates, Inc. | 1,800,432 | | 45,731 |
KSK Co., Ltd. (e) | 434,700 | | 3,420 |
MICROS Systems, Inc. (a) | 400,295 | | 14,323 |
MicroStrategy, Inc. Class A (a) | 40,000 | | 3,320 |
Net 1 UEPS Technologies, Inc. (a) | 550,000 | | 8,003 |
NSD Co. Ltd. | 250,000 | | 2,708 |
Nucleus Software Exports Ltd. | 1,050,000 | | 3,217 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Software - continued |
Oracle Corp. | 17,000,000 | | $ 401,880 |
Pervasive Software, Inc. (a) | 389,813 | | 1,871 |
Pro-Ship, Inc. | 50,000 | | 751 |
Progress Software Corp. (a)(e) | 2,200,282 | | 65,788 |
Sage Group PLC | 100,000 | | 375 |
Shanda Games Ltd. sponsored ADR | 250,042 | | 1,658 |
Societe Pour L'Informatique Industrielle SA (d) | 836,022 | | 4,740 |
Springsoft, Inc. | 10,000,922 | | 9,755 |
SWORD Group | 158,618 | | 5,323 |
Vasco Data Security International, Inc. (a) | 825,466 | | 5,258 |
VIC Tokai Corp. | 25,000 | | 208 |
| | 894,135 |
TOTAL INFORMATION TECHNOLOGY | | 4,374,652 |
MATERIALS - 4.2% |
Chemicals - 2.4% |
Aditya Birla Chemicals India Ltd. | 1,065,901 | | 2,313 |
American Vanguard Corp. | 1,250,005 | | 10,688 |
Aronkasei Co. Ltd. | 483,000 | | 1,900 |
C. Uyemura & Co. Ltd. (e) | 626,200 | | 27,497 |
Chase Corp. (e) | 853,155 | | 11,995 |
Core Molding Technologies, Inc. (a) | 314,306 | | 1,763 |
Cytec Industries, Inc. | 1,300,000 | | 64,896 |
Deepak Fertilisers and Petrochemicals Corp. Ltd. (e) | 5,200,000 | | 16,440 |
Deepak Nitrite Ltd. | 350,027 | | 1,525 |
Dongbu Fine Chemical Co. Ltd. | 100,000 | | 1,408 |
EcoGreen Fine Chemical Group Ltd. (e) | 41,738,000 | | 11,445 |
FMC Corp. | 2,000,000 | | 124,980 |
Fujikura Kasei Co., Ltd. (e) | 2,889,700 | | 17,754 |
Gujarat Narmada Valley Fertilizers Co. | 2,000,000 | | 4,950 |
Gujarat State Fertilizers & Chemicals Ltd. | 1,400,000 | | 8,631 |
Honshu Chemical Industry Co., Ltd. (e) | 700,000 | | 3,645 |
Innospec, Inc. (a)(e) | 2,024,985 | | 22,275 |
KPC Holdings Corp. | 43,478 | | 1,937 |
Kpx Chemical Co. Ltd. | 163,083 | | 6,853 |
Methanex Corp. | 750,300 | | 16,853 |
Miwon Commercial Co. Ltd. | 20,850 | | 1,604 |
Muto Seiko Co. Ltd. | 150,000 | | 1,644 |
OM Group, Inc. (a)(e) | 2,269,800 | | 61,285 |
SK Kaken Co. Ltd. | 250,000 | | 6,798 |
Common Stocks - continued |
| Shares | | Value (000s) |
MATERIALS - continued |
Chemicals - continued |
Soken Chemical & Engineer Co. Ltd. (e) | 805,000 | | $ 13,022 |
T&K Toka Co. Ltd. | 350,000 | | 4,418 |
Thai Carbon Black PCL (For. Reg.) | 11,200,000 | | 11,602 |
Thai Rayon PCL (For. Reg.) | 3,000,000 | | 6,702 |
Yara International ASA | 5,200,000 | | 196,065 |
Yip's Chemical Holdings Ltd. (e) | 34,002,000 | | 34,407 |
| | 697,295 |
Construction Materials - 0.1% |
Brampton Brick Ltd. Class A (sub. vtg.) (a) | 850,700 | | 4,552 |
Mitani Sekisan Co. Ltd. | 944,600 | | 5,454 |
Titan Cement Co. SA (Reg.) | 550,000 | | 11,806 |
| | 21,812 |
Containers & Packaging - 0.4% |
Chuoh Pack Industry Co. Ltd. | 221,000 | | 1,816 |
Kohsoku Corp. (e) | 1,721,800 | | 14,225 |
Silgan Holdings, Inc. | 2,600,000 | | 73,892 |
Starlite Holdings Ltd. | 3,000,000 | | 197 |
The Pack Corp. (e) | 1,625,000 | | 30,723 |
Vidrala SA | 69,316 | | 1,689 |
| | 122,542 |
Metals & Mining - 1.3% |
Avocet Mining PLC (a) | 1,250,000 | | 2,416 |
Blue Earth Refineries, Inc. | 274,309 | | 244 |
Chubu Steel Plate Co. Ltd. | 50,000 | | 283 |
Commercial Metals Co. | 400,000 | | 5,756 |
Compania de Minas Buenaventura SA sponsored ADR | 3,000,000 | | 115,830 |
Gerdau SA sponsored ADR | 3,500,000 | | 51,240 |
Horsehead Holding Corp. (a)(e) | 2,650,000 | | 20,299 |
HudBay Minerals, Inc. (a) | 5,000,000 | | 62,357 |
Industrias Penoles SA de CV | 2,200,000 | | 45,973 |
Korea Steel Shapes Co. Ltd. | 42,000 | | 2,077 |
Orosur Mining, Inc. (a) | 1,515,000 | | 442 |
Orvana Minerals Corp. (a) | 2,300,000 | | 3,311 |
Pacific Metals Co. Ltd. (d) | 1,250,000 | | 8,982 |
Sherritt International Corp. | 1,250,000 | | 8,281 |
Synalloy Corp. | 300,013 | | 2,775 |
Tohoku Steel Co. Ltd. (e) | 595,000 | | 5,645 |
Tokyo Kohtetsu Co. Ltd. | 54,600 | | 291 |
Tokyo Tekko Co. Ltd. (e) | 4,600,000 | | 11,231 |
Universal Stainless & Alloy Products, Inc. (a)(e) | 424,587 | | 9,689 |
Common Stocks - continued |
| Shares | | Value (000s) |
MATERIALS - continued |
Metals & Mining - continued |
Webco Industries, Inc. (a) | 9,122 | | $ 575 |
Yamato Kogyo Co. Ltd. | 250,000 | | 6,098 |
| | 363,795 |
Paper & Forest Products - 0.0% |
Gunns Ltd. | 750,000 | | 465 |
Stella-Jones, Inc. | 200,000 | | 5,363 |
| | 5,828 |
TOTAL MATERIALS | | 1,211,272 |
TELECOMMUNICATION SERVICES - 0.3% |
Diversified Telecommunication Services - 0.2% |
Atlantic Tele-Network, Inc. (e) | 1,338,800 | | 59,858 |
Wireless Telecommunication Services - 0.1% |
Okinawa Cellular Telephone Co. | 209 | | 413 |
SK Telecom Co. Ltd. sponsored ADR (d) | 1,900,000 | | 31,122 |
| | 31,535 |
TOTAL TELECOMMUNICATION SERVICES | | 91,393 |
UTILITIES - 0.5% |
Electric Utilities - 0.2% |
Allegheny Energy, Inc. | 3,000,000 | | 68,400 |
Gas Utilities - 0.1% |
Hokuriku Gas Co. | 1,600,000 | | 4,202 |
Keiyo Gas Co. Ltd. | 606,000 | | 2,489 |
KyungDong City Gas Co. Ltd. | 139,700 | | 4,973 |
Otaki Gas Co. Ltd. | 700,000 | | 3,402 |
UGI Corp. | 200,000 | | 5,392 |
| | 20,458 |
Independent Power Producers & Energy Traders - 0.2% |
Constellation Energy Group, Inc. | 1,000,033 | | 31,601 |
Mega First Corp. Bhd (e) | 17,160,300 | | 9,001 |
| | 40,602 |
TOTAL UTILITIES | | 129,460 |
TOTAL COMMON STOCKS (Cost $19,876,421) | 25,595,935 |
Preferred Stocks - 0.4% |
| Shares | | Value (000s) |
Convertible Preferred Stocks - 0.4% |
CONSUMER DISCRETIONARY - 0.3% |
Auto Components - 0.3% |
Johnson Controls, Inc. 11.50% | 500,000 | | $ 85,000 |
FINANCIALS - 0.1% |
Commercial Banks - 0.1% |
East West Bancorp, Inc. Series A, 8.00% | 3,195 | | 3,918 |
Oriental Financial Group, Inc. Series C (g) | 16,885 | | 14,326 |
| | 18,244 |
Insurance - 0.0% |
Hartford Financial Services Group, Inc. Series F 7.25% | 516,600 | | 12,615 |
TOTAL FINANCIALS | | 30,859 |
TOTAL CONVERTIBLE PREFERRED STOCKS | | 115,859 |
Nonconvertible Preferred Stocks - 0.0% |
CONSUMER STAPLES - 0.0% |
Beverages - 0.0% |
Hite Holdings Co. Ltd. | 40,494 | | 582 |
Food Products - 0.0% |
Nam Yang Dairy Products | 4,917 | | 948 |
TOTAL CONSUMER STAPLES | | 1,530 |
HEALTH CARE - 0.0% |
Pharmaceuticals - 0.0% |
Pacific Pharmaceutical Co. Ltd. | 9,230 | | 211 |
MATERIALS - 0.0% |
Construction Materials - 0.0% |
Buzzi Unicem SpA (Risparmio Shares) | 600,000 | | 3,810 |
TOTAL NONCONVERTIBLE PREFERRED STOCKS | | 5,551 |
TOTAL PREFERRED STOCKS (Cost $64,074) | 121,410 |
Convertible Bonds - 0.2% |
| Principal Amount (000s) | | Value (000s) |
ENERGY - 0.1% |
Oil, Gas & Consumable Fuels - 0.1% |
USEC, Inc. 3% 10/1/14 | | $ 37,150 | | $ 29,378 |
INDUSTRIALS - 0.1% |
Industrial Conglomerates - 0.1% |
Textron, Inc. 4.5% 5/1/13 | | 8,170 | | 14,047 |
TOTAL CONVERTIBLE BONDS (Cost $42,571) | 43,425 |
Money Market Funds - 11.5% |
| Shares | | |
Fidelity Cash Central Fund, 0.24% (b) | 2,989,039,992 | | 2,989,040 |
Fidelity Securities Lending Cash Central Fund, 0.27% (b)(c) | 337,644,719 | | 337,645 |
TOTAL MONEY MARKET FUNDS (Cost $3,326,685) | 3,326,685 |
Cash Equivalents - 0.0% |
| Maturity Amount (000s) | | |
Investments in repurchase agreements in a joint trading account at 0.21%, dated 7/30/10 due 8/2/10 (Collateralized by U.S. Government Obligations) # (Cost $10,249) | $ 10,249 | | 10,249 |
TOTAL INVESTMENT PORTFOLIO - 100.7% (Cost $23,320,000) | | 29,097,704 |
NET OTHER ASSETS (LIABILITIES) - (0.7)% | | (203,066) |
NET ASSETS - 100% | $ 28,894,638 |
Legend |
(a) Non-income producing |
(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. |
(c) Investment made with cash collateral received from securities on loan. |
(d) Security or a portion of the security is on loan at period end. |
(e) Affiliated company |
(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $10,117,000 or 0.0% of net assets. |
(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $19,826,000 or 0.1% of net assets. |
Additional information on each holding is as follows: |
Security | Acquisition Date | Acquisition Cost (000s) |
Oriental Financial Group, Inc.Series C | 4/29/10 | $ 16,885 |
Vitran Corp., Inc. | 9/17/09 | $ 4,250 |
# Additional information on each counterparty to the repurchase agreement is as follows: |
Repurchase Agreement / Counterparty | Value (Amounts in thousands) |
$10,249,000 due 8/02/10 at 0.21% |
BNP Paribas Securities Corp. | $ 4,095 |
Banc of America Securities LLC | 1,549 |
Barclays Capital, Inc. | 4,605 |
| $ 10,249 |
Affiliated Central Funds |
Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows: |
Fund | Income earned (Amounts in thousands) |
Fidelity Cash Central Fund | $ 6,311 |
Fidelity Securities Lending Cash Central Fund | 11,748 |
Total | $ 18,059 |
Other Affiliated Issuers |
An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows: |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
A&D Co. Ltd. | $ 10,352 | $ - | $ 564 | $ - | $ 8,152 |
Abbey PLC | 21,806 | - | - | - | 20,393 |
Abercrombie & Fitch Co. Class A | 248,840 | 17,083 | 12,085 | 6,189 | 329,874 |
Adams Resources & Energy, Inc. | 6,494 | - | - | 211 | 8,856 |
Advocat, Inc. | 1,039 | 1,128 | - | 134 | 2,662 |
Air T, Inc. | 760 | 1,856 | - | 76 | 2,457 |
AJIS Co. Ltd. | 9,246 | - | - | 198 | 6,926 |
Alabama Aircraft Industries, Inc. | 294 | - | - | - | 289 |
Alps Logistics Co. Ltd. | 14,757 | - | - | 611 | 17,651 |
Amedisys, Inc. | 56,111 | 44,847 | 911 | - | 75,024 |
American HomePatient, Inc. | 521 | - | 418 | - | 677 |
AMERIGROUP Corp. | 115,872 | 7,045 | - | - | 178,334 |
AmSurg Corp. | 48,519 | - | - | - | 43,107 |
ANSYS, Inc. | 162,552 | - | 4,447 | - | 229,245 |
AOC Holdings, Inc. | 55,113 | 754 | 821 | - | 27,634 |
Arctic Cat, Inc. | 7,518 | - | - | - | 12,143 |
ARK Restaurants Corp. | 4,444 | - | - | 610 | 4,517 |
Arrhythmia Research Technology, Inc. | 959 | - | - | 16 | 1,355 |
Arts Optical International Holdings Ltd. | 3,613 | 4,153 | - | 255 | 9,443 |
ASTI Corp. | 4,625 | - | - | 171 | 5,355 |
Atlantic Tele-Network, Inc. | 56,136 | - | - | 1,072 | 59,858 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Axcelis Technologies, Inc. | $ 5,680 | $ - | $ 9,502 | $ - | $ - |
Axis Capital Holdings Ltd. | 219,241 | 6,547 | - | 6,451 | 247,022 |
AZZ, Inc. | 43,013 | - | - | 833 | 48,318 |
Barratt Developments PLC | 83,406 | 163,146 | - | - | 126,805 |
Basic Energy Services, Inc. | 27,338 | - | 12,914 | - | 24,362 |
Bed Bath & Beyond, Inc. | 527,181 | - | 327,790 | - | - |
Belc Co. Ltd. | 15,371 | 3,069 | - | 565 | 21,168 |
Belluna Co. Ltd. | 16,592 | 5,579 | - | 645 | 24,489 |
Bellway PLC | 92,404 | - | - | 1,092 | 68,394 |
Benihana, Inc. | 4,570 | 576 | - | - | 4,400 |
Black Box Corp. | 54,419 | - | - | 475 | 60,302 |
Blyth, Inc. | 37,716 | - | - | 1,067 | 35,156 |
Brinker International, Inc. | 143,936 | 23,601 | - | 4,683 | 161,255 |
Bristow Group, Inc. | 86,060 | - | 32,329 | - | - |
C. Uyemura & Co. Ltd. | 27,085 | 42 | - | 346 | 27,497 |
CAE, Inc. | 92,252 | 2,830 | 25,669 | 1,394 | - |
Calian Technologies Ltd. | 11,025 | 1,395 | - | 1,067 | 13,632 |
Career Education Corp. | 119,184 | 5,253 | 21,078 | - | 112,378 |
Cascade Corp. | 26,527 | 222 | 4,458 | 94 | 37,301 |
Cathay General Bancorp | 21,888 | 15,582 | - | 138 | 48,510 |
CE Franklin Ltd. | 4,115 | 4,112 | - | - | 9,036 |
CEC Entertainment, Inc. | 66,362 | - | 3,892 | - | 75,539 |
Center Financial Corp. | 447 | 7,800 | - | - | 11,223 |
Chase Corp. | 9,914 | - | - | 171 | 11,995 |
Chime Communications PLC | 5,413 | 5,158 | - | 287 | 11,617 |
Chimney Co. Ltd. | 15,869 | - | 21,873 | - | - |
CKD Corp. | 30,753 | 257 | 4,248 | 361 | 36,338 |
ClearOne Communications, Inc. | 2,831 | - | - | - | 3,032 |
Clip Corp. | 2,433 | 383 | - | 99 | 2,676 |
Columbus McKinnon Corp. (NY Shares) | 16,591 | 1,207 | - | - | 19,504 |
Cosmos Pharmaceutical Corp. | 11,126 | 27,762 | - | 309 | 46,118 |
Cossette, Inc. (sub. vtg.) | 4,865 | - | 8,053 | - | - |
Coventry Health Care, Inc. | 330,602 | 4,663 | - | - | 289,015 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
CRA International, Inc. | $ 9,426 | $ 8,387 | $ 2,004 | $ - | $ 12,492 |
Craftmade International, Inc. | 1,664 | - | - | - | 3,278 |
Create SD Holdings Co. Ltd. | 22,426 | 19,063 | - | 795 | 42,372 |
CSE Global Ltd. | 17,583 | 1,701 | - | 1,016 | 28,135 |
Cybernet Systems Co. Ltd. | 8,255 | - | - | 290 | 6,540 |
Cytec Industries, Inc. | 118,289 | - | 158,208 | 219 | - |
D.R. Horton, Inc. | 281,637 | - | - | 3,644 | 267,786 |
Daewon Pharmaceutical Co. Ltd. | - | 6,934 | - | - | 6,931 |
Daiichi Kensetsu Corp. | 9,650 | 2,588 | - | 235 | 13,283 |
Daktronics, Inc. | 16,132 | 4,020 | 10,428 | 194 | - |
Dataram Corp. | 1,254 | - | 3,310 | - | - |
DCC PLC (Ireland) | 176,375 | 1,414 | - | 7,361 | 204,161 |
Decorator Industries, Inc. | 144 | - | 158 | - | - |
Deepak Fertilisers and Petrochemicals Corp. Ltd. | 2,594 | 7,624 | - | 502 | 16,440 |
Delta Apparel, Inc. | 7,264 | - | 105 | - | 12,587 |
Deswell Industries, Inc. | 2,542 | 575 | - | 134 | 3,327 |
Diodes, Inc. | 75,409 | - | 8,836 | - | 65,420 |
Ditech Networks, Inc. | 4,398 | - | 1,704 | - | 2,684 |
Divestco, Inc. | 2,059 | 5 | - | - | 3,349 |
DivX, Inc. | 11,664 | - | 13,863 | - | - |
Dongyang Engineering & Construction Corp. | 1,905 | 1,242 | - | 66 | 2,068 |
Dorel Industries, Inc. Class B (sub. vtg.) | 8,470 | 54,538 | - | 639 | 75,260 |
East West Bancorp, Inc. | 49,826 | - | 20,150 | 195 | - |
ebix.com, Inc. | 17,422 | 7,786 | - | - | 29,234 |
EcoGreen Fine Chemical Group Ltd. | 4,831 | 5,467 | - | 189 | 11,445 |
Edge Petroleum Corp. | 1,189 | - | 273 | - | - |
Educational Development Corp. | 1,685 | 81 | - | 148 | 2,074 |
Elematec Corp. | 14,185 | 5,288 | - | 420 | 19,478 |
ELMOS Semiconductor AG | 2,309 | 5,336 | 1,245 | - | 12,533 |
EuroBancshares, Inc. | 2,304 | - | 442 | - | - |
Exactech, Inc. | 10,082 | - | 157 | - | 11,046 |
Excel Co. Ltd. | 9,703 | - | - | 278 | 10,590 |
Farstad Shipping ASA | 49,128 | 3,980 | - | 921 | 67,630 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Federal Screw Works | $ 300 | $ - | $ - | $ - | $ 443 |
First Bancorp, Puerto Rico | 22,630 | - | 2,843 | - | - |
Folli Follie SA | 19,723 | 20,262 | - | - | 43,160 |
Food Empire Holdings Ltd. | 9,703 | 1,522 | - | 386 | 13,226 |
Footstar, Inc. | 2,036 | - | 2,074 | - | - |
Foremost Income Fund | 7,797 | 3,108 | - | 683 | 12,081 |
Fornix Biosciences NV | 4,739 | 112 | - | 1,986 | 2,817 |
Fossil, Inc. | 175,455 | - | 2,524 | - | 261,360 |
Fresh Del Monte Produce, Inc. | 136,065 | 98 | - | - | 132,540 |
Fujikura Kasei Co., Ltd. | 14,194 | 1,088 | - | 396 | 17,754 |
Fursys, Inc. | 5,349 | 9,240 | - | 176 | 15,635 |
Fyffes PLC (Ireland) | 542 | 19,660 | - | 524 | 15,484 |
Gennum Corp. | 7,186 | 3,441 | - | 301 | 18,864 |
Gildan Activewear, Inc. | 200,895 | - | 15,759 | - | 353,855 |
Glentel, Inc. | 8,147 | 3,947 | - | 498 | 15,891 |
Goodfellow, Inc. | 5,950 | - | - | 634 | 9,204 |
Greenbrier Companies, Inc. | 15,473 | - | 9,186 | - | - |
Group 1 Automotive, Inc. | 42,717 | 8,997 | 290 | - | 49,896 |
Gulliver International Co. Ltd. | 61,705 | - | 3,412 | 786 | 49,176 |
Halows Co. Ltd. | 6,208 | 2,655 | - | 117 | 9,822 |
Hampshire Group Ltd. | 2,530 | - | - | - | 4,186 |
Handsome Co. Ltd. | 23,610 | - | - | 418 | 33,677 |
Hankook Shell Oil Co. Ltd. | 5,465 | - | 744 | 1,114 | 10,387 |
Hardinge, Inc. | 1,221 | 1,547 | - | 11 | 5,129 |
Health Net, Inc. | 89,298 | 1,597 | 5,154 | - | 153,075 |
Healthspring, Inc. | 33,495 | 36,882 | - | - | 90,240 |
Healthways, Inc. | 21,299 | 3,909 | - | - | 24,432 |
Heartland Payment Systems, Inc. | 20,467 | 8,955 | - | 101 | 41,817 |
Helen of Troy Ltd. | 65,565 | 1,326 | 4,939 | - | 67,807 |
Henry Boot PLC | 13,230 | - | - | 416 | 15,208 |
Hitachi Systems & Services Ltd. | 32,157 | - | 32,076 | - | - |
Honeys Co. Ltd. | 4,447 | 9,628 | - | 192 | 31,038 |
Honshu Chemical Industry Co., Ltd. | 1,741 | 1,329 | - | 63 | 3,645 |
Hornbeck Offshore Services, Inc. | - | 26,802 | - | - | 22,299 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Horsehead Holding Corp. | $ 31,001 | $ - | $ 2,797 | $ - | $ 20,299 |
Hoshiiryou Sanki Co. Ltd. | 1,181 | 3,676 | - | 61 | 5,419 |
HTL International Holdings Ltd. | 3,961 | 916 | - | 1,043 | 13,084 |
Hurco Companies, Inc. | 12,532 | 32 | - | - | 10,858 |
Hutech Norin Co. Ltd. | 8,704 | - | - | 243 | 8,828 |
Hwacheon Machine Tool Co. Ltd. | 867 | 5,159 | - | 112 | 6,805 |
ICT Automatisering NV | 5,045 | - | - | - | 4,729 |
Ildong Pharmaceutical Co. Ltd. | 6,725 | 5,869 | - | 331 | 15,483 |
Image Sensing Systems, Inc. | - | 4,283 | - | - | 4,214 |
IMS Health, Inc. | 129,000 | 5,981 | 242,502 | 660 | - |
Indra Sistemas SA | 26,889 | 176,331 | - | 6,548 | 169,160 |
Innospec, Inc. | 25,588 | - | 1,324 | - | 22,275 |
Inoue Kinzoku Kogyo Co. Ltd. | 5,146 | - | - | 82 | 3,731 |
Insteel Industries, Inc. | 3,057 | 7,019 | - | 74 | 9,458 |
Intage, Inc. | 17,393 | 1,217 | - | 523 | 20,265 |
Intelligent Digital Integrated Security Co., Ltd. | 9,262 | 2,902 | - | 143 | 12,610 |
Inter Parfums, Inc. | 22,946 | - | 5,309 | 386 | 32,283 |
Intest Corp. | 154 | 34 | 3,392 | - | - |
INTOPS Co. Ltd. | 14,523 | - | - | 395 | 14,650 |
INZI Controls Co. Ltd. | 4,953 | - | - | 109 | 5,524 |
IPC Holdings Ltd. | 89,699 | - | 97,080 | 682 | - |
Isewan Terminal Service Co. Ltd. | 7,570 | 77 | - | 275 | 6,779 |
j2 Global Communications, Inc. | 88,810 | 1,384 | - | - | 88,563 |
Jack in the Box, Inc. | 138,606 | - | - | - | 135,518 |
Jackson Hewitt Tax Service, Inc. | 13,008 | 128 | - | - | 2,409 |
JAKKS Pacific, Inc. | 32,205 | - | - | - | 44,076 |
Jaya Holdings Ltd. | 24,076 | 164 | - | - | 33,957 |
JLM Couture, Inc. | 112 | - | - | - | 296 |
Jos. A. Bank Clothiers, Inc. | 66,777 | - | - | - | 107,091 |
Jumbo SA | 40,342 | 41,709 | - | 1,763 | 59,628 |
KEC Holdings Co. Ltd. | 1,281 | - | 578 | 32 | 2,285 |
Knoll, Inc. | 20,559 | 26,030 | - | 328 | 65,717 |
Know IT AB | 242 | 7,314 | - | 124 | 7,144 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Kohsoku Corp. | $ 8,123 | $ 3,810 | $ - | $ 232 | $ 14,225 |
Kondotec, Inc. | 3,208 | 3,065 | - | 195 | 6,908 |
Korea Electric Terminal Co. Ltd. | 10,505 | - | - | 148 | 11,541 |
Korea Information Service, Inc. | - | 4,260 | - | - | 4,677 |
KSK Co., Ltd. | 1,192 | 1,412 | - | 35 | 3,420 |
KunWha Pharmaceutical Co., Ltd. | 3,535 | - | - | 139 | 3,325 |
Kyeryong Construction Industrial Co. Ltd. | 12,046 | 4,061 | - | 188 | 10,684 |
Kyoto Kimono Yuzen Co. Ltd. | 2,506 | 7,733 | - | 301 | 10,797 |
LifePoint Hospitals, Inc. | 156,996 | - | 91,196 | - | 95,821 |
Lincare Holdings, Inc. | 250,019 | - | 26,487 | 2,691 | 319,656 |
M/I Homes, Inc. | 23,679 | - | - | - | 19,026 |
Maine & Maritimes Corp. | 3,625 | - | 4,004 | 11 | - |
MAIR Holdings, Inc. | 0 | - | - | - | 0 |
MarineMax, Inc. | 6,700 | 3,054 | - | - | 10,833 |
Maruzen Co., Ltd. | 4,077 | 2,615 | - | 140 | 7,313 |
Mastek Ltd. | - | 16,219 | 29 | 48 | 11,403 |
McCormick & Schmick's Seafood Restaurants | 8,396 | 35 | - | - | 8,613 |
Medical Action Industries, Inc. | 19,587 | 2,884 | 2,348 | - | 22,390 |
Mega First Corp. Bhd | 376 | 7,486 | - | 181 | 9,001 |
Melexis NV | 23,391 | 1,149 | 284 | - | 41,290 |
Mesa Laboratories, Inc. | 6,985 | - | - | 137 | 7,604 |
Metro, Inc. Class A (sub. vtg.) | 341,463 | 865 | - | 5,395 | 467,028 |
Michang Oil Industrial Co. Ltd. | 6,770 | - | - | 286 | 6,785 |
Miller Industries, Inc. | 1,325 | 5,192 | - | 54 | 8,290 |
Molina Healthcare, Inc. | 29,879 | 2,617 | 4,322 | - | 38,753 |
Monarch Casino & Resort, Inc. | 10,310 | 1,299 | 52 | - | 13,845 |
Motonic Corp. | 10,610 | 12,504 | - | 355 | 24,887 |
Movado Group, Inc. | 25,368 | 292 | - | - | 20,499 |
Murakami Corp. | 4,228 | - | 1,250 | 97 | 8,302 |
Nadex Co. Ltd. | 2,864 | 372 | - | 63 | 2,444 |
National Dentex Corp. | 3,817 | - | 9,613 | - | - |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
NBTY, Inc. | $ 167,426 | $ 43,475 | $ 70,132 | $ - | $ 247,896 |
NCI Building Systems, Inc. | 7,909 | - | 5,757 | - | - |
NETGEAR, Inc. | 60,119 | - | - | - | 84,824 |
New Frontier Media, Inc. | 4,094 | - | - | - | 3,178 |
Next PLC | 285,994 | 39,909 | - | 10,458 | 380,200 |
Nishimatsuya Chain Co. Ltd. | 46,042 | 23,234 | - | 1,031 | 64,948 |
NN, Inc. | 2,638 | 123 | - | - | 6,597 |
North Central Bancshares, Inc. | 1,901 | 8 | - | 4 | 2,185 |
North Valley Bancorp | - | 4,750 | - | - | 5,890 |
Nutraceutical International Corp. | 14,237 | - | - | - | 18,010 |
Oil States International, Inc. | 135,169 | - | - | - | 228,970 |
OM Group, Inc. | 74,884 | 1,383 | - | - | 61,285 |
Omnivision Technologies, Inc. | 65,048 | - | 78,630 | - | - |
Optical Cable Corp. | 1,853 | - | - | - | 1,606 |
Orbotech Ltd. | 26,656 | - | - | - | 26,999 |
Oriental Financial Group, Inc. | 16,227 | 2,588 | - | 181 | - |
Oriental Watch Holdings Ltd. | 1,899 | 2,848 | - | 115 | 6,142 |
Ozeki Co. Ltd. | 33,580 | - | 46,981 | - | - |
P&F Industries, Inc. Class A | 592 | - | - | - | 776 |
Pacer International, Inc. | 4,526 | - | - | - | 15,038 |
Pacific Premier Bancorp, Inc. | 526 | 2,691 | - | - | 4,077 |
Pal Co. Ltd. | 11,688 | 4,192 | - | 257 | 32,398 |
Papa John's International, Inc. | 69,877 | - | - | - | 69,657 |
Parker Corp. | 3,621 | 968 | - | 66 | 4,443 |
Patterson Companies, Inc. | 217,335 | - | 147,952 | 860 | - |
Pervasive Software, Inc. | 9,355 | - | 6,946 | - | - |
PetMed Express, Inc. | 45,008 | 2 | - | 972 | 38,680 |
Physicians Formula Holdings, Inc. | 1,863 | 133 | - | - | 4,046 |
Piolax, Inc. | 16,605 | 772 | - | 194 | 19,150 |
Plenus Co. Ltd. | 37,842 | 4,808 | - | 1,185 | 45,705 |
Pomeroy IT Solutions, Inc. | 7,337 | - | 7,975 | - | - |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Prim SA | $ 4,137 | $ 11,770 | $ - | $ 321 | $ 13,450 |
Progress Software Corp. | 55,444 | - | 7,689 | - | 65,788 |
RCM Technologies, Inc. | 2,870 | 85 | - | - | 6,669 |
Red Robin Gourmet Burgers, Inc. | 28,121 | 668 | 181 | - | 32,713 |
Relo Holdings Corp. | 3,535 | 8,238 | - | 258 | 12,676 |
RenaissanceRe Holdings Ltd. | 155,775 | - | - | 3,038 | 177,382 |
Republic Airways Holdings, Inc. | 8,960 | 4,525 | - | - | 15,625 |
ResCare, Inc. | 18,744 | 5,798 | - | - | 17,072 |
Rex American Resources Corp. | 15,400 | - | 1,231 | - | 20,994 |
Richelieu Hardware Ltd. | 20,691 | - | 17,394 | 241 | - |
Rimage Corp. | 14,586 | 1,000 | - | - | 15,859 |
Rocky Brands, Inc. | 1,880 | 2,006 | - | - | 5,898 |
Rocky Mountain Chocolate Factory, Inc. | 4,807 | - | 860 | 227 | 4,740 |
Ross Stores, Inc. | 275,563 | - | - | 3,374 | 329,125 |
Ruby Tuesday, Inc. | 47,663 | - | - | - | 65,122 |
Ruth's Hospitality Group, Inc. | 5,826 | 2,152 | - | - | 9,483 |
Safeway, Inc. | 488,394 | - | 160,236 | 9,820 | - |
Sakai Moving Service Co. Ltd. | 17,803 | - | - | 394 | 16,519 |
Samsung Climate Control Co. Ltd. | 2,014 | 844 | - | 7 | 2,746 |
Sanei-International Co. Ltd. | 2,738 | 14,150 | - | 89 | 16,054 |
ScanSource, Inc. | 65,619 | 3,050 | 8,945 | - | 58,277 |
Secom Techno Service Co. Ltd. | 26,189 | 9,803 | - | 1,174 | 38,974 |
SED International Holdings, Inc. | 384 | - | 12 | - | 1,235 |
Senshu Electric Co. Ltd. | 13,812 | - | - | 216 | 10,634 |
Shibaura Electronics Co. Ltd. | 5,402 | 3,476 | - | 152 | 11,355 |
Shinsegae Engineering & Construction Co. Ltd. | 3,832 | - | - | 112 | 3,244 |
ShoLodge, Inc. | 250 | - | - | - | 75 |
Sigmatron International, Inc. | 783 | - | - | - | 2,032 |
SinoCom Software Group Ltd. | 9,038 | 47 | - | 437 | 10,378 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
SJM Holdings Co. Ltd. | $ 1,154 | $ 1,646 | $ - | $ 160 | $ 2,069 |
SJM Co. Ltd. | - | 3,257 | - | - | 3,974 |
SMART Modular Technologies (WWH), Inc. | 18,371 | 151 | - | - | 33,544 |
Softbank Technology Corp. | 3,934 | 983 | 91 | 100 | 4,932 |
Soken Chemical & Engineer Co. Ltd. | 9,964 | - | - | 284 | 13,022 |
Sonic Corp. | 66,979 | 429 | - | - | 53,821 |
Span-America Medical System, Inc. | 1,193 | 1,128 | - | 176 | 4,253 |
Spectrum Control, Inc. | 11,297 | 220 | 3,166 | - | 14,224 |
Sportscene Group, Inc. Class A | 3,809 | - | - | 194 | 4,669 |
Stanley Furniture Co., Inc. | 11,825 | - | 1,013 | - | 3,736 |
Stantec, Inc. | 64,096 | 1,908 | - | - | 61,824 |
Steiner Leisure Ltd. | 53,273 | - | 1,377 | - | 70,142 |
Step Co. Ltd. | 2,763 | 1,969 | - | 108 | 4,801 |
Strattec Security Corp. | 4,970 | - | - | - | 7,140 |
Strongco Corp. | - | 257 | - | - | 2,766 |
Strongco Income Fund | 2,504 | - | - | - | - |
Sun Hing Vision Group Holdings Ltd. | 1,783 | 7,710 | - | 244 | 10,170 |
Sunjin Co. Ltd. | 5,108 | - | - | - | 6,926 |
Super Micro Computer, Inc. | 21,636 | - | 6,437 | - | 33,642 |
Swift Energy Co. | 60,913 | 9,204 | - | - | 90,765 |
Syneron Medical Ltd. | 16,480 | 16,182 | - | - | 32,847 |
SYNNEX Corp. | 91,162 | 6,806 | - | - | 91,216 |
Tejon Ranch Co. | 19,745 | 4,748 | 166 | - | 21,746 |
Telechips, Inc. | - | 11,996 | - | 60 | 6,867 |
The Men's Wearhouse, Inc. | 27,877 | 35,714 | 2,885 | 479 | 58,380 |
The Pack Corp. | 6,594 | 18,747 | - | 541 | 30,723 |
The PMI Group, Inc. | 20,528 | 21,303 | - | - | 38,775 |
Theragenics Corp. | 4,131 | - | - | - | 3,999 |
Tohoku Steel Co. Ltd. | 6,289 | - | - | 83 | 5,645 |
Tokyo Kisen Co. Ltd. | 5,316 | 44 | - | 201 | 4,432 |
Tokyo Tekko Co. Ltd. | - | 15,077 | - | 330 | 11,231 |
Tomen Electronics Corp. | 17,541 | - | - | 453 | 17,596 |
Total Energy Services, Inc. | 10,798 | - | 1,238 | 280 | 23,153 |
Total System Services, Inc. | 202,290 | 5,466 | 17,181 | 3,745 | 196,076 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Tow Co. Ltd. | $ 2,558 | $ 4,576 | $ - | $ 377 | $ 6,368 |
Trancom Co. Ltd. | 19,915 | - | - | 384 | 18,755 |
Trifast PLC | 3,375 | 219 | - | - | 4,243 |
Trio-Tech International | 774 | - | - | - | 1,293 |
Triple-S Management Corp. | 10,372 | 11,387 | - | - | 24,729 |
Tuesday Morning Corp. | 8,924 | 6,913 | - | - | 15,771 |
Tungtex Holdings Co. Ltd. | 243 | 4,242 | - | 68 | 4,050 |
Twin Disc, Inc. | 3,175 | 2,395 | - | 138 | 7,599 |
UANGEL Corp. | 1,014 | 5,357 | - | 105 | 4,860 |
UKC Holdings Corp. | - | 4,781 | - | 287 | 12,576 |
Uni-Select, Inc. | 38,213 | 8,843 | - | 748 | 53,679 |
Unit Corp. | 114,085 | - | - | - | 147,242 |
United Stationers, Inc. | 60,300 | - | 5,155 | - | 65,834 |
Universal Security Instruments, Inc. | 1,291 | - | - | - | 1,375 |
Universal Stainless & Alloy Products, Inc. | 1,779 | 5,478 | - | - | 9,689 |
Up, Inc. | 4,534 | - | 70 | 141 | 4,578 |
US 1 Industries, Inc. | 630 | 378 | - | - | 1,262 |
USEC, Inc. | 33,282 | - | - | - | 47,558 |
USS Co. Ltd. | 131,403 | - | 5,957 | 3,398 | 150,419 |
Utah Medical Products, Inc. | 13,110 | - | - | 430 | 11,436 |
Varitronix International Ltd. | 10,975 | - | - | 83 | 9,992 |
Venture Corp. Ltd. | 92,899 | 60,985 | - | 8,346 | 156,436 |
W Holding Co., Inc. | 2,696 | - | 2,528 | - | - |
W&T Offshore, Inc. | 67,347 | 724 | - | 762 | 58,714 |
Whanin Pharmaceutical Co. Ltd. | 8,605 | 2,162 | - | 332 | 10,851 |
Win International Co., Ltd. | - | 3,662 | - | 100 | 4,260 |
Winland Electronics, Inc. | 246 | - | - | - | 257 |
Wireless Telecom Group, Inc. | 1,202 | - | - | - | 1,308 |
Wolverine Tube, Inc. | 298 | - | 98 | - | - |
Workman Co. Ltd. | 10,312 | 6,838 | - | 487 | 21,548 |
XAC Automation Corp. | 982 | 2,903 | 238 | 154 | 6,242 |
Xyratex Ltd. | 17,339 | 1,896 | 2,737 | - | 37,671 |
Yip's Chemical Holdings Ltd. | 17,631 | 1,346 | - | 1,228 | 34,407 |
Young Innovations, Inc. | 20,825 | 548 | 1,312 | 127 | 21,121 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Youngone Holdings Co. Ltd. | $ 427 | $ 17,129 | $ - | $ 238 | $ 19,584 |
Yusen Air & Sea Service Co. Ltd. | 51,282 | 2,192 | - | 670 | 62,425 |
Yutaka Giken Co. Ltd. | 15,251 | 4,235 | - | 369 | 29,626 |
Total | $ 11,036,445 | $ 1,552,963 | $ 1,896,073 | $ 141,871 | $ 11,591,506 |
Other Information |
The following is a summary of the inputs used, as of July 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements. |
Valuation Inputs at Reporting Date: |
Description (Amounts in thousands) | Total | Level 1 | Level 2 | Level 3 |
Investments in Securities: | | | | |
Equities: | | | | |
Consumer Discretionary | $ 7,111,496 | $ 7,026,496 | $ 85,000 | $ - |
Consumer Staples | 2,511,725 | 2,511,725 | - | - |
Energy | 1,744,519 | 1,540,140 | 204,379 | - |
Financials | 2,648,208 | 2,388,908 | 259,143 | 157 |
Health Care | 3,525,898 | 3,525,898 | - | - |
Industrials | 2,364,912 | 2,364,912 | - | - |
Information Technology | 4,374,652 | 4,259,793 | 114,859 | - |
Materials | 1,215,082 | 1,215,082 | - | - |
Telecommunication Services | 91,393 | 91,393 | - | - |
Utilities | 129,460 | 129,460 | - | - |
Corporate Bonds | 43,425 | - | 43,425 | - |
Money Market Funds | 3,326,685 | 3,326,685 | - | - |
Cash Equivalents | 10,249 | - | 10,249 | - |
Total Investments in Securities: | $ 29,097,704 | $ 28,380,492 | $ 717,055 | $ 157 |
The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value: |
(Amounts in thousands) | |
Investments in Securities: | |
Beginning Balance | $ 435 |
Total Realized Gain (Loss) | (330) |
Total Unrealized Gain (Loss) | (5,168) |
Cost of Purchases | - |
Proceeds of Sales | (1,360) |
Amortization/Accretion | - |
Transfers in to Level 3 | 6,830 |
Transfers out of Level 3 | (250) |
Ending Balance | $ 157 |
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at July 31, 2010 | $ (5,480) |
The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations. |
Distribution of investments by country of issue, as a percentage of total net assets, is as follows: (Unaudited) |
United States of America | 62.8% |
Canada | 7.0% |
Japan | 6.6% |
Bermuda | 2.8% |
United Kingdom | 2.2% |
Netherlands | 2.2% |
Ireland | 2.2% |
Taiwan | 1.8% |
Cayman Islands | 1.5% |
Korea (South) | 1.2% |
Singapore | 1.2% |
Norway | 1.0% |
Others (Individually Less Than 1%) | 7.5% |
| 100.0% |
Income Tax Information |
At July 31, 2010, the Fund had a capital loss carryforward of approximately $276,481,000 all of which will expire on July 31, 2018. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Assets and Liabilities
Amounts in thousands (except per-share amounts) | July 31, 2010 |
| | |
Assets | | |
Investment in securities, at value (including securities loaned of $326,007 and repurchase agreements of $10,249) - See accompanying schedule: Unaffiliated issuers (cost $10,754,849) | $ 14,179,513 | |
Fidelity Central Funds (cost $3,326,685) | 3,326,685 | |
Other affiliated issuers (cost $9,238,466) | 11,591,506 | |
Total Investments (cost $23,320,000) | | $ 29,097,704 |
Foreign currency held at value (cost $2,131) | | 2,131 |
Receivable for investments sold | | 186,333 |
Receivable for fund shares sold | | 21,709 |
Dividends receivable | | 12,707 |
Interest receivable | | 459 |
Distributions receivable from Fidelity Central Funds | | 1,630 |
Other receivables | | 12,946 |
Total assets | | 29,335,619 |
| | |
Liabilities | | |
Payable to custodian bank | $ 74 | |
Payable for investments purchased | 64,074 | |
Payable for fund shares redeemed | 17,337 | |
Accrued management fee | 15,919 | |
Other affiliated payables | 4,327 | |
Other payables and accrued expenses | 1,605 | |
Collateral on securities loaned, at value | 337,645 | |
Total liabilities | | 440,981 |
| | |
Net Assets | | $ 28,894,638 |
Net Assets consist of: | | |
Paid in capital | | $ 23,364,343 |
Undistributed net investment income | | 60,018 |
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions | | (307,316) |
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies | | 5,777,593 |
Net Assets | | $ 28,894,638 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Statements - continued
Statement of Assets and Liabilities - continued
Amounts in thousands (except per-share amounts) | July 31, 2010 |
| | |
Low-Priced Stock: Net Asset Value, offering price and redemption price per share ($24,538,036 ÷ 742,039 shares) | | $ 33.07 |
| | |
Class K: Net Asset Value, offering price and redemption price per share ($4,356,602 ÷ 131,594 shares) | | $ 33.11 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Operations
Amounts in thousands | Year ended July 31, 2010 |
| | |
Investment Income | | |
Dividends (including $141,871 earned from other affiliated issuers) | | $ 314,056 |
Interest | | 2,052 |
Income from Fidelity Central Funds | | 18,059 |
Total income | | 334,167 |
| | |
Expenses | | |
Management fee Basic fee | $ 170,120 | |
Performance adjustment | 45,600 | |
Transfer agent fees | 50,405 | |
Accounting and security lending fees | 2,121 | |
Custodian fees and expenses | 3,385 | |
Independent trustees' compensation | 162 | |
Appreciation in deferred trustee compensation account | 1 | |
Registration fees | 352 | |
Audit | 197 | |
Legal | 131 | |
Miscellaneous | 436 | |
Total expenses before reductions | 272,910 | |
Expense reductions | (1,043) | 271,867 |
Net investment income (loss) | | 62,300 |
Realized and Unrealized Gain (Loss) Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers (net of foreign taxes of $2) | 595,234 | |
Other affiliated issuers | 164 | |
Foreign currency transactions | 2,189 | |
Capital gain distributions from Fidelity Central Funds | 14 | |
Total net realized gain (loss) | | 597,601 |
Change in net unrealized appreciation (depreciation) on: Investment securities (net of decrease in deferred foreign taxes of $52) | 3,667,442 | |
Assets and liabilities in foreign currencies | 115 | |
Total change in net unrealized appreciation (depreciation) | | 3,667,557 |
Net gain (loss) | | 4,265,158 |
Net increase (decrease) in net assets resulting from operations | | $ 4,327,458 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Statements - continued
Statement of Changes in Net Assets
Amounts in thousands | Year ended July 31, 2010 | Year ended July 31, 2009 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $ 62,300 | $ 142,921 |
Net realized gain (loss) | 597,601 | (817,543) |
Change in net unrealized appreciation (depreciation) | 3,667,557 | (3,524,347) |
Net increase (decrease) in net assets resulting from operations | 4,327,458 | (4,198,969) |
Distributions to shareholders from net investment income | (107,927) | (138,005) |
Distributions to shareholders from net realized gain | (68,658) | (3,208,130) |
Total distributions | (176,585) | (3,346,135) |
Share transactions - net increase (decrease) | 669,658 | 2,568,888 |
Redemption fees | 3,263 | 2,626 |
Total increase (decrease) in net assets | 4,823,794 | (4,973,590) |
| | |
Net Assets | | |
Beginning of period | 24,070,844 | 29,044,434 |
End of period (including undistributed net investment income of $60,018 and undistributed net investment income of $104,851, respectively) | $ 28,894,638 | $ 24,070,844 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Low-Priced Stock
Years ended July 31, | 2010 | 2009 | 2008 | 2007 | 2006 |
Selected Per-Share Data | | | | | |
Net asset value, beginning of period | $ 28.20 | $ 37.19 | $ 45.38 | $ 42.40 | $ 42.68 |
Income from Investment Operations | | | | | |
Net investment income (loss) | .07 | .17 | .28 | .60 E | .31 |
Net realized and unrealized gain (loss) B | 5.00 | (4.88) | (4.72) | 6.49 | 2.29 |
Total from investment operations | 5.07 | (4.71) | (4.44) | 7.09 | 2.60 |
Distributions from net investment income | (.12) | (.17) | (.57) | (.33) | (.26) |
Distributions from net realized gain | (.08) | (4.11) | (3.18) | (3.78) | (2.62) |
Total distributions | (.20) | (4.28) | (3.75) | (4.11) | (2.88) |
Redemption fees added to paid in capital B, G | - | - | - | - | - |
Net asset value, end of period | $ 33.07 | $ 28.20 | $ 37.19 | $ 45.38 | $ 42.40 |
Total Return A | 18.06% | (13.90)% | (10.50)% | 18.22% | 6.38% |
Ratios to Average Net Assets C, F | | | | | |
Expenses before reductions | .99% | .99% | .99% | .97% | .88% |
Expenses net of fee waivers, if any | .99% | .99% | .99% | .97% | .88% |
Expenses net of all reductions | .99% | .98% | .98% | .96% | .87% |
Net investment income (loss) | .21% | .67% | .68% | 1.36%E | .72% |
Supplemental Data | | | | | |
Net assets, end of period (in millions) | $ 24,538 | $ 21,792 | $ 29,044 | $ 38,968 | $ 35,818 |
Portfolio turnover rate D | 20% | 31% | 36% | 11% | 26% |
A Total returns would have been lower had certain expenses not been reduced during the periods shown.
B Calculated based on average shares outstanding during the period.
C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
E Investment income per share reflects a special dividend which amounted to $.28 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .73%.
F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
G Amount represents less than $.01 per share.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Class K
Years ended July 31, | 2010 | 2009 | 2008 G |
Selected Per-Share Data | | | |
Net asset value, beginning of period | $ 28.22 | $ 37.20 | $ 40.45 |
Income from Investment Operations | | | |
Net investment income (loss)D | .11 | .20 | .08 |
Net realized and unrealized gain (loss) | 5.01 | (4.86) | (3.33) |
Total from investment operations | 5.12 | (4.66) | (3.25) |
Distributions from net investment income | (.15) | (.21) | - |
Distributions from net realized gain | (.08) | (4.11) | - |
Total distributions | (.23) | (4.32) | - |
Redemption fees added to paid in capital D, I | - | - | - |
Net asset value, end of period | $ 33.11 | $ 28.22 | $ 37.20 |
Total Return B, C | 18.23% | (13.74)% | (8.03)% |
Ratios to Average Net Assets E, H | | | |
Expenses before reductions | .85% | .81% | .88%A |
Expenses net of fee waivers, if any | .85% | .81% | .88%A |
Expenses net of all reductions | .85% | .81% | .88%A |
Net investment income (loss) | .35% | .84% | .90%A |
Supplemental Data | | | |
Net assets, end of period (000 omitted) | $ 4,356,602 | $ 2,278,591 | $ 92 |
Portfolio turnover rate F | 20% | 31% | 36% |
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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
G For the period May 9, 2008 (commencement of sale of shares) to July 31, 2008.
H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
I Amount represents less than $.01 per share.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Notes to Financial Statements
For the period ended July 31, 2010
(Amounts in thousands except ratios)
1. Organization.
Fidelity Low-Priced Stock Fund (the Fund) is a fund of Fidelity Puritan Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Low-Priced Stock and Class K 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. After the commencement of Class K, the Fund began offering conversion privileges between Low-Priced Stock and Class K to eligible shareholders of Low-Priced Stock. 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 fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.
2. Investments in Fidelity Central Funds.
The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.
The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.
A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.
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3. Significant Accounting Policies.
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:
Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.
Level 1 - quoted prices in active markets for identical investments
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)
Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of July 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.
Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts
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Notes to Financial Statements - continued
(Amounts in thousands except ratios)
3. Significant Accounting Policies - continued
Security Valuation - continued
(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.
Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.
Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.
When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.
Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.
Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange 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.
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3. Significant Accounting Policies - continued
Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. 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 amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.
Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of July 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.
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Notes to Financial Statements - continued
(Amounts in thousands except ratios)
3. Significant Accounting Policies - continued
Income Tax Information and Distributions to Shareholders - continued
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 GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.
Book-tax differences are primarily due to short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, market discount, deferred trustees compensation, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.
The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:
Gross unrealized appreciation | $ 8,514,195 |
Gross unrealized depreciation | (2,771,474) |
Net unrealized appreciation (depreciation) | $ 5,742,721 |
| |
Tax Cost | $ 23,354,983 |
The tax-based components of distributable earnings as of period end were as follows:
Undistributed ordinary income | $ 64,764 |
Capital loss carryforward | $ (276,481) |
Net unrealized appreciation (depreciation) | $ 5,742,610 |
The tax character of distributions paid was as follows:
| July 31, 2010 | July 31, 2009 |
Ordinary Income | $ 107,927 | $ 138,005 |
Long-term Capital Gains | 68,658 | 3,208,130 |
Total | $ 176,585 | $ 3,346,135 |
Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.
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4. Operating Policies.
Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.
Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.
5. Purchases and Sales of Investments.
Purchases and sales of securities, other than short-term securities, aggregated $4,854,386 and $4,991,105, respectively.
6. 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 .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Low-Priced Stock, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .77% of the Fund's average net assets.
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Notes to Financial Statements - continued
(Amounts in thousands except ratios)
6. Fees and Other Transactions with Affiliates - continued
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 Low-Priced Stock. FIIOC receives an asset-based fee of Class K's average net assets. 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 were as follows:
| Amount | % of Average Net Assets |
Low-Priced Stock | $ 48,614 | .20 |
Class K | 1,791 | .05 |
| $ 50,405 | |
Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.
Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $96 for the period.
7. Committed Line of Credit.
The Fund participates with other funds managed by FMR in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $109 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.
8. Security Lending.
The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is
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8. Security Lending - continued
delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $11,748.
9. Expense Reductions.
Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,042 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1.
10. Distributions to Shareholders.
Distributions to shareholders of each class were as follows:
Years ended July 31, | 2010 | 2009 |
From net investment income | | |
Low-Priced Stock | $ 95,170 | $ 136,292 |
Class K | 12,757 | 1,713 |
Total | $ 107,927 | $ 138,005 |
From net realized gain | | |
Low-Priced Stock | $ 61,899 | $ 3,203,758 |
Class K | 6,759 | 4,372 |
Total | $ 68,658 | $ 3,208,130 |
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Notes to Financial Statements - continued
(Amounts in thousands except ratios)
11. Share Transactions.
Transactions for each class of shares were as follows:
| Shares | Dollars |
Years ended July 31, | 2010 A | 2009 | 2010 A | 2009 |
Low-Priced Stock | | | | |
Shares sold | 141,793 | 159,424 | $ 4,563,941 | $ 3,886,132 |
Conversion to Class K | (1,382) | (77,716) | (39,745) | (1,857,081) |
Reinvestment of distributions | 5,011 | 102,374 | 151,389 | 3,240,795 |
Shares redeemed | (176,083) | (192,378) | (5,653,239) | (4,636,220) |
Net increase (decrease) | (30,661) | (8,296) | $ (977,654) | $ 633,626 |
Class K | | | | |
Shares sold | 68,470 | 12,795 | $ 2,218,919 | $ 300,771 |
Conversion from Low-Priced Stock | 1,381 | 77,721 | 39,745 | 1,857,081 |
Reinvestment of distributions | 646 | 214 | 19,516 | 6,085 |
Shares redeemed | (19,645) | (9,990) | (630,868) | (228,675) |
Net increase (decrease) | 50,852 | 80,740 | $ 1,647,312 | $ 1,935,262 |
A Conversion transactions for Class K and Low-Priced Stock are presented for the period August 1, 2009 through August 31, 2009.
12. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
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To the Trustees of Fidelity Puritan Trust and the Shareholders of Fidelity Low-Priced Stock Fund:
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Low-Priced Stock Fund (a fund of Fidelity Puritan Trust) at July 31, 2010, and the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Low-Priced Stock Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at July 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Boston, Massachusetts
September 17, 2010
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The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 222 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.
The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.
Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.
In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.
Annual Report
Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.
Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.
The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."
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Trustees and Officers - continued
The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.
Interested Trustees*:
Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Edward C. Johnson 3d (80) |
| Year of Election or Appointment: 1984 Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007). |
James C. Curvey (75) |
| Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. |
* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
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Independent Trustees:
Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Dennis J. Dirks (62) |
| Year of Election or Appointment: 2005 Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present). |
Alan J. Lacy (56) |
| Year of Election or Appointment: 2008 Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association. |
Ned C. Lautenbach (66) |
| Year of Election or Appointment: 2000 Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment, 2008-present) and was previously a Partner of Clayton, Dubilier & Rice, Inc. (1998-2008). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007). |
Joseph Mauriello (65) |
| Year of Election or Appointment: 2008 Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007). |
Cornelia M. Small (66) |
| Year of Election or Appointment: 2005 Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments. |
William S. Stavropoulos (71) |
| Year of Election or Appointment: 2001 Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science. |
David M. Thomas (61) |
| Year of Election or Appointment: 2008 Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present). |
Michael E. Wiley (59) |
| Year of Election or Appointment: 2008 Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005). |
Annual Report
Trustees and Officers - continued
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
Advisory Board Member and Executive Officers:
Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupation |
Peter S. Lynch (66) |
| Year of Election or Appointment: 2003 Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006). |
Kenneth B. Robins (40) |
| Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008). |
Bruce T. Herring (44) |
| Year of Election or Appointment: 2006 Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds. |
Brian B. Hogan (45) |
| Year of Election or Appointment: 2009 Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager. |
Scott C. Goebel (42) |
| Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007). |
William C. Coffey (41) |
| Year of Election or Appointment: 2009 Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009). |
Holly C. Laurent (56) |
| Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006). |
Christine Reynolds (51) |
| Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). |
Kenneth A. Rathgeber (63) |
| Year of Election or Appointment: 2004 Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present). |
Jeffrey S. Christian (48) |
| Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009). |
Bryan A. Mehrmann (49) |
| Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. |
Adrien E. Deberghes (42) |
| Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). |
Stephanie J. Dorsey (41) |
| Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank. |
John R. Hebble (52) |
| Year of Election or Appointment: 2009 Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. |
Gary W. Ryan (51) |
| Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005). |
Annual Report
The Board of Trustees of Fidelity Low-Priced Stock Fund voted to pay on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:
| Pay Date | Record Date | Dividends | Capital Gains |
Low Priced Stock | 9/09/10 | 9/08/10 | .06 | .008 |
Low-Priced Stock designates 56% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.
Low-Priced Stock designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.
The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.
Annual Report
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Low-Priced Stock Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.
At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.
In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.
Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.
Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.
The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.
Annual Report
Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Fidelity Low-Priced Stock Fund
![fid62](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid62.jpg)
The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the first quartile for all the periods shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.
The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.
Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.
Annual Report
Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.
Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 5% means that 95% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Fidelity Low-Priced Stock Fund
![fid64](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid64.jpg)
The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.
Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.
Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.
The Board noted that the total expenses of each class ranked below its competitive median for 2009.
Annual Report
Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.
Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.
Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.
On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.
Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.
In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.
The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.
The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.
Annual Report
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
Annual Report
Investment Adviser
Fidelity Management & Research Company
Boston, MA
Investment Sub-Advisers
FMR Co., Inc.
Fidelity Management & Research
(U.K.) Inc.
Fidelity Research & Management
(Hong Kong) Limited
Fidelity Research & Management
(Japan) Inc.
Fidelity Research & Analysis Company
General Distributor
Fidelity Distributors Corporation
Boston, MA
Transfer and Service Agents
Fidelity Investments Institutional Operations Company, Inc.
Boston, MA
Fidelity Service Company, Inc.
Boston, MA
Custodian
Brown Brothers Harriman & Co.
Boston, MA
The Fidelity Telephone Connection
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Fidelity®
Low-Priced Stock Fund -
Class K
Annual Report
July 31, 2010
(2_fidelity_logos) (Registered_Trademark)
Contents
Chairman's Message | <Click Here> | The Chairman's message to shareholders. |
Performance | <Click Here> | How the fund has done over time. |
Management's Discussion of Fund Performance | <Click Here> | The Portfolio Manager's review of fund performance and strategy. |
Shareholder Expense Example | <Click Here> | An example of shareholder expenses. |
Investment Changes | <Click Here> | A summary of major shifts in the fund's investments over the past six months. |
Investments | <Click Here> | A complete list of the fund's investments with their market values. |
Financial Statements | <Click Here> | Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights. |
Notes | <Click Here> | Notes to the financial statements. |
Report of Independent Registered Public Accounting Firm | <Click Here> | |
Trustees and Officers | <Click Here> | |
Distributions | <Click Here> | |
Board Approval of Investment Advisory Contracts and Management Fees | <Click Here> | |
To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.
Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.
Other third party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.
Annual Report
This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.
NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE
Neither the fund nor Fidelity Distributors Corporation is a bank.
Annual Report
(photo_of_Edward_C_Johnson_3d)
Dear Shareholder:
A yearlong uptrend in global equity markets reversed course in late April 2010 when investor sentiment turned bearish due in great measure to concern that Europe's debt crisis would expand and slow or derail economic recovery. However, a bounceback in July helped to recover some of the ground that was lost. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.
One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.
You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).
A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.
We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.
Sincerely,
(The chairman's signature appears here.)
Edward C. Johnson 3d
Annual Report
Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.
Average Annual Total Returns
Periods ended July 31, 2010 | Past 1 year | Past 5 years | Past 10 years |
Class K A | 18.23% | 2.80% | 10.85% |
A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity® Low-Priced Stock Fund, the original class of the fund.
$10,000 Over 10 Years
Let's say hypothetically that $10,000 was invested in Fidelity® Low-Priced Stock Fund - Class K on July 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the Russell 2000® Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.
![fid83](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid83.jpg)
Annual Report
Market Recap: U.S. stock markets saw double-digit gains for the year ending July 31, 2010, despite the return of market volatility and risk aversion during the first half of 2010. An impressive bull run continued through 2009, bolstered by improvement in the economy and credit markets. Early in the new year, however, stocks fell sharply amid concerns about the global economic recovery, fueled by European debt woes and China's efforts to restrain inflation. After this brief dip, markets regained their upward momentum, as government stimulus and significant corporate cost cutting led to encouraging earnings reports, improved credit conditions and rising consumer confidence. Positive news continued through mid-April, when the Dow Jones Industrial AverageSM pushed above the 11,000 mark for the first time in 19 months. That milestone was short-lived, however, as heightened concern about the European debt crisis sparked an abrupt sell-off in May, leading to the first official correction since the rally began in March 2009. Although the market's malaise continued through June, stocks saw solid gains in July. For the year, the Dow rose 17.28%, while the S&P 500® Index was up 13.84%. Elsewhere, the technology-laden Nasdaq Composite® Index returned 14.99%. Small- and mid-cap stocks performed best, as measured by the 18.43% increase of the Russell 2000® Index and the 23.21% gain of the Russell Midcap® Index.
Comments from Joel Tillinghast, Portfolio Manager of Fidelity® Low-Priced Stock Fund: For the year ending July 31, 2010, the fund's Class K shares rose 18.23%, about in line with the Russell 2000. The fund benefited versus the index from overweighting consumer discretionary - the second-best performing sector in the market - but stock selection there hurt due to a focus on the group's less-cyclical companies. A roughly 10% cash position, on average, also held back gains in an advancing market. Conversely, we had favorable stock picking and positioning in the underperforming health care sector, helped by two fund holdings being acquired at premium prices. In financials, results were boosted by security selection in insurance and positioning in banking. We missed out by having very little in real estate - which returned roughly twice as much as the benchmark. Among individual stocks, the fund was hurt by stakes in managed care company Coventry Health Care, U.K. homebuilder Barratt Developments and not owning UAL, parent company of United Airlines. Contributors included Canadian T-shirt maker Gildan Activewear and chemical producer Cytec Industries. Acquisitions of market intelligence company IMS Health and vitamin maker NBTY also boosted results. Most of the stocks mentioned were out-of-index holdings.
The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.
Annual Report
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (February 1, 2010 to July 31, 2010).
Actual Expenses
The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Annual Report
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| Annualized Expense Ratio | Beginning Account Value February 1, 2010 | Ending Account Value July 31, 2010 | Expenses Paid During Period* February 1, 2010 to July 31, 2010 |
Low-Priced Stock | .93% | | | |
Actual | | $ 1,000.00 | $ 1,052.50 | $ 4.73 |
HypotheticalA | | $ 1,000.00 | $ 1,020.18 | $ 4.66 |
Class K | .81% | | | |
Actual | | $ 1,000.00 | $ 1,053.50 | $ 4.12 |
HypotheticalA | | $ 1,000.00 | $ 1,020.78 | $ 4.06 |
A 5% return per year before expenses
* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Annual Report
Investment Changes (Unaudited)
Top Ten Stocks as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
UnitedHealth Group, Inc. | 2.9 | 3.3 |
Metro, Inc. Class A (sub. vtg.) | 1.6 | 1.5 |
Oracle Corp. | 1.4 | 1.4 |
Safeway, Inc. | 1.4 | 2.1 |
Next PLC | 1.3 | 1.1 |
Unum Group | 1.3 | 1.1 |
Gildan Activewear, Inc. | 1.2 | 1.0 |
Abercrombie & Fitch Co. Class A | 1.2 | 1.0 |
Ross Stores, Inc. | 1.2 | 1.1 |
Hon Hai Precision Industry Co. Ltd. (Foxconn) | 1.1 | 1.3 |
| 14.6 | |
Top Five Market Sectors as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
Consumer Discretionary | 24.6 | 23.6 |
Information Technology | 15.1 | 15.2 |
Health Care | 12.2 | 14.6 |
Financials | 9.2 | 7.3 |
Consumer Staples | 8.7 | 8.7 |
Asset Allocation (% of fund's net assets) |
As of July 31, 2010* | As of January 31, 2010** |
![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 88.6% | | ![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 89.1% | |
![fid54](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid54.gif) | Convertible Securities 0.6% | | ![fid54](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid54.gif) | Convertible Securities 0.5% | |
![fid89](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid89.gif) | Short-Term Investments and Net Other Assets 10.8% | | ![fid57](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid57.gif) | Short-Term Investments and Net Other Assets 10.4% | |
* Foreign investments | 37.2% | | ** Foreign investments | 33.5% | |
![fid92](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid92.jpg)
Annual Report
Investments July 31, 2010
Showing Percentage of Net Assets
Common Stocks - 88.6% |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - 24.3% |
Auto Components - 1.6% |
ASTI Corp. (e) | 1,683,000 | | $ 5,355 |
Drew Industries, Inc. (a) | 650,000 | | 13,735 |
FCC Co. Ltd. | 500,000 | | 9,685 |
Federal Screw Works (a)(e) | 150,000 | | 443 |
Halla Climate Control Co. | 100,000 | | 1,463 |
Hi-Lex Corp. | 1,125,000 | | 15,555 |
INZI Controls Co. Ltd. (e) | 1,516,000 | | 5,524 |
Johnson Controls, Inc. | 7,000,000 | | 201,670 |
Motonic Corp. (e) | 3,299,900 | | 24,887 |
Murakami Corp. (e) | 700,000 | | 8,302 |
Musashi Seimitsu Industry Co. Ltd. | 900,000 | | 18,620 |
Nippon Seiki Co. Ltd. | 2,300,000 | | 25,282 |
Nissin Kogyo Co. Ltd. | 1,100,000 | | 16,024 |
Nittan Valve Co. Ltd. | 360,000 | | 1,146 |
Piolax, Inc. (e) | 1,000,000 | | 19,150 |
Samsung Climate Control Co. Ltd. (e) | 460,050 | | 2,746 |
Semperit AG Holding | 800,000 | | 29,779 |
Sewon Precision Industries Co. Ltd. | 49,860 | | 3,507 |
Shoei Co. Ltd. | 600,000 | | 5,929 |
SJM Holdings Co. Ltd. (e) | 775,784 | | 2,069 |
SJM Co. Ltd. (a)(e) | 724,215 | | 3,974 |
Strattec Security Corp. (a)(e) | 342,788 | | 7,140 |
Wescast Industries, Inc. Class A (sub. vtg.) (a) | 200,000 | | 1,177 |
Yachiyo Industry Co. Ltd. | 650,000 | | 5,039 |
Yutaka Giken Co. Ltd. (e) | 1,347,600 | | 29,626 |
| | 457,827 |
Distributors - 0.3% |
Dong Suh Companies, Inc. | 129,868 | | 3,585 |
Doshisha Co. Ltd. | 425,000 | | 9,545 |
Educational Development Corp. (e) | 386,892 | | 2,074 |
Goodfellow, Inc. (e) | 857,000 | | 9,204 |
SPK Corp. | 125,000 | | 1,786 |
Uni-Select, Inc. (e) | 1,972,100 | | 53,679 |
| | 79,873 |
Diversified Consumer Services - 1.0% |
Career Education Corp. (a)(d)(e) | 4,600,000 | | 112,378 |
Clip Corp. (e) | 328,000 | | 2,676 |
Corinthian Colleges, Inc. (a)(d) | 150,000 | | 1,365 |
Jackson Hewitt Tax Service, Inc. (a)(d)(e) | 2,170,050 | | 2,409 |
Kyoshin Co. Ltd. (a) | 130,000 | | 200 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Diversified Consumer Services - continued |
Matthews International Corp. Class A | 100,000 | | $ 3,611 |
Meiko Network Japan Co. Ltd. | 730,000 | | 5,186 |
Noah Education Holdings Ltd. ADR (a) | 376,900 | | 1,101 |
Regis Corp. | 2,575,000 | | 39,217 |
Shingakukai Co. Ltd. | 200,000 | | 595 |
Shuei Yobiko Co. Ltd. | 125,000 | | 678 |
Steiner Leisure Ltd. (a)(e) | 1,650,000 | | 70,142 |
Step Co. Ltd. (e) | 900,000 | | 4,801 |
Up, Inc. (e) | 768,200 | | 4,578 |
Weight Watchers International, Inc. | 1,060,036 | | 29,034 |
YBM Sisa.com, Inc. | 699,520 | | 4,519 |
| | 282,490 |
Hotels, Restaurants & Leisure - 3.1% |
Aeon Fantasy Co. Ltd. | 500,000 | | 5,282 |
Ambassadors Group, Inc. | 543,041 | | 6,158 |
ARK Restaurants Corp. (e) | 348,804 | | 4,517 |
Benihana, Inc. (a)(e) | 649,955 | | 4,400 |
Benihana, Inc. Class A (sub. vtg.) (a) | 551,386 | | 3,452 |
Brinker International, Inc. (e) | 10,257,945 | | 161,255 |
CEC Entertainment, Inc. (a)(e) | 2,175,046 | | 75,539 |
Darden Restaurants, Inc. | 2,600,000 | | 108,914 |
Flanigan's Enterprises, Inc. (a) | 50,357 | | 317 |
Flight Centre Ltd. | 700,000 | | 11,756 |
Holidaybreak PLC | 798,377 | | 3,256 |
Ibersol SGPS SA | 97,757 | | 976 |
Intralot SA | 850,000 | | 3,767 |
Jack in the Box, Inc. (a)(e) | 6,569,000 | | 135,518 |
Kangwon Land, Inc. | 125,000 | | 2,093 |
Kura Corp. Ltd. | 30,000 | | 486 |
McCormick & Schmick's Seafood Restaurants (a)(e) | 1,088,888 | | 8,613 |
Monarch Casino & Resort, Inc. (a)(e) | 1,300,000 | | 13,845 |
Papa John's International, Inc. (a)(e) | 2,749,964 | | 69,657 |
Plenus Co. Ltd. (e) | 2,950,000 | | 45,705 |
Red Robin Gourmet Burgers, Inc. (a)(e) | 1,532,953 | | 32,713 |
Royal Caribbean Cruises Ltd. (a) | 1,400,000 | | 40,404 |
Ruby Tuesday, Inc. (a)(e) | 6,372,030 | | 65,122 |
Ruth's Hospitality Group, Inc. (a)(e) | 2,347,228 | | 9,483 |
Sonic Corp. (a)(e) | 6,116,000 | | 53,821 |
Sportscene Group, Inc. Class A (e) | 400,000 | | 4,669 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Hotels, Restaurants & Leisure - continued |
St. Marc Holdings Co. Ltd. | 480,000 | | $ 18,106 |
Tabcorp Holdings Ltd. | 1,200,000 | | 7,449 |
| | 897,273 |
Household Durables - 2.9% |
Abbey PLC (e) | 3,400,000 | | 20,393 |
Barratt Developments PLC (a)(e) | 84,000,199 | | 126,805 |
Bellway PLC (e) | 7,525,000 | | 68,394 |
Blyth, Inc. (e) | 888,900 | | 35,156 |
Chromcraft Revington, Inc. (a) | 217,146 | | 528 |
Craftmade International, Inc. (a)(e) | 570,026 | | 3,278 |
D.R. Horton, Inc. (e) | 24,300,000 | | 267,786 |
Decorator Industries, Inc. (a) | 125,765 | | 170 |
Dixie Group, Inc. (a) | 50,000 | | 165 |
Dorel Industries, Inc. Class B (sub. vtg.) (e) | 2,225,000 | | 75,260 |
Emak SpA | 402,104 | | 2,191 |
Ethan Allen Interiors, Inc. | 431,515 | | 6,619 |
First Juken Co. Ltd. | 759,200 | | 6,017 |
Harman International Industries, Inc. (a) | 75,000 | | 2,281 |
Helen of Troy Ltd. (a)(e) | 2,830,000 | | 67,807 |
Henry Boot PLC (e) | 10,774,000 | | 15,208 |
HTL International Holdings Ltd. (e) | 29,655,500 | | 13,084 |
Intelligent Digital Integrated Security Co., Ltd. (e) | 1,001,000 | | 12,610 |
M/I Homes, Inc. (a)(e) | 1,803,400 | | 19,026 |
Maruzen Co., Ltd. (e) | 1,325,000 | | 7,313 |
P&F Industries, Inc. Class A (a)(e) | 361,038 | | 776 |
Sanei Architecture Planning Co. Ltd. | 49,200 | | 1,338 |
Schulthess Group AG | 32,656 | | 1,039 |
Sjaelso Gruppen AS (a) | 10,000 | | 13 |
Stanley Furniture Co., Inc. (a)(e) | 975,354 | | 3,736 |
Steinhoff International Holdings Ltd. | 2,000,000 | | 5,237 |
Tempur-Pedic International, Inc. (a) | 2,000,000 | | 61,340 |
Token Corp. (d) | 574,980 | | 16,672 |
| | 840,242 |
Internet & Catalog Retail - 0.2% |
Belluna Co. Ltd. (e) | 5,100,000 | | 24,489 |
PetMed Express, Inc. (d)(e) | 2,425,100 | | 38,680 |
| | 63,169 |
Leisure Equipment & Products - 0.3% |
Accell Group NV | 69,500 | | 3,125 |
Aldila, Inc. (a) | 10,000 | | 40 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Leisure Equipment & Products - continued |
Arctic Cat, Inc. (a)(e) | 1,220,380 | | $ 12,143 |
Brunswick Corp. | 250,000 | | 4,230 |
Daikoku Denki Co. Ltd. | 20,000 | | 274 |
Giant Manufacturing Co. Ltd. | 4,700,000 | | 16,383 |
JAKKS Pacific, Inc. (a)(d)(e) | 2,793,139 | | 44,076 |
Marine Products Corp. (a) | 1,347,962 | | 8,209 |
Mars Engineering Corp. | 5,000 | | 87 |
Miroku Corp. | 300,000 | | 545 |
RC2 Corp. (a) | 554,356 | | 9,175 |
Trigano SA (a) | 135,000 | | 2,868 |
| | 101,155 |
Media - 1.0% |
Ascent Media Corp. (a) | 645,977 | | 17,958 |
Astral Media, Inc. Class A (non-vtg.) | 2,850,000 | | 100,975 |
Carrere Group (a) | 55,000 | | 0 |
Chime Communications PLC (e) | 4,293,851 | | 11,617 |
GFK AG | 175,000 | | 6,526 |
Harte-Hanks, Inc. | 749,980 | | 8,460 |
Intage, Inc. (e) | 1,040,000 | | 20,265 |
New Frontier Media, Inc. (a)(e) | 1,949,400 | | 3,178 |
Omnicom Group, Inc. | 2,000,000 | | 74,520 |
Proto Corp. | 113,300 | | 4,307 |
Saga Communications, Inc. Class A (a) | 375,077 | | 8,402 |
STW Group Ltd. | 3,000,000 | | 2,565 |
Tow Co. Ltd. (e) | 1,223,000 | | 6,368 |
TVA Group, Inc. Class B (non-vtg.) | 2,000,400 | | 23,158 |
| | 288,299 |
Multiline Retail - 2.2% |
Dollar Tree, Inc. (a) | 2,250,000 | | 99,720 |
Don Quijote Co. Ltd. (d) | 3,100,000 | | 80,706 |
Harvey Norman Holdings Ltd. (d) | 20,400,000 | | 64,606 |
Izumi Co. Ltd. | 30,000 | | 389 |
Next PLC (e) | 11,275,000 | | 380,200 |
Tuesday Morning Corp. (a)(e) | 3,617,259 | | 15,771 |
Zakkaya Bulldog Co. Ltd. | 335,000 | | 686 |
| | 642,078 |
Specialty Retail - 8.1% |
Abercrombie & Fitch Co. Class A (e) | 8,930,000 | | 329,874 |
Aeropostale, Inc. (a) | 2,375,000 | | 67,521 |
American Eagle Outfitters, Inc. | 600,000 | | 7,386 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Specialty Retail - continued |
AT-Group Co. Ltd. | 162,000 | | $ 1,640 |
AutoZone, Inc. (a) | 900,000 | | 190,413 |
bebe Stores, Inc. | 1,360,000 | | 8,092 |
Bed Bath & Beyond, Inc. (a) | 6,600,000 | | 250,008 |
Best Buy Co., Inc. | 100,000 | | 3,466 |
Big 5 Sporting Goods Corp. | 200,000 | | 2,748 |
BMTC Group, Inc. Class A (sub. vtg.) | 5,969,600 | | 122,011 |
Brown Shoe Co., Inc. | 1,050,083 | | 15,352 |
Camaieu SA | 7,000 | | 1,496 |
Christopher & Banks Corp. | 110,070 | | 813 |
Esprit Holdings Ltd. | 62,294 | | 391 |
Fantastic Holdings Ltd. | 25,000 | | 45 |
Fourlis Holdings SA | 250,000 | | 2,600 |
Friedmans, Inc. Class A | 1,500,000 | | 0 |
GameStop Corp. Class A (a)(d) | 5,400,000 | | 108,270 |
Glentel, Inc. (e) | 990,000 | | 15,891 |
Group 1 Automotive, Inc. (a)(d)(e) | 1,800,000 | | 49,896 |
Gulliver International Co. Ltd. (d)(e) | 1,000,000 | | 49,176 |
Honeys Co. Ltd. (d)(e) | 1,850,000 | | 31,038 |
Hot Topic, Inc. | 1,650,000 | | 8,729 |
I A Group Corp. | 243,000 | | 1,330 |
Jos. A. Bank Clothiers, Inc. (a)(d)(e) | 1,825,000 | | 107,091 |
Jumbo SA (e) | 7,500,000 | | 59,628 |
K'S Denki Corp. | 1,175,000 | | 25,872 |
Kyoto Kimono Yuzen Co. Ltd. (e) | 1,085,000 | | 10,797 |
Le Chateau, Inc. Class A (sub. vtg.) (d) | 2,005,566 | | 24,759 |
Leon's Furniture Ltd. | 875,000 | | 10,197 |
Lithia Motors, Inc. Class A (sub. vtg.) (d) | 2,200,000 | | 19,360 |
Macintosh Retail Group NV | 125,000 | | 2,444 |
MarineMax, Inc. (a)(e) | 1,425,335 | | 10,833 |
Mr. Bricolage SA | 477,618 | | 8,777 |
Nafco Co. Ltd. | 1,175,000 | | 19,918 |
Nishimatsuya Chain Co. Ltd. (e) | 6,955,500 | | 64,948 |
Oriental Watch Holdings Ltd. (e) | 21,586,400 | | 6,142 |
Pal Co. Ltd. (e) | 800,000 | | 32,398 |
Point, Inc. | 25,000 | | 1,258 |
Reitmans (Canada) Ltd. Class A (non-vtg.) | 100,000 | | 1,941 |
Right On Co. Ltd. | 610,000 | | 3,656 |
RONA, Inc. (a) | 450,000 | | 6,641 |
Ross Stores, Inc. (e) | 6,250,000 | | 329,125 |
SAZABY, Inc. | 600,000 | | 9,025 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Specialty Retail - continued |
ScS Upholstery PLC (a) | 2,400,000 | | $ 0 |
Second Chance Properties Ltd. (a) | 9,000,000 | | 2,283 |
Second Chance Properties Ltd. warrants 9/27/13 (a) | 3,062,500 | | 79 |
Sonic Automotive, Inc. Class A (sub. vtg.) (a)(d) | 3,028,822 | | 29,955 |
Super Cheap Auto Group Ltd. | 103,899 | | 533 |
The Buckle, Inc. (d) | 850,000 | | 23,418 |
The Men's Wearhouse, Inc. (e) | 3,000,000 | | 58,380 |
USS Co. Ltd. (e) | 2,000,000 | | 150,419 |
West Marine, Inc. (a) | 230,000 | | 2,387 |
Williams-Sonoma, Inc. | 750,045 | | 20,034 |
Workman Co. Ltd. (e) | 1,345,600 | | 21,548 |
| | 2,332,032 |
Textiles, Apparel & Luxury Goods - 3.6% |
Adolfo Dominguez SA | 350,000 | | 5,009 |
Arts Optical International Holdings Ltd. (e) | 19,560,000 | | 9,443 |
Bijou Brigitte Modische Accessoires AG | 45,000 | | 6,481 |
Cherokee, Inc. (d) | 219,994 | | 4,318 |
Columbia Sportswear Co. (d) | 99,953 | | 4,899 |
Delta Apparel, Inc. (a)(e) | 852,200 | | 12,587 |
Folli Follie SA (e) | 1,850,000 | | 43,160 |
Fossil, Inc. (a)(e) | 6,600,000 | | 261,360 |
Geox SpA (d) | 150,000 | | 841 |
Gildan Activewear, Inc. (a)(e) | 11,500,000 | | 353,855 |
Hampshire Group Ltd. (a)(e) | 920,000 | | 4,186 |
Handsome Co. Ltd. (e) | 2,436,150 | | 33,677 |
JLM Couture, Inc. (a)(e) | 197,100 | | 296 |
K-Swiss, Inc. Class A (a) | 2,709,606 | | 32,380 |
Kenneth Cole Productions, Inc. Class A (sub. vtg.) (a) | 100,000 | | 1,343 |
Liz Claiborne, Inc. (a) | 1,375,000 | | 6,518 |
Marimekko Oyj | 125,000 | | 1,817 |
Movado Group, Inc. (a)(e) | 1,804,500 | | 20,499 |
Quiksilver, Inc. (a) | 2,000,000 | | 8,940 |
Rocky Brands, Inc. (a)(e) | 739,986 | | 5,898 |
Sanei-International Co. Ltd. (e) | 1,250,000 | | 16,054 |
Skechers U.S.A., Inc. Class A (sub. vtg.) (a) | 1,000,000 | | 37,090 |
Sun Hing Vision Group Holdings Ltd. (e) | 23,938,000 | | 10,170 |
Ted Baker PLC | 250,000 | | 2,092 |
Texwinca Holdings Ltd. | 44,000,000 | | 45,034 |
Timberland Co. Class A (a) | 2,823,803 | | 49,755 |
Tungtex Holdings Co. Ltd. (e) | 22,000,000 | | 4,050 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER DISCRETIONARY - continued |
Textiles, Apparel & Luxury Goods - continued |
Van de Velde | 75,000 | | $ 3,299 |
Victory City International Holdings Ltd. | 11,000,000 | | 2,308 |
Volcom, Inc. (a)(d) | 500,000 | | 8,135 |
Youngone Corp. | 350,000 | | 2,648 |
Youngone Holdings Co. Ltd. (e) | 850,000 | | 19,584 |
Yue Yuen Industrial (Holdings) Ltd. | 7,500,000 | | 24,332 |
| | 1,042,058 |
TOTAL CONSUMER DISCRETIONARY | | 7,026,496 |
CONSUMER STAPLES - 8.7% |
Beverages - 1.1% |
Baron de Ley SA (a) | 219,063 | | 10,184 |
C&C Group PLC | 1,200,000 | | 5,089 |
Constellation Brands, Inc. Class A (sub. vtg.) (a) | 13,000,100 | | 221,782 |
Grupo Continental Sab de CV Series I | 2,000,000 | | 5,655 |
Hansen Natural Corp. (a) | 1,500,000 | | 62,835 |
Hite Holdings Co. Ltd. | 20,000 | | 357 |
| | 305,902 |
Food & Staples Retailing - 5.1% |
Aoki Super Co. Ltd. | 75,000 | | 722 |
Belc Co. Ltd. (e) | 2,086,000 | | 21,168 |
Cawachi Ltd. | 5,000 | | 93 |
Cosmos Pharmaceutical Corp. (e) | 1,830,000 | | 46,118 |
Create SD Holdings Co. Ltd. (d)(e) | 2,000,000 | | 42,372 |
CVS Caremark Corp. | 2,750,000 | | 84,398 |
Daikokutenbussan Co. Ltd. | 550,000 | | 16,928 |
Fyffes PLC (Ireland) (e) | 33,000,000 | | 15,484 |
Growell Holdings Co. Ltd. | 309,989 | | 6,923 |
Halows Co. Ltd. (e) | 1,212,700 | | 9,822 |
Ingles Markets, Inc. Class A | 729,860 | | 11,868 |
Kroger Co. | 400,000 | | 8,472 |
Kusuri No Aoki Co. Ltd. | 103,900 | | 1,013 |
Majestic Wine PLC | 450,016 | | 2,139 |
Marukyu Co. Ltd. | 5,000 | | 53 |
Metro, Inc. Class A (sub. vtg.) (d)(e) | 10,925,833 | | 467,028 |
North West Co. Fund | 695,000 | | 13,373 |
Safeway, Inc. | 19,000,000 | | 390,260 |
San-A Co. Ltd. | 375,000 | | 13,776 |
Shinsegae Food Co. Ltd. | 17,000 | | 1,183 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER STAPLES - continued |
Food & Staples Retailing - continued |
Shoppers Drug Mart Corp. (d) | 4,375,000 | | $ 149,259 |
Sligro Food Group NV | 1,800,000 | | 51,143 |
Sundrug Co. Ltd. | 1,340,000 | | 34,684 |
Village Super Market, Inc. Class A | 161,104 | | 4,405 |
Walgreen Co. | 2,500,097 | | 71,378 |
Yaoko Co. Ltd. | 590,600 | | 16,989 |
| | 1,481,051 |
Food Products - 1.4% |
ARYZTA AG | 1,850,000 | | 75,666 |
Dean Foods Co. (a) | 1,010,000 | | 11,575 |
Dutch Lady Milk Industries Bhd | 350,000 | | 1,616 |
Food Empire Holdings Ltd. (e) | 52,900,000 | | 13,226 |
Fresh Del Monte Produce, Inc. (a)(e) | 6,359,900 | | 132,540 |
Global Bio-Chem Technology Group Co. Ltd. | 73,999,253 | | 12,004 |
Greggs PLC | 685,000 | | 4,776 |
Industrias Bachoco SA de CV sponsored ADR | 2,300,000 | | 42,780 |
Kerry Group PLC Class A | 100,000 | | 3,180 |
Nam Yang Dairy Products | 11,000 | | 4,678 |
Pacific Andes (Holdings) Ltd. | 76,002,488 | | 16,766 |
Pacific Andes (Holdings) Ltd. warrants 7/22/11 (a) | 7,208,695 | | 557 |
Pacific Andes International Holdings Ltd. | 51,570,629 | | 8,697 |
Pacific Andes International Holdings Ltd. warrants 6/15/11 (a) | 9,600,000 | | 93 |
People's Food Holdings Ltd. | 44,000,000 | | 21,678 |
President Rice Products PCL | 100,000 | | 779 |
Rocky Mountain Chocolate Factory, Inc. (e) | 500,000 | | 4,740 |
Samyang Genex Co. Ltd. | 145,795 | | 7,877 |
Select Harvests Ltd. | 1,773,877 | | 5,762 |
Smithfield Foods, Inc. (a) | 1,250,000 | | 17,813 |
Sunjin Co. Ltd. (a)(e) | 219,900 | | 6,926 |
Synear Food Holdings Ltd. (a) | 39,000,000 | | 7,313 |
United Food Holdings Ltd. (a) | 22,400,000 | | 1,153 |
Yutaka Foods Corp. | 250,000 | | 4,044 |
| | 406,239 |
Personal Products - 1.1% |
American Oriental Bioengineering, Inc. (a)(d) | 350,000 | | 886 |
Atrium Innovations, Inc. (a) | 429,600 | | 6,912 |
CCA Industries, Inc. | 235,764 | | 1,238 |
Inter Parfums, Inc. (e) | 1,850,000 | | 32,283 |
NBTY, Inc. (a)(e) | 4,600,042 | | 247,896 |
Common Stocks - continued |
| Shares | | Value (000s) |
CONSUMER STAPLES - continued |
Personal Products - continued |
Nutraceutical International Corp. (a)(e) | 1,143,504 | | $ 18,010 |
Physicians Formula Holdings, Inc. (a)(e) | 1,200,534 | | 4,046 |
Sarantis SA | 999,952 | | 5,461 |
The Female Health Co. | 10,000 | | 51 |
| | 316,783 |
Tobacco - 0.0% |
Karelia Tobacco Co., Inc. | 2,452 | | 220 |
TOTAL CONSUMER STAPLES | | 2,510,195 |
ENERGY - 6.0% |
Energy Equipment & Services - 2.9% |
AKITA Drilling Ltd. Class A (non-vtg.) | 1,777,000 | | 13,397 |
Basic Energy Services, Inc. (a)(e) | 2,600,000 | | 24,362 |
Bristow Group, Inc. (a) | 1,750,017 | | 58,503 |
Cal Dive International, Inc. (a) | 10,000 | | 59 |
CE Franklin Ltd. (a)(e) | 1,472,000 | | 9,036 |
Dawson Geophysical Co. (a) | 229,956 | | 5,360 |
Divestco, Inc. (a)(e) | 3,586,000 | | 3,349 |
Ensign Energy Services, Inc. (d) | 1,010,000 | | 12,449 |
Farstad Shipping ASA (e) | 2,650,000 | | 67,630 |
Flint Energy Services Ltd. (a)(f) | 450,000 | | 5,730 |
Fugro NV (Certificaten Van Aandelen) unit | 1,700,027 | | 89,770 |
Global Industries Ltd. (a) | 2,000,038 | | 9,480 |
Gulf Island Fabrication, Inc. | 99,955 | | 1,795 |
Gulfmark Offshore, Inc. Class A (a) | 30,000 | | 883 |
Hercules Offshore, Inc. (a) | 2,350,000 | | 5,969 |
Hornbeck Offshore Services, Inc. (a)(e) | 1,324,977 | | 22,299 |
Oil States International, Inc. (a)(e) | 4,984,108 | | 228,970 |
Peak Energy Services Trust (a) | 3,000,000 | | 715 |
Peak Energy Services Trust (a)(f) | 13,655,286 | | 3,255 |
Precision Drilling Corp. (a) | 5,650,000 | | 42,872 |
ProSafe ASA | 7,900,000 | | 36,655 |
Prosafe Production Public Ltd. (a) | 7,500,000 | | 15,559 |
Solstad Offshore ASA | 1,310,000 | | 25,883 |
Total Energy Services, Inc. (e) | 2,800,000 | | 23,153 |
Unit Corp. (a)(e) | 3,600,047 | | 147,242 |
Wenzel Downhole Tools Ltd. (a) | 145,000 | | 188 |
| | 854,563 |
Common Stocks - continued |
| Shares | | Value (000s) |
ENERGY - continued |
Oil, Gas & Consumable Fuels - 3.1% |
Adams Resources & Energy, Inc. (e) | 421,700 | | $ 8,856 |
AOC Holdings, Inc. (a)(e) | 5,825,000 | | 27,634 |
Beach Energy Ltd. (d) | 25,000,000 | | 15,156 |
Cimarex Energy Co. | 1,000,000 | | 68,870 |
Cloud Peak Energy, Inc. | 2,800 | | 43 |
ENI SpA | 10,000,000 | | 204,379 |
Frontier Oil Corp. | 5,138,206 | | 63,149 |
Great Eastern Shipping Co. Ltd. | 2,250,000 | | 13,982 |
Hankook Shell Oil Co. Ltd. (e) | 70,000 | | 10,387 |
Holly Corp. | 100,000 | | 2,673 |
Michang Oil Industrial Co. Ltd. (e) | 173,900 | | 6,785 |
National Energy Group, Inc. (a) | 548,313 | | 2,736 |
Oil Search Ltd. | 10,002,522 | | 52,857 |
Pebercan, Inc. (a) | 1,150,000 | | 0 |
Petroleum Development Corp. (a) | 202,024 | | 5,887 |
Rex American Resources Corp. (a)(e) | 1,308,048 | | 20,994 |
Stone Energy Corp. (a) | 130,000 | | 1,529 |
Sunoco, Inc. | 1,800,000 | | 64,206 |
Swift Energy Co. (a)(e) | 3,500,374 | | 90,765 |
Tesoro Corp. | 5,000,000 | | 64,550 |
Tsakos Energy Navigation Ltd. | 310,000 | | 4,582 |
USEC, Inc. (a)(d)(e) | 8,600,000 | | 47,558 |
W&T Offshore, Inc. (d)(e) | 6,375,000 | | 58,714 |
World Fuel Services Corp. | 2,060,022 | | 53,664 |
| | 889,956 |
TOTAL ENERGY | | 1,744,519 |
FINANCIALS - 9.1% |
Capital Markets - 0.0% |
GFI Group, Inc. | 250,000 | | 1,473 |
Mass Financial Corp. Class A | 36,538 | | 347 |
optionsXpress Holdings, Inc. (a) | 10,000 | | 156 |
TradeStation Group, Inc. (a) | 1,250,000 | | 7,988 |
| | 9,964 |
Commercial Banks - 0.9% |
Anglo Irish Bank Corp. PLC (a) | 9,500,373 | | 0 |
Aozora Bank Ltd. | 500,000 | | 665 |
Bank of the Ozarks, Inc. (d) | 250,342 | | 9,375 |
Cathay General Bancorp (e) | 4,125,000 | | 48,510 |
Common Stocks - continued |
| Shares | | Value (000s) |
FINANCIALS - continued |
Commercial Banks - continued |
Center Financial Corp. (a)(e) | 2,170,731 | | $ 11,223 |
CIT Group, Inc. (a) | 170,000 | | 6,181 |
Codorus Valley Bancorp, Inc. | 86,526 | | 718 |
Dimeco, Inc. | 21,140 | | 764 |
East West Bancorp, Inc. | 4,000,000 | | 62,360 |
First Bancorp, Puerto Rico (d) | 2,000,000 | | 1,130 |
Nara Bancorp, Inc. (a) | 40,000 | | 287 |
National Penn Bancshares, Inc. | 1,200,000 | | 7,992 |
North Valley Bancorp (a)(e) | 3,166,666 | | 5,890 |
Norwood Financial Corp. | 27,184 | | 748 |
Oba Financial Service, Inc. (a) | 14,992 | | 169 |
Oriental Financial Group, Inc. | 1,380,000 | | 19,541 |
Orrstown Financial Services, Inc. | 30,000 | | 687 |
Pacific Premier Bancorp, Inc. (a)(e) | 948,105 | | 4,077 |
Popular, Inc. (a) | 18,050,072 | | 51,804 |
S.Y. Bancorp, Inc. (d) | 4,688 | | 117 |
Sandy Spring Bancorp, Inc. | 300,000 | | 5,082 |
Sparebanken More (primary capital certificate) | 92,008 | | 2,651 |
Sparebanken Rogaland (primary capital certificate) | 1,061,327 | | 8,598 |
The First Bancorp, Inc. (d) | 9,711 | | 136 |
Vestjysk Bank AS (Reg.) (a) | 105,600 | | 1,496 |
Wilshire Bancorp, Inc. | 200,000 | | 1,506 |
| | 251,707 |
Consumer Finance - 0.1% |
Aeon Credit Service (Asia) Co. Ltd. | 12,400,000 | | 10,456 |
First Cash Financial Services, Inc. (a) | 100,000 | | 2,398 |
Nicholas Financial, Inc. | 200,827 | | 1,727 |
Student Loan Corp. | 504,774 | | 12,670 |
| | 27,251 |
Diversified Financial Services - 0.0% |
Korea Information Service, Inc. (e) | 240,000 | | 4,677 |
Newship Ltd. | 2,500 | | 157 |
Ricoh Leasing Co. Ltd. | 10,000 | | 240 |
| | 5,074 |
Insurance - 7.0% |
Aegon NV (a) | 38,000,000 | | 228,284 |
April Group | 20,000 | | 519 |
Assurant, Inc. | 5,575,000 | | 207,892 |
Axis Capital Holdings Ltd. (e) | 7,925,000 | | 247,022 |
Employers Holdings, Inc. | 575,156 | | 8,938 |
Common Stocks - continued |
| Shares | | Value (000s) |
FINANCIALS - continued |
Insurance - continued |
Endurance Specialty Holdings Ltd. | 2,600,000 | | $ 100,334 |
FBL Financial Group, Inc. Class A | 410,002 | | 9,303 |
Fidelity National Financial, Inc. Class A | 400,000 | | 5,908 |
First Mercury Financial Corp. | 462,951 | | 5,305 |
Genworth Financial, Inc. Class A (a) | 13,800,000 | | 187,404 |
Hartford Financial Services Group, Inc. | 5,750,000 | | 134,608 |
HCC Insurance Holdings, Inc. | 225,000 | | 5,877 |
Lincoln National Corp. | 6,300,000 | | 164,052 |
National Interstate Corp. | 943,738 | | 21,055 |
National Western Life Insurance Co. Class A | 148,870 | | 22,950 |
Protective Life Corp. | 1,605,000 | | 36,096 |
RenaissanceRe Holdings Ltd. (e) | 3,100,000 | | 177,382 |
Symetra Financial Corp. | 175,000 | | 2,041 |
Tower Group, Inc. | 352,000 | | 7,586 |
Unum Group | 15,950,000 | | 363,979 |
Validus Holdings Ltd. | 3,024,977 | | 75,140 |
| | 2,011,675 |
Real Estate Investment Trusts - 0.3% |
Kite Realty Group Trust | 500,460 | | 2,322 |
ProLogis Trust | 6,660,000 | | 72,328 |
VastNed Offices/Industrial NV | 125,000 | | 1,792 |
| | 76,442 |
Real Estate Management & Development - 0.1% |
Airport Facilities Co. Ltd. | 260,000 | | 945 |
Devine Ltd. (a) | 8,500,000 | | 1,884 |
Relo Holdings Corp. (e) | 823,100 | | 12,676 |
Tejon Ranch Co. (a)(d)(e) | 943,829 | | 21,746 |
| | 37,251 |
Thrifts & Mortgage Finance - 0.7% |
Bank Mutual Corp. | 125,000 | | 735 |
First Financial Service Corp. | 102,373 | | 681 |
Fox Chase Bancorp, Inc. (a) | 724,419 | | 7,005 |
Genworth MI Canada, Inc. | 5,800,000 | | 148,054 |
North Central Bancshares, Inc. (e) | 134,461 | | 2,185 |
Oritani Financial Corp. | 50,000 | | 500 |
Common Stocks - continued |
| Shares | | Value (000s) |
FINANCIALS - continued |
Thrifts & Mortgage Finance - continued |
The PMI Group, Inc. (a)(d)(e) | 12,388,300 | | $ 38,775 |
WSB Holdings, Inc. | 16,329 | | 50 |
| | 197,985 |
TOTAL FINANCIALS | | 2,617,349 |
HEALTH CARE - 12.2% |
Biotechnology - 0.6% |
Amgen, Inc. (a) | 3,000,000 | | 163,590 |
Martek Biosciences (a) | 135,000 | | 2,793 |
Vital BioTech Holdings Ltd. (a) | 15,000,000 | | 550 |
| | 166,933 |
Health Care Equipment & Supplies - 1.3% |
Anika Therapeutics, Inc. (a) | 50,934 | | 298 |
Atrion Corp. | 10,000 | | 1,444 |
Corin Group PLC | 250,000 | | 204 |
Exactech, Inc. (a)(e) | 700,000 | | 11,046 |
Hoshiiryou Sanki Co. Ltd. (e) | 243,300 | | 5,419 |
Immucor, Inc. (a) | 150,000 | | 2,883 |
Kinetic Concepts, Inc. (a) | 2,655,266 | | 94,288 |
Mani, Inc. (d) | 335,000 | | 11,784 |
Medical Action Industries, Inc. (a)(e) | 1,634,280 | | 22,390 |
Nakanishi, Inc. | 271,300 | | 26,400 |
Prim SA (e) | 1,615,000 | | 13,450 |
Span-America Medical System, Inc. (e) | 254,823 | | 4,253 |
St. Shine Optical Co. Ltd. | 1,000,200 | | 8,755 |
Symmetry Medical, Inc. (a) | 400,000 | | 3,892 |
Syneron Medical Ltd. (a)(e) | 3,558,700 | | 32,847 |
Techno Medica Co. Ltd. | 86 | | 270 |
Theragenics Corp. (a)(e) | 3,304,620 | | 3,999 |
Top Glove Corp. Bhd | 1,500,000 | | 3,128 |
Utah Medical Products, Inc. (d)(e) | 460,000 | | 11,436 |
Value Added Technlgies Co. Ltd. | 100,000 | | 850 |
Varian Medical Systems, Inc. (a) | 100,000 | | 5,520 |
Young Innovations, Inc. (e) | 791,040 | | 21,121 |
Zimmer Holdings, Inc. (a) | 2,000,000 | | 105,980 |
| | 391,657 |
Health Care Providers & Services - 9.0% |
Advocat, Inc. (e) | 566,360 | | 2,662 |
Almost Family, Inc. (a) | 160,000 | | 4,205 |
Common Stocks - continued |
| Shares | | Value (000s) |
HEALTH CARE - continued |
Health Care Providers & Services - continued |
Amedisys, Inc. (a)(d)(e) | 2,855,900 | | $ 75,024 |
American HomePatient, Inc. (a)(e) | 1,026,500 | | 677 |
AMERIGROUP Corp. (a)(e) | 4,986,967 | | 178,334 |
AmSurg Corp. (a)(e) | 2,353,000 | | 43,107 |
AS One Corp. | 220,000 | | 4,086 |
Centene Corp. (a) | 675,000 | | 14,384 |
Continucare Corp. (a) | 100,043 | | 381 |
Corvel Corp. (a) | 100,054 | | 3,981 |
Coventry Health Care, Inc. (a)(e) | 14,574,627 | | 289,015 |
Grupo Casa Saba SA de CV sponsored ADR (d) | 1,263,900 | | 14,029 |
Health Net, Inc. (a)(e) | 6,500,000 | | 153,075 |
Healthspring, Inc. (a)(e) | 4,800,000 | | 90,240 |
Healthways, Inc. (a)(e) | 1,715,700 | | 24,432 |
Henry Schein, Inc. (a) | 150,000 | | 7,874 |
Japan Medical Dynamic Marketing, Inc. | 77,000 | | 197 |
Kindred Healthcare, Inc. (a) | 350,000 | | 4,655 |
LHC Group, Inc. (a) | 340,000 | | 7,817 |
LifePoint Hospitals, Inc. (a)(e) | 3,100,000 | | 95,821 |
Lincare Holdings, Inc. (d)(e) | 13,453,537 | | 319,656 |
Medica Sur SA de CV | 300,000 | | 687 |
MEDNAX, Inc. (a) | 100,000 | | 4,715 |
Molina Healthcare, Inc. (a)(e) | 1,300,000 | | 38,753 |
National Research Corp. | 2,000 | | 50 |
Patterson Companies, Inc. | 3,600,027 | | 96,049 |
Psychemedics Corp. | 40,331 | | 363 |
ResCare, Inc. (a)(e) | 1,738,520 | | 17,072 |
The Ensign Group, Inc. | 10,000 | | 180 |
Triple-S Management Corp. (a)(e) | 1,243,896 | | 24,729 |
U.S. Physical Therapy, Inc. (a) | 15,000 | | 273 |
United Drug PLC: | | | |
(Ireland) | 8,550,033 | | 27,113 |
(United Kingdom) | 518,887 | | 1,640 |
UnitedHealth Group, Inc. | 27,750,700 | | 844,995 |
Universal American Financial Corp. | 1,720,043 | | 28,794 |
VCA Antech, Inc. (a) | 530,000 | | 11,045 |
Wellcare Health Plans, Inc. (a) | 2,000,000 | | 51,580 |
WellPoint, Inc. (a) | 2,250,000 | | 114,120 |
Win International Co., Ltd. (e) | 621,904 | | 4,260 |
| | 2,600,070 |
Common Stocks - continued |
| Shares | | Value (000s) |
HEALTH CARE - continued |
Health Care Technology - 0.0% |
Arrhythmia Research Technology, Inc. (e) | 271,041 | | $ 1,355 |
Life Sciences Tools & Services - 0.4% |
Charles River Laboratories International, Inc. (a) | 1,800,000 | | 55,944 |
ICON PLC sponsored ADR (a) | 2,100,000 | | 49,560 |
| | 105,504 |
Pharmaceuticals - 0.9% |
Bukwang Pharmaceutical Co. Ltd. | 60,000 | | 662 |
Daewon Pharmaceutical Co. Ltd. (e) | 1,290,900 | | 6,931 |
Dechra Pharmaceuticals PLC | 10,000 | | 65 |
Endo Pharmaceuticals Holdings, Inc. (a) | 5,000,039 | | 120,051 |
Forest Laboratories, Inc. (a) | 2,000,000 | | 55,500 |
Fornix Biosciences NV (e) | 475,022 | | 2,817 |
Ildong Pharmaceutical Co. Ltd. (e) | 501,013 | | 15,483 |
Jeil Pharmaceutical Co. | 673,490 | | 7,004 |
KunWha Pharmaceutical Co., Ltd. (e) | 325,000 | | 3,325 |
KV Pharmaceutical Co. Class A (a)(d) | 650,000 | | 696 |
Pacific Pharmaceutical Co. Ltd. | 40,000 | | 1,043 |
Recordati SpA | 3,140,500 | | 23,577 |
Torii Pharmaceutical Co. Ltd. | 620,000 | | 10,201 |
Whanin Pharmaceutical Co. Ltd. (e) | 1,860,000 | | 10,851 |
Yuyu Pharma, Inc. | 255,000 | | 1,962 |
| | 260,168 |
TOTAL HEALTH CARE | | 3,525,687 |
INDUSTRIALS - 8.2% |
Aerospace & Defense - 0.8% |
Alabama Aircraft Industries, Inc. (a)(e) | 245,280 | | 289 |
CAE, Inc. | 11,500,000 | | 109,636 |
Ceradyne, Inc. (a) | 56,360 | | 1,310 |
Magellan Aerospace Corp. (a) | 550,100 | | 1,445 |
Moog, Inc. Class A (a) | 3,000,000 | | 107,430 |
| | 220,110 |
Air Freight & Logistics - 0.3% |
Air T, Inc. (e) | 242,988 | | 2,457 |
Dynamex, Inc. (a) | 199,483 | | 2,685 |
Kintetsu World Express, Inc. | 500,000 | | 12,398 |
Pacer International, Inc. (a)(e) | 1,825,017 | | 15,038 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Air Freight & Logistics - continued |
Sinwa Ltd. | 10,000,000 | | $ 2,206 |
Yusen Air & Sea Service Co. Ltd. (e) | 4,221,500 | | 62,425 |
| | 97,209 |
Airlines - 0.1% |
MAIR Holdings, Inc. (a)(e) | 2,000,026 | | 0 |
Pinnacle Airlines Corp. (a) | 841,096 | | 4,668 |
Republic Airways Holdings, Inc. (a)(d)(e) | 2,500,000 | | 15,625 |
SkyWest, Inc. | 332,138 | | 4,135 |
| | 24,428 |
Building Products - 0.2% |
AAON, Inc. | 809,991 | | 20,136 |
Insteel Industries, Inc. (e) | 1,018,131 | | 9,458 |
Kingspan Group PLC (Ireland) (a) | 2,630,000 | | 18,442 |
Kondotec, Inc. (e) | 1,000,000 | | 6,908 |
| | 54,944 |
Commercial Services & Supplies - 1.2% |
AJIS Co. Ltd. (e) | 438,500 | | 6,926 |
Cintas Corp. | 3,350,000 | | 88,641 |
Fursys, Inc. (e) | 650,000 | | 15,635 |
Gl Events | 40,000 | | 1,110 |
HNI Corp. (d) | 200,000 | | 5,168 |
Knoll, Inc. (e) | 4,684,016 | | 65,717 |
Mitie Group PLC | 15,200,006 | | 49,777 |
Moshi Moshi Hotline, Inc. | 300,000 | | 6,266 |
Multi-Color Corp. | 349,113 | | 4,559 |
RPS Group PLC | 1,200,000 | | 3,670 |
Secom Techno Service Co. Ltd. (e) | 1,298,000 | | 38,974 |
United Stationers, Inc. (a)(e) | 1,215,772 | | 65,834 |
VICOM Ltd. | 2,925,000 | | 6,023 |
| | 358,300 |
Construction & Engineering - 0.7% |
Arcadis NV | 1,275,000 | | 24,702 |
Aveng Ltd. | 550,000 | | 2,716 |
Chodai Co. Ltd. | 97,000 | | 257 |
Commuture Corp. | 800,000 | | 4,601 |
Daiichi Kensetsu Corp. (e) | 1,640,000 | | 13,283 |
Daimei Telecom Engineering Corp. | 1,675,000 | | 12,656 |
Dongyang Engineering & Construction Corp. (e) | 210,000 | | 2,068 |
EMCOR Group, Inc. (a) | 749,996 | | 19,507 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Construction & Engineering - continued |
Foster Wheeler AG (a) | 100,000 | | $ 2,302 |
Granite Construction, Inc. | 275,000 | | 6,394 |
Hanil Construction Co. Ltd. (a) | 50,000 | | 99 |
Heijmans NV unit (a) | 10,000 | | 158 |
Imtech NV | 925,000 | | 25,770 |
Jacobs Engineering Group, Inc. (a) | 550,800 | | 20,143 |
Kaneshita Construction Co. Ltd. | 925,000 | | 3,639 |
KHD Humboldt Wedag International AG | 121,550 | | 745 |
Kier Group PLC | 30,000 | | 488 |
Koninklijke BAM Groep NV | 1,800,000 | | 8,706 |
Kyeryong Construction Industrial Co. Ltd. (e) | 893,000 | | 10,684 |
Meisei Industrial Co. Ltd. | 1,100,000 | | 3,106 |
Northwest Pipe Co. (a) | 444,990 | | 8,085 |
Sanyo Engineering & Construction, Inc. | 1,000,000 | | 2,962 |
Severfield-Rowen PLC | 725,000 | | 2,479 |
Shinnihon Corp. (d) | 1,800,000 | | 4,686 |
Shinsegae Engineering & Construction Co. Ltd. (e) | 314,469 | | 3,244 |
ShoLodge, Inc. (a)(e) | 500,627 | | 75 |
Sterling Construction Co., Inc. (a) | 150,000 | | 1,859 |
United Integration Services Co. Ltd. | 4,000,000 | | 5,058 |
Vianini Lavori SpA | 350,000 | | 1,952 |
| | 192,424 |
Electrical Equipment - 0.6% |
Aichi Electric Co. Ltd. | 1,051,000 | | 2,979 |
Aros Quality Group AB | 260,000 | | 1,711 |
AZZ, Inc. (e) | 1,110,000 | | 48,318 |
Belden, Inc. | 40,701 | | 972 |
Canare Electric Co. Ltd. | 150,000 | | 2,104 |
Chiyoda Integre Co. Ltd. | 530,000 | | 6,335 |
Deswell Industries, Inc. (e) | 891,999 | | 3,327 |
Draka Holding NV (a) | 1,000,000 | | 15,236 |
Fushi Copperweld, Inc. (a) | 735,014 | | 6,218 |
FW Thorpe PLC | 350,000 | | 3,294 |
General Cable Corp. (a) | 160,000 | | 4,246 |
Graphite India Ltd. | 1,350,000 | | 2,771 |
Hubbell, Inc. Class B | 400,000 | | 18,876 |
I-Sheng Electric Wire & Cable Co. Ltd. | 3,300,000 | | 5,447 |
Korea Electric Terminal Co. Ltd. (e) | 700,000 | | 11,541 |
Nexans SA | 425,000 | | 28,843 |
PK Cables OY | 250,000 | | 3,845 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Electrical Equipment - continued |
Prysmian SpA | 420,000 | | $ 7,105 |
Universal Security Instruments, Inc. (a)(e) | 241,255 | | 1,375 |
Zumtobel AG | 350,000 | | 6,630 |
| | 181,173 |
Industrial Conglomerates - 1.1% |
DCC PLC (Ireland) (e) | 8,310,000 | | 204,161 |
Reunert Ltd. | 550,000 | | 4,453 |
Seaboard Corp. | 50,006 | | 75,909 |
Textron, Inc. | 1,000,000 | | 20,760 |
| | 305,283 |
Machinery - 1.4% |
Aalberts Industries NV | 4,700,000 | | 70,048 |
Actuant Corp. Class A | 275,000 | | 5,671 |
American Railcar Industries, Inc. | 52,184 | | 712 |
ASL Marine Holdings Ltd. | 3,250,000 | | 2,055 |
Cascade Corp. (e) | 977,229 | | 37,301 |
CKD Corp. (e) | 5,500,000 | | 36,338 |
Columbus McKinnon Corp. (NY Shares) (a)(e) | 1,239,953 | | 19,504 |
Foremost Income Fund (e) | 2,141,103 | | 12,081 |
Gardner Denver, Inc. | 750,000 | | 38,078 |
Gencor Industries, Inc. (a) | 283,103 | | 2,166 |
Greenbrier Companies, Inc. (a) | 800,000 | | 10,448 |
Hardinge, Inc. (e) | 606,276 | | 5,129 |
Hi-P International Ltd. | 30,000,000 | | 15,994 |
Hurco Companies, Inc. (a)(e) | 643,998 | | 10,858 |
Hwacheon Machine Tool Co. Ltd. (e) | 219,900 | | 6,805 |
Ihara Science Corp. | 617,000 | | 4,876 |
Inoue Kinzoku Kogyo Co. Ltd. (e) | 1,082,000 | | 3,731 |
Jaya Holdings Ltd. (a)(e) | 70,500,000 | | 33,957 |
Kyowakogyosyo Co.,Ltd. | 122,000 | | 1,002 |
Lincoln Electric Holdings, Inc. | 100,000 | | 5,522 |
Miller Industries, Inc. (e) | 620,037 | | 8,290 |
Morgan Crucible Co. PLC | 10,000 | | 34 |
NACCO Industries, Inc. Class A | 417,200 | | 37,147 |
Nadex Co. Ltd. (e) | 595,000 | | 2,444 |
Nichidai Corp. (a) | 100,000 | | 235 |
Nitta Corp. | 55,000 | | 857 |
NN, Inc. (a)(e) | 1,120,039 | | 6,597 |
S&T Holdings Co. Ltd. | 610,020 | | 7,221 |
Takamatsu Machinery Co., Ltd. (a) | 105,000 | | 367 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Machinery - continued |
Takeuchi Manufacturing Co. Ltd. (a) | 270,000 | | $ 3,040 |
Terex Corp. (a) | 400,000 | | 7,896 |
Tocalo Co. Ltd. | 210,000 | | 3,567 |
Trifast PLC (a)(e) | 8,520,000 | | 4,243 |
Trinity Industrial Corp. | 625,000 | | 2,379 |
Twin Disc, Inc. (e) | 588,171 | | 7,599 |
| | 414,192 |
Marine - 0.0% |
Tokyo Kisen Co. Ltd. (e) | 1,000,000 | | 4,432 |
Professional Services - 1.1% |
Boardroom Ltd. | 3,000,000 | | 1,081 |
Clarius Group Ltd. (a) | 4,014,492 | | 2,343 |
Corporate Executive Board Co. | 850,000 | | 23,945 |
CRA International, Inc. (a)(e) | 649,972 | | 12,492 |
en-japan, Inc. (a)(d) | 6,100 | | 7,672 |
Equifax, Inc. | 5,000,171 | | 156,705 |
Hays PLC | 1,500,000 | | 2,124 |
Hyder Consulting PLC | 525,000 | | 2,874 |
LECG Corp. (a) | 639,396 | | 1,368 |
Manpower, Inc. | 100,000 | | 4,798 |
RCM Technologies, Inc. (a)(e) | 1,299,917 | | 6,669 |
SmartPros Ltd. | 125,000 | | 319 |
SR Teleperformance SA | 270,000 | | 6,841 |
Stantec, Inc. (a)(e) | 2,626,100 | | 61,824 |
Synergie SA | 135,000 | | 3,449 |
Temp Holdings Co., Ltd. (d) | 325,000 | | 2,689 |
TrueBlue, Inc. (a) | 210,122 | | 2,704 |
VSE Corp. | 156,546 | | 5,559 |
| | 305,456 |
Road & Rail - 0.3% |
Alps Logistics Co. Ltd. (e) | 1,723,700 | | 17,651 |
Con-way, Inc. | 400,000 | | 13,476 |
Contrans Group, Inc.: | | | |
(sub. vtg.) (f) | 130,000 | | 1,132 |
Class A | 220,000 | | 1,915 |
Hutech Norin Co. Ltd. (e) | 1,043,700 | | 8,828 |
Japan Logistic Systems Corp. | 175,000 | | 512 |
Sakai Moving Service Co. Ltd. (e) | 778,000 | | 16,519 |
Trancom Co. Ltd. (e) | 1,032,400 | | 18,755 |
Universal Truckload Services, Inc. (a) | 474,513 | | 7,208 |
Common Stocks - continued |
| Shares | | Value (000s) |
INDUSTRIALS - continued |
Road & Rail - continued |
US 1 Industries, Inc. (a)(e) | 1,262,000 | | $ 1,262 |
Vitran Corp., Inc. (a)(g) | 500,000 | | 5,500 |
| | 92,758 |
Trading Companies & Distributors - 0.3% |
AddTech AB (B Shares) | 460,000 | | 9,209 |
Grafton Group PLC unit | 6,700,017 | | 25,237 |
Hanwa Co. Ltd. | 550,000 | | 2,221 |
Houston Wire & Cable Co. | 858,200 | | 10,358 |
KS Energy Services Ltd. (a) | 14,200,000 | | 11,277 |
Otec Corp. | 100,000 | | 678 |
Parker Corp. (e) | 2,400,000 | | 4,443 |
Richelieu Hardware Ltd. (d) | 375,000 | | 9,270 |
Senshu Electric Co. Ltd. (e) | 1,080,000 | | 10,634 |
Strongco Corp. (a)(e) | 809,962 | | 2,766 |
Tanaka Co. Ltd. | 100,000 | | 386 |
TECHNO ASSOCIE CO., LTD. | 180,000 | | 1,504 |
Totech Corp. | 178,400 | | 658 |
Uehara Sei Shoji Co. Ltd. | 1,118,000 | | 4,165 |
Wakita & Co. Ltd. | 650,000 | | 2,414 |
Yamazen Co. Ltd. | 1,050,000 | | 4,434 |
| | 99,654 |
Transportation Infrastructure - 0.1% |
Isewan Terminal Service Co. Ltd. (e) | 1,575,000 | | 6,779 |
Meiko Transportation Co. Ltd. | 905,000 | | 7,770 |
| | 14,549 |
TOTAL INDUSTRIALS | | 2,364,912 |
INFORMATION TECHNOLOGY - 15.1% |
Communications Equipment - 0.9% |
Aastra Technologies Ltd. | 300,000 | | 6,692 |
Bel Fuse, Inc. Class A | 372,293 | | 8,470 |
Black Box Corp. (e) | 1,981,025 | | 60,302 |
Blonder Tongue Laboratories, Inc. (a) | 152,040 | | 182 |
China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)(d) | 2,252,137 | | 6,644 |
ClearOne Communications, Inc. (a)(e) | 1,000,503 | | 3,032 |
CommScope, Inc. (a) | 25,000 | | 509 |
Comtech Telecommunications Corp. (a) | 150,000 | | 3,236 |
Ditech Networks, Inc. (a)(e) | 2,200,196 | | 2,684 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Communications Equipment - continued |
NEC Mobiling Ltd. | 270,000 | | $ 7,510 |
Nera Telecommunications Ltd. | 9,000,000 | | 2,217 |
NETGEAR, Inc. (a)(e) | 3,534,317 | | 84,824 |
Opnext, Inc. (a) | 2,652,231 | | 4,774 |
Optical Cable Corp. (a)(e) | 537,002 | | 1,606 |
TKH Group NV unit | 3,030,000 | | 60,027 |
| | 252,709 |
Computers & Peripherals - 2.0% |
ASUSTeK Computer, Inc. | 3,360,076 | | 25,368 |
Compal Electronics, Inc. | 70,500,000 | | 92,457 |
Datapulse Technology Ltd. | 1,500,000 | | 226 |
Logitech International SA (a)(d) | 535,000 | | 8,421 |
Logitech International SA (Reg.) (a) | 7,300,000 | | 114,859 |
NCR Corp. (a) | 10,000 | | 137 |
Pegatron Corp. (a) | 9,043,700 | | 10,461 |
Pinnacle Technology Holdings Ltd. | 700,000 | | 465 |
Rimage Corp. (a)(e) | 939,534 | | 15,859 |
Roland DG Corp. | 210,000 | | 2,748 |
Seagate Technology (a) | 15,000,000 | | 188,250 |
Super Micro Computer, Inc. (a)(e) | 2,329,810 | | 33,642 |
TPV Technology Ltd. | 52,500,000 | | 33,186 |
Western Digital Corp. (a) | 900,000 | | 23,751 |
Xyratex Ltd. (a)(e) | 2,899,990 | | 37,671 |
| | 587,501 |
Electronic Equipment & Components - 3.9% |
A&D Co. Ltd. (a)(e) | 1,650,000 | | 8,152 |
Beijer Electronics AB | 40,000 | | 765 |
CNB Technology, Inc. | 110,000 | | 670 |
CPI International, Inc. (a) | 618,974 | | 8,709 |
Daktronics, Inc. (d) | 1,200,000 | | 10,224 |
Delta Electronics PCL (For. Reg.) | 25,000,000 | | 20,292 |
Elec & Eltek International Co. Ltd. | 1,300,000 | | 3,835 |
Elematec Corp. (e) | 1,670,000 | | 19,478 |
Excel Co. Ltd. (e) | 909,800 | | 10,590 |
Fabrinet (a) | 50,000 | | 508 |
Hon Hai Precision Industry Co. Ltd. (Foxconn) | 81,000,993 | | 326,663 |
Huan Hsin Holdings Ltd. (a) | 7,200,000 | | 1,694 |
Image Sensing Systems, Inc. (a)(e) | 350,000 | | 4,214 |
Ingram Micro, Inc. Class A (a) | 500,000 | | 8,265 |
Insight Enterprises, Inc. (a) | 1,681,338 | | 24,497 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Electronic Equipment & Components - continued |
INTOPS Co. Ltd. (e) | 859,900 | | $ 14,650 |
Jurong Technologies Industrial Corp. Ltd. (a) | 29,873,347 | | 0 |
Kingboard Chemical Holdings Ltd. | 41,000,000 | | 189,759 |
Kingboard Chemical Holdings Ltd. warrants 10/31/12 (a) | 4,100,000 | | 1,631 |
Kingboard Laminates Holdings Ltd. | 9,000,000 | | 8,933 |
KITAGAWA INDUSTRIES CO., LTD. | 100,000 | | 937 |
Mesa Laboratories, Inc. (e) | 317,500 | | 7,604 |
Muramoto Electronic Thailand PCL (For. Reg.) | 1,700,000 | | 10,250 |
Nippo Ltd. | 432,000 | | 2,624 |
Orbotech Ltd. (a)(e) | 2,449,985 | | 26,999 |
Renishaw PLC | 400,000 | | 5,213 |
Rofin-Sinar Technologies, Inc. (a) | 125,000 | | 2,633 |
ScanSource, Inc. (a)(e) | 2,113,033 | | 58,277 |
SED International Holdings, Inc. (a)(e) | 475,000 | | 1,235 |
Shibaura Electronics Co. Ltd. (e) | 706,000 | | 11,355 |
Shinko Shoji Co. Ltd. | 20,000 | | 176 |
Sigmatron International, Inc. (a)(e) | 381,880 | | 2,032 |
SMART Modular Technologies (WWH), Inc. (a)(e) | 6,200,284 | | 33,544 |
Spectrum Control, Inc. (a)(e) | 942,596 | | 14,224 |
SYNNEX Corp. (a)(e) | 3,456,470 | | 91,216 |
Taitron Components, Inc. Class A (sub. vtg.) (a) | 359,023 | | 413 |
Tomen Electronics Corp. (e) | 1,492,400 | | 17,596 |
Venture Corp. Ltd. (e) | 23,250,000 | | 156,436 |
VST Holdings Ltd. | 40,000,000 | | 12,771 |
Winland Electronics, Inc. (a)(e) | 337,600 | | 257 |
Wireless Telecom Group, Inc. (a)(e) | 1,767,712 | | 1,308 |
XAC Automation Corp. (e) | 5,500,000 | | 6,242 |
| | 1,126,871 |
Internet Software & Services - 1.1% |
AhnLab, Inc. | 200,000 | | 3,331 |
Artificial Life, Inc. (a) | 100,000 | | 91 |
Daou Technology, Inc. | 1,581,290 | | 9,827 |
DivX, Inc. (a) | 55,429 | | 422 |
eBay, Inc. (a) | 8,350,007 | | 174,599 |
j2 Global Communications, Inc. (a)(e) | 3,763,840 | | 88,563 |
Jorudan Co. Ltd. | 115,000 | | 1,018 |
Meetic | 1,000 | | 28 |
Melbourne IT Ltd. | 2,050,000 | | 3,932 |
Monster Worldwide, Inc. (a)(d) | 1,300,043 | | 17,837 |
NetGem SA | 700,000 | | 2,783 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Internet Software & Services - continued |
Perficient, Inc. (a) | 200,000 | | $ 1,730 |
Rentabiliweb Group SA | 10,000 | | 85 |
Softbank Technology Corp. (e) | 640,000 | | 4,932 |
UANGEL Corp. (e) | 1,200,000 | | 4,860 |
United Internet AG | 50,000 | | 619 |
| | 314,657 |
IT Services - 3.0% |
Accenture PLC Class A | 500,000 | | 19,820 |
ALTEN | 530,000 | | 15,577 |
Amdocs Ltd. (a) | 8,000,000 | | 218,640 |
Argo Graphics, Inc. | 515,000 | | 5,721 |
Calian Technologies Ltd. (e) | 778,500 | | 13,632 |
Computer Services, Inc. | 160,000 | | 3,400 |
Convergys Corp. (a) | 2,499,970 | | 27,925 |
CSE Global Ltd. (e) | 39,855,000 | | 28,135 |
EOH Holdings Ltd. | 3,300,000 | | 5,112 |
Groupe Steria SCA | 1,005 | | 27 |
Heartland Payment Systems, Inc. (e) | 2,650,023 | | 41,817 |
HIQ International AB | 900,000 | | 3,965 |
Indra Sistemas SA (d)(e) | 10,350,000 | | 169,160 |
Know IT AB (e) | 925,000 | | 7,144 |
Mastek Ltd. (e) | 2,025,000 | | 11,403 |
Matsushita Electric Works Information Systems Co. Ltd. | 350,000 | | 9,027 |
NeuStar, Inc. Class A (a) | 350,000 | | 8,131 |
Patni Computer Systems Ltd. sponsored ADR | 1,950,000 | | 43,037 |
Rolta India Ltd. | 500,000 | | 1,823 |
SAIC, Inc. (a) | 50,000 | | 832 |
SinoCom Software Group Ltd. (e) | 68,316,000 | | 10,378 |
Softcreate Co., Ltd. | 55,000 | | 580 |
Syntel, Inc. | 375,000 | | 15,473 |
The Western Union Co. | 100,000 | | 1,623 |
Total System Services, Inc. (e) | 13,150,606 | | 196,076 |
Wright Express Corp. (a) | 10,000 | | 350 |
| | 858,808 |
Office Electronics - 0.3% |
Xerox Corp. | 10,000,000 | | 97,400 |
Semiconductors & Semiconductor Equipment - 0.8% |
Axcelis Technologies, Inc. (a) | 4,999,957 | | 8,350 |
Axell Corp. (d) | 590,000 | | 19,661 |
Diodes, Inc. (a)(e) | 3,700,253 | | 65,420 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Semiconductors & Semiconductor Equipment - continued |
ELMOS Semiconductor AG (a)(d)(e) | 1,175,000 | | $ 12,533 |
Gennum Corp. (e) | 2,734,980 | | 18,864 |
KEC Holdings Co. Ltd. (e) | 1,399,999 | | 2,285 |
Lasertec Corp. | 335,000 | | 4,070 |
Leeno Industrial, Inc. | 200,000 | | 2,342 |
Melexis NV (a)(e) | 3,300,000 | | 41,290 |
Miraial Co. Ltd. | 150,000 | | 4,044 |
Nextchip Co. Ltd. | 129,981 | | 1,841 |
Novatek Microelectronics Corp. | 1,100,000 | | 2,913 |
Photronics, Inc. (a) | 1,100,010 | | 4,972 |
Powertech Technology, Inc. | 5,000,000 | | 15,318 |
Sunplus Technology Co. Ltd. (a) | 7,000,000 | | 5,219 |
Telechips, Inc. (e) | 1,057,600 | | 6,867 |
Trio-Tech International (a)(e) | 322,543 | | 1,293 |
UKC Holdings Corp. (e) | 925,000 | | 12,576 |
Varitronix International Ltd. (e) | 32,340,000 | | 9,992 |
Y. A. C. Co., Ltd. | 300,000 | | 2,721 |
| | 242,571 |
Software - 3.1% |
ANSYS, Inc. (a)(e) | 5,100,000 | | 229,245 |
Aveva Group PLC | 35,000 | | 730 |
ClickSoftware Technologies Ltd. (a) | 75,000 | | 435 |
Cybernet Systems Co. Ltd. (e) | 20,500 | | 6,540 |
DMX Technologies Group Ltd. (a) | 4,000,000 | | 1,029 |
DTS Corp. | 200,000 | | 2,381 |
ebix.com, Inc. (a)(d)(e) | 1,760,015 | | 29,234 |
Epicor Software Corp. (a) | 1,860,328 | | 14,399 |
Exact Holdings NV | 725,000 | | 16,858 |
Geodesic Ltd. | 3,750,000 | | 7,122 |
Hudson Soft Co. Ltd. | 700,000 | | 2,397 |
ICT Automatisering NV (a)(e) | 874,000 | | 4,729 |
IGE + XAO SA | 15,000 | | 430 |
Infomedia Ltd. | 1,200,000 | | 277 |
Jack Henry & Associates, Inc. | 1,800,432 | | 45,731 |
KSK Co., Ltd. (e) | 434,700 | | 3,420 |
MICROS Systems, Inc. (a) | 400,295 | | 14,323 |
MicroStrategy, Inc. Class A (a) | 40,000 | | 3,320 |
Net 1 UEPS Technologies, Inc. (a) | 550,000 | | 8,003 |
NSD Co. Ltd. | 250,000 | | 2,708 |
Nucleus Software Exports Ltd. | 1,050,000 | | 3,217 |
Common Stocks - continued |
| Shares | | Value (000s) |
INFORMATION TECHNOLOGY - continued |
Software - continued |
Oracle Corp. | 17,000,000 | | $ 401,880 |
Pervasive Software, Inc. (a) | 389,813 | | 1,871 |
Pro-Ship, Inc. | 50,000 | | 751 |
Progress Software Corp. (a)(e) | 2,200,282 | | 65,788 |
Sage Group PLC | 100,000 | | 375 |
Shanda Games Ltd. sponsored ADR | 250,042 | | 1,658 |
Societe Pour L'Informatique Industrielle SA (d) | 836,022 | | 4,740 |
Springsoft, Inc. | 10,000,922 | | 9,755 |
SWORD Group | 158,618 | | 5,323 |
Vasco Data Security International, Inc. (a) | 825,466 | | 5,258 |
VIC Tokai Corp. | 25,000 | | 208 |
| | 894,135 |
TOTAL INFORMATION TECHNOLOGY | | 4,374,652 |
MATERIALS - 4.2% |
Chemicals - 2.4% |
Aditya Birla Chemicals India Ltd. | 1,065,901 | | 2,313 |
American Vanguard Corp. | 1,250,005 | | 10,688 |
Aronkasei Co. Ltd. | 483,000 | | 1,900 |
C. Uyemura & Co. Ltd. (e) | 626,200 | | 27,497 |
Chase Corp. (e) | 853,155 | | 11,995 |
Core Molding Technologies, Inc. (a) | 314,306 | | 1,763 |
Cytec Industries, Inc. | 1,300,000 | | 64,896 |
Deepak Fertilisers and Petrochemicals Corp. Ltd. (e) | 5,200,000 | | 16,440 |
Deepak Nitrite Ltd. | 350,027 | | 1,525 |
Dongbu Fine Chemical Co. Ltd. | 100,000 | | 1,408 |
EcoGreen Fine Chemical Group Ltd. (e) | 41,738,000 | | 11,445 |
FMC Corp. | 2,000,000 | | 124,980 |
Fujikura Kasei Co., Ltd. (e) | 2,889,700 | | 17,754 |
Gujarat Narmada Valley Fertilizers Co. | 2,000,000 | | 4,950 |
Gujarat State Fertilizers & Chemicals Ltd. | 1,400,000 | | 8,631 |
Honshu Chemical Industry Co., Ltd. (e) | 700,000 | | 3,645 |
Innospec, Inc. (a)(e) | 2,024,985 | | 22,275 |
KPC Holdings Corp. | 43,478 | | 1,937 |
Kpx Chemical Co. Ltd. | 163,083 | | 6,853 |
Methanex Corp. | 750,300 | | 16,853 |
Miwon Commercial Co. Ltd. | 20,850 | | 1,604 |
Muto Seiko Co. Ltd. | 150,000 | | 1,644 |
OM Group, Inc. (a)(e) | 2,269,800 | | 61,285 |
SK Kaken Co. Ltd. | 250,000 | | 6,798 |
Common Stocks - continued |
| Shares | | Value (000s) |
MATERIALS - continued |
Chemicals - continued |
Soken Chemical & Engineer Co. Ltd. (e) | 805,000 | | $ 13,022 |
T&K Toka Co. Ltd. | 350,000 | | 4,418 |
Thai Carbon Black PCL (For. Reg.) | 11,200,000 | | 11,602 |
Thai Rayon PCL (For. Reg.) | 3,000,000 | | 6,702 |
Yara International ASA | 5,200,000 | | 196,065 |
Yip's Chemical Holdings Ltd. (e) | 34,002,000 | | 34,407 |
| | 697,295 |
Construction Materials - 0.1% |
Brampton Brick Ltd. Class A (sub. vtg.) (a) | 850,700 | | 4,552 |
Mitani Sekisan Co. Ltd. | 944,600 | | 5,454 |
Titan Cement Co. SA (Reg.) | 550,000 | | 11,806 |
| | 21,812 |
Containers & Packaging - 0.4% |
Chuoh Pack Industry Co. Ltd. | 221,000 | | 1,816 |
Kohsoku Corp. (e) | 1,721,800 | | 14,225 |
Silgan Holdings, Inc. | 2,600,000 | | 73,892 |
Starlite Holdings Ltd. | 3,000,000 | | 197 |
The Pack Corp. (e) | 1,625,000 | | 30,723 |
Vidrala SA | 69,316 | | 1,689 |
| | 122,542 |
Metals & Mining - 1.3% |
Avocet Mining PLC (a) | 1,250,000 | | 2,416 |
Blue Earth Refineries, Inc. | 274,309 | | 244 |
Chubu Steel Plate Co. Ltd. | 50,000 | | 283 |
Commercial Metals Co. | 400,000 | | 5,756 |
Compania de Minas Buenaventura SA sponsored ADR | 3,000,000 | | 115,830 |
Gerdau SA sponsored ADR | 3,500,000 | | 51,240 |
Horsehead Holding Corp. (a)(e) | 2,650,000 | | 20,299 |
HudBay Minerals, Inc. (a) | 5,000,000 | | 62,357 |
Industrias Penoles SA de CV | 2,200,000 | | 45,973 |
Korea Steel Shapes Co. Ltd. | 42,000 | | 2,077 |
Orosur Mining, Inc. (a) | 1,515,000 | | 442 |
Orvana Minerals Corp. (a) | 2,300,000 | | 3,311 |
Pacific Metals Co. Ltd. (d) | 1,250,000 | | 8,982 |
Sherritt International Corp. | 1,250,000 | | 8,281 |
Synalloy Corp. | 300,013 | | 2,775 |
Tohoku Steel Co. Ltd. (e) | 595,000 | | 5,645 |
Tokyo Kohtetsu Co. Ltd. | 54,600 | | 291 |
Tokyo Tekko Co. Ltd. (e) | 4,600,000 | | 11,231 |
Universal Stainless & Alloy Products, Inc. (a)(e) | 424,587 | | 9,689 |
Common Stocks - continued |
| Shares | | Value (000s) |
MATERIALS - continued |
Metals & Mining - continued |
Webco Industries, Inc. (a) | 9,122 | | $ 575 |
Yamato Kogyo Co. Ltd. | 250,000 | | 6,098 |
| | 363,795 |
Paper & Forest Products - 0.0% |
Gunns Ltd. | 750,000 | | 465 |
Stella-Jones, Inc. | 200,000 | | 5,363 |
| | 5,828 |
TOTAL MATERIALS | | 1,211,272 |
TELECOMMUNICATION SERVICES - 0.3% |
Diversified Telecommunication Services - 0.2% |
Atlantic Tele-Network, Inc. (e) | 1,338,800 | | 59,858 |
Wireless Telecommunication Services - 0.1% |
Okinawa Cellular Telephone Co. | 209 | | 413 |
SK Telecom Co. Ltd. sponsored ADR (d) | 1,900,000 | | 31,122 |
| | 31,535 |
TOTAL TELECOMMUNICATION SERVICES | | 91,393 |
UTILITIES - 0.5% |
Electric Utilities - 0.2% |
Allegheny Energy, Inc. | 3,000,000 | | 68,400 |
Gas Utilities - 0.1% |
Hokuriku Gas Co. | 1,600,000 | | 4,202 |
Keiyo Gas Co. Ltd. | 606,000 | | 2,489 |
KyungDong City Gas Co. Ltd. | 139,700 | | 4,973 |
Otaki Gas Co. Ltd. | 700,000 | | 3,402 |
UGI Corp. | 200,000 | | 5,392 |
| | 20,458 |
Independent Power Producers & Energy Traders - 0.2% |
Constellation Energy Group, Inc. | 1,000,033 | | 31,601 |
Mega First Corp. Bhd (e) | 17,160,300 | | 9,001 |
| | 40,602 |
TOTAL UTILITIES | | 129,460 |
TOTAL COMMON STOCKS (Cost $19,876,421) | 25,595,935 |
Preferred Stocks - 0.4% |
| Shares | | Value (000s) |
Convertible Preferred Stocks - 0.4% |
CONSUMER DISCRETIONARY - 0.3% |
Auto Components - 0.3% |
Johnson Controls, Inc. 11.50% | 500,000 | | $ 85,000 |
FINANCIALS - 0.1% |
Commercial Banks - 0.1% |
East West Bancorp, Inc. Series A, 8.00% | 3,195 | | 3,918 |
Oriental Financial Group, Inc. Series C (g) | 16,885 | | 14,326 |
| | 18,244 |
Insurance - 0.0% |
Hartford Financial Services Group, Inc. Series F 7.25% | 516,600 | | 12,615 |
TOTAL FINANCIALS | | 30,859 |
TOTAL CONVERTIBLE PREFERRED STOCKS | | 115,859 |
Nonconvertible Preferred Stocks - 0.0% |
CONSUMER STAPLES - 0.0% |
Beverages - 0.0% |
Hite Holdings Co. Ltd. | 40,494 | | 582 |
Food Products - 0.0% |
Nam Yang Dairy Products | 4,917 | | 948 |
TOTAL CONSUMER STAPLES | | 1,530 |
HEALTH CARE - 0.0% |
Pharmaceuticals - 0.0% |
Pacific Pharmaceutical Co. Ltd. | 9,230 | | 211 |
MATERIALS - 0.0% |
Construction Materials - 0.0% |
Buzzi Unicem SpA (Risparmio Shares) | 600,000 | | 3,810 |
TOTAL NONCONVERTIBLE PREFERRED STOCKS | | 5,551 |
TOTAL PREFERRED STOCKS (Cost $64,074) | 121,410 |
Convertible Bonds - 0.2% |
| Principal Amount (000s) | | Value (000s) |
ENERGY - 0.1% |
Oil, Gas & Consumable Fuels - 0.1% |
USEC, Inc. 3% 10/1/14 | | $ 37,150 | | $ 29,378 |
INDUSTRIALS - 0.1% |
Industrial Conglomerates - 0.1% |
Textron, Inc. 4.5% 5/1/13 | | 8,170 | | 14,047 |
TOTAL CONVERTIBLE BONDS (Cost $42,571) | 43,425 |
Money Market Funds - 11.5% |
| Shares | | |
Fidelity Cash Central Fund, 0.24% (b) | 2,989,039,992 | | 2,989,040 |
Fidelity Securities Lending Cash Central Fund, 0.27% (b)(c) | 337,644,719 | | 337,645 |
TOTAL MONEY MARKET FUNDS (Cost $3,326,685) | 3,326,685 |
Cash Equivalents - 0.0% |
| Maturity Amount (000s) | | |
Investments in repurchase agreements in a joint trading account at 0.21%, dated 7/30/10 due 8/2/10 (Collateralized by U.S. Government Obligations) # (Cost $10,249) | $ 10,249 | | 10,249 |
TOTAL INVESTMENT PORTFOLIO - 100.7% (Cost $23,320,000) | | 29,097,704 |
NET OTHER ASSETS (LIABILITIES) - (0.7)% | | (203,066) |
NET ASSETS - 100% | $ 28,894,638 |
Legend |
(a) Non-income producing |
(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. |
(c) Investment made with cash collateral received from securities on loan. |
(d) Security or a portion of the security is on loan at period end. |
(e) Affiliated company |
(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $10,117,000 or 0.0% of net assets. |
(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $19,826,000 or 0.1% of net assets. |
Additional information on each holding is as follows: |
Security | Acquisition Date | Acquisition Cost (000s) |
Oriental Financial Group, Inc.Series C | 4/29/10 | $ 16,885 |
Vitran Corp., Inc. | 9/17/09 | $ 4,250 |
# Additional information on each counterparty to the repurchase agreement is as follows: |
Repurchase Agreement / Counterparty | Value (Amounts in thousands) |
$10,249,000 due 8/02/10 at 0.21% |
BNP Paribas Securities Corp. | $ 4,095 |
Banc of America Securities LLC | 1,549 |
Barclays Capital, Inc. | 4,605 |
| $ 10,249 |
Affiliated Central Funds |
Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows: |
Fund | Income earned (Amounts in thousands) |
Fidelity Cash Central Fund | $ 6,311 |
Fidelity Securities Lending Cash Central Fund | 11,748 |
Total | $ 18,059 |
Other Affiliated Issuers |
An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows: |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
A&D Co. Ltd. | $ 10,352 | $ - | $ 564 | $ - | $ 8,152 |
Abbey PLC | 21,806 | - | - | - | 20,393 |
Abercrombie & Fitch Co. Class A | 248,840 | 17,083 | 12,085 | 6,189 | 329,874 |
Adams Resources & Energy, Inc. | 6,494 | - | - | 211 | 8,856 |
Advocat, Inc. | 1,039 | 1,128 | - | 134 | 2,662 |
Air T, Inc. | 760 | 1,856 | - | 76 | 2,457 |
AJIS Co. Ltd. | 9,246 | - | - | 198 | 6,926 |
Alabama Aircraft Industries, Inc. | 294 | - | - | - | 289 |
Alps Logistics Co. Ltd. | 14,757 | - | - | 611 | 17,651 |
Amedisys, Inc. | 56,111 | 44,847 | 911 | - | 75,024 |
American HomePatient, Inc. | 521 | - | 418 | - | 677 |
AMERIGROUP Corp. | 115,872 | 7,045 | - | - | 178,334 |
AmSurg Corp. | 48,519 | - | - | - | 43,107 |
ANSYS, Inc. | 162,552 | - | 4,447 | - | 229,245 |
AOC Holdings, Inc. | 55,113 | 754 | 821 | - | 27,634 |
Arctic Cat, Inc. | 7,518 | - | - | - | 12,143 |
ARK Restaurants Corp. | 4,444 | - | - | 610 | 4,517 |
Arrhythmia Research Technology, Inc. | 959 | - | - | 16 | 1,355 |
Arts Optical International Holdings Ltd. | 3,613 | 4,153 | - | 255 | 9,443 |
ASTI Corp. | 4,625 | - | - | 171 | 5,355 |
Atlantic Tele-Network, Inc. | 56,136 | - | - | 1,072 | 59,858 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Axcelis Technologies, Inc. | $ 5,680 | $ - | $ 9,502 | $ - | $ - |
Axis Capital Holdings Ltd. | 219,241 | 6,547 | - | 6,451 | 247,022 |
AZZ, Inc. | 43,013 | - | - | 833 | 48,318 |
Barratt Developments PLC | 83,406 | 163,146 | - | - | 126,805 |
Basic Energy Services, Inc. | 27,338 | - | 12,914 | - | 24,362 |
Bed Bath & Beyond, Inc. | 527,181 | - | 327,790 | - | - |
Belc Co. Ltd. | 15,371 | 3,069 | - | 565 | 21,168 |
Belluna Co. Ltd. | 16,592 | 5,579 | - | 645 | 24,489 |
Bellway PLC | 92,404 | - | - | 1,092 | 68,394 |
Benihana, Inc. | 4,570 | 576 | - | - | 4,400 |
Black Box Corp. | 54,419 | - | - | 475 | 60,302 |
Blyth, Inc. | 37,716 | - | - | 1,067 | 35,156 |
Brinker International, Inc. | 143,936 | 23,601 | - | 4,683 | 161,255 |
Bristow Group, Inc. | 86,060 | - | 32,329 | - | - |
C. Uyemura & Co. Ltd. | 27,085 | 42 | - | 346 | 27,497 |
CAE, Inc. | 92,252 | 2,830 | 25,669 | 1,394 | - |
Calian Technologies Ltd. | 11,025 | 1,395 | - | 1,067 | 13,632 |
Career Education Corp. | 119,184 | 5,253 | 21,078 | - | 112,378 |
Cascade Corp. | 26,527 | 222 | 4,458 | 94 | 37,301 |
Cathay General Bancorp | 21,888 | 15,582 | - | 138 | 48,510 |
CE Franklin Ltd. | 4,115 | 4,112 | - | - | 9,036 |
CEC Entertainment, Inc. | 66,362 | - | 3,892 | - | 75,539 |
Center Financial Corp. | 447 | 7,800 | - | - | 11,223 |
Chase Corp. | 9,914 | - | - | 171 | 11,995 |
Chime Communications PLC | 5,413 | 5,158 | - | 287 | 11,617 |
Chimney Co. Ltd. | 15,869 | - | 21,873 | - | - |
CKD Corp. | 30,753 | 257 | 4,248 | 361 | 36,338 |
ClearOne Communications, Inc. | 2,831 | - | - | - | 3,032 |
Clip Corp. | 2,433 | 383 | - | 99 | 2,676 |
Columbus McKinnon Corp. (NY Shares) | 16,591 | 1,207 | - | - | 19,504 |
Cosmos Pharmaceutical Corp. | 11,126 | 27,762 | - | 309 | 46,118 |
Cossette, Inc. (sub. vtg.) | 4,865 | - | 8,053 | - | - |
Coventry Health Care, Inc. | 330,602 | 4,663 | - | - | 289,015 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
CRA International, Inc. | $ 9,426 | $ 8,387 | $ 2,004 | $ - | $ 12,492 |
Craftmade International, Inc. | 1,664 | - | - | - | 3,278 |
Create SD Holdings Co. Ltd. | 22,426 | 19,063 | - | 795 | 42,372 |
CSE Global Ltd. | 17,583 | 1,701 | - | 1,016 | 28,135 |
Cybernet Systems Co. Ltd. | 8,255 | - | - | 290 | 6,540 |
Cytec Industries, Inc. | 118,289 | - | 158,208 | 219 | - |
D.R. Horton, Inc. | 281,637 | - | - | 3,644 | 267,786 |
Daewon Pharmaceutical Co. Ltd. | - | 6,934 | - | - | 6,931 |
Daiichi Kensetsu Corp. | 9,650 | 2,588 | - | 235 | 13,283 |
Daktronics, Inc. | 16,132 | 4,020 | 10,428 | 194 | - |
Dataram Corp. | 1,254 | - | 3,310 | - | - |
DCC PLC (Ireland) | 176,375 | 1,414 | - | 7,361 | 204,161 |
Decorator Industries, Inc. | 144 | - | 158 | - | - |
Deepak Fertilisers and Petrochemicals Corp. Ltd. | 2,594 | 7,624 | - | 502 | 16,440 |
Delta Apparel, Inc. | 7,264 | - | 105 | - | 12,587 |
Deswell Industries, Inc. | 2,542 | 575 | - | 134 | 3,327 |
Diodes, Inc. | 75,409 | - | 8,836 | - | 65,420 |
Ditech Networks, Inc. | 4,398 | - | 1,704 | - | 2,684 |
Divestco, Inc. | 2,059 | 5 | - | - | 3,349 |
DivX, Inc. | 11,664 | - | 13,863 | - | - |
Dongyang Engineering & Construction Corp. | 1,905 | 1,242 | - | 66 | 2,068 |
Dorel Industries, Inc. Class B (sub. vtg.) | 8,470 | 54,538 | - | 639 | 75,260 |
East West Bancorp, Inc. | 49,826 | - | 20,150 | 195 | - |
ebix.com, Inc. | 17,422 | 7,786 | - | - | 29,234 |
EcoGreen Fine Chemical Group Ltd. | 4,831 | 5,467 | - | 189 | 11,445 |
Edge Petroleum Corp. | 1,189 | - | 273 | - | - |
Educational Development Corp. | 1,685 | 81 | - | 148 | 2,074 |
Elematec Corp. | 14,185 | 5,288 | - | 420 | 19,478 |
ELMOS Semiconductor AG | 2,309 | 5,336 | 1,245 | - | 12,533 |
EuroBancshares, Inc. | 2,304 | - | 442 | - | - |
Exactech, Inc. | 10,082 | - | 157 | - | 11,046 |
Excel Co. Ltd. | 9,703 | - | - | 278 | 10,590 |
Farstad Shipping ASA | 49,128 | 3,980 | - | 921 | 67,630 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Federal Screw Works | $ 300 | $ - | $ - | $ - | $ 443 |
First Bancorp, Puerto Rico | 22,630 | - | 2,843 | - | - |
Folli Follie SA | 19,723 | 20,262 | - | - | 43,160 |
Food Empire Holdings Ltd. | 9,703 | 1,522 | - | 386 | 13,226 |
Footstar, Inc. | 2,036 | - | 2,074 | - | - |
Foremost Income Fund | 7,797 | 3,108 | - | 683 | 12,081 |
Fornix Biosciences NV | 4,739 | 112 | - | 1,986 | 2,817 |
Fossil, Inc. | 175,455 | - | 2,524 | - | 261,360 |
Fresh Del Monte Produce, Inc. | 136,065 | 98 | - | - | 132,540 |
Fujikura Kasei Co., Ltd. | 14,194 | 1,088 | - | 396 | 17,754 |
Fursys, Inc. | 5,349 | 9,240 | - | 176 | 15,635 |
Fyffes PLC (Ireland) | 542 | 19,660 | - | 524 | 15,484 |
Gennum Corp. | 7,186 | 3,441 | - | 301 | 18,864 |
Gildan Activewear, Inc. | 200,895 | - | 15,759 | - | 353,855 |
Glentel, Inc. | 8,147 | 3,947 | - | 498 | 15,891 |
Goodfellow, Inc. | 5,950 | - | - | 634 | 9,204 |
Greenbrier Companies, Inc. | 15,473 | - | 9,186 | - | - |
Group 1 Automotive, Inc. | 42,717 | 8,997 | 290 | - | 49,896 |
Gulliver International Co. Ltd. | 61,705 | - | 3,412 | 786 | 49,176 |
Halows Co. Ltd. | 6,208 | 2,655 | - | 117 | 9,822 |
Hampshire Group Ltd. | 2,530 | - | - | - | 4,186 |
Handsome Co. Ltd. | 23,610 | - | - | 418 | 33,677 |
Hankook Shell Oil Co. Ltd. | 5,465 | - | 744 | 1,114 | 10,387 |
Hardinge, Inc. | 1,221 | 1,547 | - | 11 | 5,129 |
Health Net, Inc. | 89,298 | 1,597 | 5,154 | - | 153,075 |
Healthspring, Inc. | 33,495 | 36,882 | - | - | 90,240 |
Healthways, Inc. | 21,299 | 3,909 | - | - | 24,432 |
Heartland Payment Systems, Inc. | 20,467 | 8,955 | - | 101 | 41,817 |
Helen of Troy Ltd. | 65,565 | 1,326 | 4,939 | - | 67,807 |
Henry Boot PLC | 13,230 | - | - | 416 | 15,208 |
Hitachi Systems & Services Ltd. | 32,157 | - | 32,076 | - | - |
Honeys Co. Ltd. | 4,447 | 9,628 | - | 192 | 31,038 |
Honshu Chemical Industry Co., Ltd. | 1,741 | 1,329 | - | 63 | 3,645 |
Hornbeck Offshore Services, Inc. | - | 26,802 | - | - | 22,299 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Horsehead Holding Corp. | $ 31,001 | $ - | $ 2,797 | $ - | $ 20,299 |
Hoshiiryou Sanki Co. Ltd. | 1,181 | 3,676 | - | 61 | 5,419 |
HTL International Holdings Ltd. | 3,961 | 916 | - | 1,043 | 13,084 |
Hurco Companies, Inc. | 12,532 | 32 | - | - | 10,858 |
Hutech Norin Co. Ltd. | 8,704 | - | - | 243 | 8,828 |
Hwacheon Machine Tool Co. Ltd. | 867 | 5,159 | - | 112 | 6,805 |
ICT Automatisering NV | 5,045 | - | - | - | 4,729 |
Ildong Pharmaceutical Co. Ltd. | 6,725 | 5,869 | - | 331 | 15,483 |
Image Sensing Systems, Inc. | - | 4,283 | - | - | 4,214 |
IMS Health, Inc. | 129,000 | 5,981 | 242,502 | 660 | - |
Indra Sistemas SA | 26,889 | 176,331 | - | 6,548 | 169,160 |
Innospec, Inc. | 25,588 | - | 1,324 | - | 22,275 |
Inoue Kinzoku Kogyo Co. Ltd. | 5,146 | - | - | 82 | 3,731 |
Insteel Industries, Inc. | 3,057 | 7,019 | - | 74 | 9,458 |
Intage, Inc. | 17,393 | 1,217 | - | 523 | 20,265 |
Intelligent Digital Integrated Security Co., Ltd. | 9,262 | 2,902 | - | 143 | 12,610 |
Inter Parfums, Inc. | 22,946 | - | 5,309 | 386 | 32,283 |
Intest Corp. | 154 | 34 | 3,392 | - | - |
INTOPS Co. Ltd. | 14,523 | - | - | 395 | 14,650 |
INZI Controls Co. Ltd. | 4,953 | - | - | 109 | 5,524 |
IPC Holdings Ltd. | 89,699 | - | 97,080 | 682 | - |
Isewan Terminal Service Co. Ltd. | 7,570 | 77 | - | 275 | 6,779 |
j2 Global Communications, Inc. | 88,810 | 1,384 | - | - | 88,563 |
Jack in the Box, Inc. | 138,606 | - | - | - | 135,518 |
Jackson Hewitt Tax Service, Inc. | 13,008 | 128 | - | - | 2,409 |
JAKKS Pacific, Inc. | 32,205 | - | - | - | 44,076 |
Jaya Holdings Ltd. | 24,076 | 164 | - | - | 33,957 |
JLM Couture, Inc. | 112 | - | - | - | 296 |
Jos. A. Bank Clothiers, Inc. | 66,777 | - | - | - | 107,091 |
Jumbo SA | 40,342 | 41,709 | - | 1,763 | 59,628 |
KEC Holdings Co. Ltd. | 1,281 | - | 578 | 32 | 2,285 |
Knoll, Inc. | 20,559 | 26,030 | - | 328 | 65,717 |
Know IT AB | 242 | 7,314 | - | 124 | 7,144 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Kohsoku Corp. | $ 8,123 | $ 3,810 | $ - | $ 232 | $ 14,225 |
Kondotec, Inc. | 3,208 | 3,065 | - | 195 | 6,908 |
Korea Electric Terminal Co. Ltd. | 10,505 | - | - | 148 | 11,541 |
Korea Information Service, Inc. | - | 4,260 | - | - | 4,677 |
KSK Co., Ltd. | 1,192 | 1,412 | - | 35 | 3,420 |
KunWha Pharmaceutical Co., Ltd. | 3,535 | - | - | 139 | 3,325 |
Kyeryong Construction Industrial Co. Ltd. | 12,046 | 4,061 | - | 188 | 10,684 |
Kyoto Kimono Yuzen Co. Ltd. | 2,506 | 7,733 | - | 301 | 10,797 |
LifePoint Hospitals, Inc. | 156,996 | - | 91,196 | - | 95,821 |
Lincare Holdings, Inc. | 250,019 | - | 26,487 | 2,691 | 319,656 |
M/I Homes, Inc. | 23,679 | - | - | - | 19,026 |
Maine & Maritimes Corp. | 3,625 | - | 4,004 | 11 | - |
MAIR Holdings, Inc. | 0 | - | - | - | 0 |
MarineMax, Inc. | 6,700 | 3,054 | - | - | 10,833 |
Maruzen Co., Ltd. | 4,077 | 2,615 | - | 140 | 7,313 |
Mastek Ltd. | - | 16,219 | 29 | 48 | 11,403 |
McCormick & Schmick's Seafood Restaurants | 8,396 | 35 | - | - | 8,613 |
Medical Action Industries, Inc. | 19,587 | 2,884 | 2,348 | - | 22,390 |
Mega First Corp. Bhd | 376 | 7,486 | - | 181 | 9,001 |
Melexis NV | 23,391 | 1,149 | 284 | - | 41,290 |
Mesa Laboratories, Inc. | 6,985 | - | - | 137 | 7,604 |
Metro, Inc. Class A (sub. vtg.) | 341,463 | 865 | - | 5,395 | 467,028 |
Michang Oil Industrial Co. Ltd. | 6,770 | - | - | 286 | 6,785 |
Miller Industries, Inc. | 1,325 | 5,192 | - | 54 | 8,290 |
Molina Healthcare, Inc. | 29,879 | 2,617 | 4,322 | - | 38,753 |
Monarch Casino & Resort, Inc. | 10,310 | 1,299 | 52 | - | 13,845 |
Motonic Corp. | 10,610 | 12,504 | - | 355 | 24,887 |
Movado Group, Inc. | 25,368 | 292 | - | - | 20,499 |
Murakami Corp. | 4,228 | - | 1,250 | 97 | 8,302 |
Nadex Co. Ltd. | 2,864 | 372 | - | 63 | 2,444 |
National Dentex Corp. | 3,817 | - | 9,613 | - | - |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
NBTY, Inc. | $ 167,426 | $ 43,475 | $ 70,132 | $ - | $ 247,896 |
NCI Building Systems, Inc. | 7,909 | - | 5,757 | - | - |
NETGEAR, Inc. | 60,119 | - | - | - | 84,824 |
New Frontier Media, Inc. | 4,094 | - | - | - | 3,178 |
Next PLC | 285,994 | 39,909 | - | 10,458 | 380,200 |
Nishimatsuya Chain Co. Ltd. | 46,042 | 23,234 | - | 1,031 | 64,948 |
NN, Inc. | 2,638 | 123 | - | - | 6,597 |
North Central Bancshares, Inc. | 1,901 | 8 | - | 4 | 2,185 |
North Valley Bancorp | - | 4,750 | - | - | 5,890 |
Nutraceutical International Corp. | 14,237 | - | - | - | 18,010 |
Oil States International, Inc. | 135,169 | - | - | - | 228,970 |
OM Group, Inc. | 74,884 | 1,383 | - | - | 61,285 |
Omnivision Technologies, Inc. | 65,048 | - | 78,630 | - | - |
Optical Cable Corp. | 1,853 | - | - | - | 1,606 |
Orbotech Ltd. | 26,656 | - | - | - | 26,999 |
Oriental Financial Group, Inc. | 16,227 | 2,588 | - | 181 | - |
Oriental Watch Holdings Ltd. | 1,899 | 2,848 | - | 115 | 6,142 |
Ozeki Co. Ltd. | 33,580 | - | 46,981 | - | - |
P&F Industries, Inc. Class A | 592 | - | - | - | 776 |
Pacer International, Inc. | 4,526 | - | - | - | 15,038 |
Pacific Premier Bancorp, Inc. | 526 | 2,691 | - | - | 4,077 |
Pal Co. Ltd. | 11,688 | 4,192 | - | 257 | 32,398 |
Papa John's International, Inc. | 69,877 | - | - | - | 69,657 |
Parker Corp. | 3,621 | 968 | - | 66 | 4,443 |
Patterson Companies, Inc. | 217,335 | - | 147,952 | 860 | - |
Pervasive Software, Inc. | 9,355 | - | 6,946 | - | - |
PetMed Express, Inc. | 45,008 | 2 | - | 972 | 38,680 |
Physicians Formula Holdings, Inc. | 1,863 | 133 | - | - | 4,046 |
Piolax, Inc. | 16,605 | 772 | - | 194 | 19,150 |
Plenus Co. Ltd. | 37,842 | 4,808 | - | 1,185 | 45,705 |
Pomeroy IT Solutions, Inc. | 7,337 | - | 7,975 | - | - |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Prim SA | $ 4,137 | $ 11,770 | $ - | $ 321 | $ 13,450 |
Progress Software Corp. | 55,444 | - | 7,689 | - | 65,788 |
RCM Technologies, Inc. | 2,870 | 85 | - | - | 6,669 |
Red Robin Gourmet Burgers, Inc. | 28,121 | 668 | 181 | - | 32,713 |
Relo Holdings Corp. | 3,535 | 8,238 | - | 258 | 12,676 |
RenaissanceRe Holdings Ltd. | 155,775 | - | - | 3,038 | 177,382 |
Republic Airways Holdings, Inc. | 8,960 | 4,525 | - | - | 15,625 |
ResCare, Inc. | 18,744 | 5,798 | - | - | 17,072 |
Rex American Resources Corp. | 15,400 | - | 1,231 | - | 20,994 |
Richelieu Hardware Ltd. | 20,691 | - | 17,394 | 241 | - |
Rimage Corp. | 14,586 | 1,000 | - | - | 15,859 |
Rocky Brands, Inc. | 1,880 | 2,006 | - | - | 5,898 |
Rocky Mountain Chocolate Factory, Inc. | 4,807 | - | 860 | 227 | 4,740 |
Ross Stores, Inc. | 275,563 | - | - | 3,374 | 329,125 |
Ruby Tuesday, Inc. | 47,663 | - | - | - | 65,122 |
Ruth's Hospitality Group, Inc. | 5,826 | 2,152 | - | - | 9,483 |
Safeway, Inc. | 488,394 | - | 160,236 | 9,820 | - |
Sakai Moving Service Co. Ltd. | 17,803 | - | - | 394 | 16,519 |
Samsung Climate Control Co. Ltd. | 2,014 | 844 | - | 7 | 2,746 |
Sanei-International Co. Ltd. | 2,738 | 14,150 | - | 89 | 16,054 |
ScanSource, Inc. | 65,619 | 3,050 | 8,945 | - | 58,277 |
Secom Techno Service Co. Ltd. | 26,189 | 9,803 | - | 1,174 | 38,974 |
SED International Holdings, Inc. | 384 | - | 12 | - | 1,235 |
Senshu Electric Co. Ltd. | 13,812 | - | - | 216 | 10,634 |
Shibaura Electronics Co. Ltd. | 5,402 | 3,476 | - | 152 | 11,355 |
Shinsegae Engineering & Construction Co. Ltd. | 3,832 | - | - | 112 | 3,244 |
ShoLodge, Inc. | 250 | - | - | - | 75 |
Sigmatron International, Inc. | 783 | - | - | - | 2,032 |
SinoCom Software Group Ltd. | 9,038 | 47 | - | 437 | 10,378 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
SJM Holdings Co. Ltd. | $ 1,154 | $ 1,646 | $ - | $ 160 | $ 2,069 |
SJM Co. Ltd. | - | 3,257 | - | - | 3,974 |
SMART Modular Technologies (WWH), Inc. | 18,371 | 151 | - | - | 33,544 |
Softbank Technology Corp. | 3,934 | 983 | 91 | 100 | 4,932 |
Soken Chemical & Engineer Co. Ltd. | 9,964 | - | - | 284 | 13,022 |
Sonic Corp. | 66,979 | 429 | - | - | 53,821 |
Span-America Medical System, Inc. | 1,193 | 1,128 | - | 176 | 4,253 |
Spectrum Control, Inc. | 11,297 | 220 | 3,166 | - | 14,224 |
Sportscene Group, Inc. Class A | 3,809 | - | - | 194 | 4,669 |
Stanley Furniture Co., Inc. | 11,825 | - | 1,013 | - | 3,736 |
Stantec, Inc. | 64,096 | 1,908 | - | - | 61,824 |
Steiner Leisure Ltd. | 53,273 | - | 1,377 | - | 70,142 |
Step Co. Ltd. | 2,763 | 1,969 | - | 108 | 4,801 |
Strattec Security Corp. | 4,970 | - | - | - | 7,140 |
Strongco Corp. | - | 257 | - | - | 2,766 |
Strongco Income Fund | 2,504 | - | - | - | - |
Sun Hing Vision Group Holdings Ltd. | 1,783 | 7,710 | - | 244 | 10,170 |
Sunjin Co. Ltd. | 5,108 | - | - | - | 6,926 |
Super Micro Computer, Inc. | 21,636 | - | 6,437 | - | 33,642 |
Swift Energy Co. | 60,913 | 9,204 | - | - | 90,765 |
Syneron Medical Ltd. | 16,480 | 16,182 | - | - | 32,847 |
SYNNEX Corp. | 91,162 | 6,806 | - | - | 91,216 |
Tejon Ranch Co. | 19,745 | 4,748 | 166 | - | 21,746 |
Telechips, Inc. | - | 11,996 | - | 60 | 6,867 |
The Men's Wearhouse, Inc. | 27,877 | 35,714 | 2,885 | 479 | 58,380 |
The Pack Corp. | 6,594 | 18,747 | - | 541 | 30,723 |
The PMI Group, Inc. | 20,528 | 21,303 | - | - | 38,775 |
Theragenics Corp. | 4,131 | - | - | - | 3,999 |
Tohoku Steel Co. Ltd. | 6,289 | - | - | 83 | 5,645 |
Tokyo Kisen Co. Ltd. | 5,316 | 44 | - | 201 | 4,432 |
Tokyo Tekko Co. Ltd. | - | 15,077 | - | 330 | 11,231 |
Tomen Electronics Corp. | 17,541 | - | - | 453 | 17,596 |
Total Energy Services, Inc. | 10,798 | - | 1,238 | 280 | 23,153 |
Total System Services, Inc. | 202,290 | 5,466 | 17,181 | 3,745 | 196,076 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Tow Co. Ltd. | $ 2,558 | $ 4,576 | $ - | $ 377 | $ 6,368 |
Trancom Co. Ltd. | 19,915 | - | - | 384 | 18,755 |
Trifast PLC | 3,375 | 219 | - | - | 4,243 |
Trio-Tech International | 774 | - | - | - | 1,293 |
Triple-S Management Corp. | 10,372 | 11,387 | - | - | 24,729 |
Tuesday Morning Corp. | 8,924 | 6,913 | - | - | 15,771 |
Tungtex Holdings Co. Ltd. | 243 | 4,242 | - | 68 | 4,050 |
Twin Disc, Inc. | 3,175 | 2,395 | - | 138 | 7,599 |
UANGEL Corp. | 1,014 | 5,357 | - | 105 | 4,860 |
UKC Holdings Corp. | - | 4,781 | - | 287 | 12,576 |
Uni-Select, Inc. | 38,213 | 8,843 | - | 748 | 53,679 |
Unit Corp. | 114,085 | - | - | - | 147,242 |
United Stationers, Inc. | 60,300 | - | 5,155 | - | 65,834 |
Universal Security Instruments, Inc. | 1,291 | - | - | - | 1,375 |
Universal Stainless & Alloy Products, Inc. | 1,779 | 5,478 | - | - | 9,689 |
Up, Inc. | 4,534 | - | 70 | 141 | 4,578 |
US 1 Industries, Inc. | 630 | 378 | - | - | 1,262 |
USEC, Inc. | 33,282 | - | - | - | 47,558 |
USS Co. Ltd. | 131,403 | - | 5,957 | 3,398 | 150,419 |
Utah Medical Products, Inc. | 13,110 | - | - | 430 | 11,436 |
Varitronix International Ltd. | 10,975 | - | - | 83 | 9,992 |
Venture Corp. Ltd. | 92,899 | 60,985 | - | 8,346 | 156,436 |
W Holding Co., Inc. | 2,696 | - | 2,528 | - | - |
W&T Offshore, Inc. | 67,347 | 724 | - | 762 | 58,714 |
Whanin Pharmaceutical Co. Ltd. | 8,605 | 2,162 | - | 332 | 10,851 |
Win International Co., Ltd. | - | 3,662 | - | 100 | 4,260 |
Winland Electronics, Inc. | 246 | - | - | - | 257 |
Wireless Telecom Group, Inc. | 1,202 | - | - | - | 1,308 |
Wolverine Tube, Inc. | 298 | - | 98 | - | - |
Workman Co. Ltd. | 10,312 | 6,838 | - | 487 | 21,548 |
XAC Automation Corp. | 982 | 2,903 | 238 | 154 | 6,242 |
Xyratex Ltd. | 17,339 | 1,896 | 2,737 | - | 37,671 |
Yip's Chemical Holdings Ltd. | 17,631 | 1,346 | - | 1,228 | 34,407 |
Young Innovations, Inc. | 20,825 | 548 | 1,312 | 127 | 21,121 |
Affiliate (Amounts in thousands) | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period |
Youngone Holdings Co. Ltd. | $ 427 | $ 17,129 | $ - | $ 238 | $ 19,584 |
Yusen Air & Sea Service Co. Ltd. | 51,282 | 2,192 | - | 670 | 62,425 |
Yutaka Giken Co. Ltd. | 15,251 | 4,235 | - | 369 | 29,626 |
Total | $ 11,036,445 | $ 1,552,963 | $ 1,896,073 | $ 141,871 | $ 11,591,506 |
Other Information |
The following is a summary of the inputs used, as of July 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements. |
Valuation Inputs at Reporting Date: |
Description (Amounts in thousands) | Total | Level 1 | Level 2 | Level 3 |
Investments in Securities: | | | | |
Equities: | | | | |
Consumer Discretionary | $ 7,111,496 | $ 7,026,496 | $ 85,000 | $ - |
Consumer Staples | 2,511,725 | 2,511,725 | - | - |
Energy | 1,744,519 | 1,540,140 | 204,379 | - |
Financials | 2,648,208 | 2,388,908 | 259,143 | 157 |
Health Care | 3,525,898 | 3,525,898 | - | - |
Industrials | 2,364,912 | 2,364,912 | - | - |
Information Technology | 4,374,652 | 4,259,793 | 114,859 | - |
Materials | 1,215,082 | 1,215,082 | - | - |
Telecommunication Services | 91,393 | 91,393 | - | - |
Utilities | 129,460 | 129,460 | - | - |
Corporate Bonds | 43,425 | - | 43,425 | - |
Money Market Funds | 3,326,685 | 3,326,685 | - | - |
Cash Equivalents | 10,249 | - | 10,249 | - |
Total Investments in Securities: | $ 29,097,704 | $ 28,380,492 | $ 717,055 | $ 157 |
The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value: |
(Amounts in thousands) | |
Investments in Securities: | |
Beginning Balance | $ 435 |
Total Realized Gain (Loss) | (330) |
Total Unrealized Gain (Loss) | (5,168) |
Cost of Purchases | - |
Proceeds of Sales | (1,360) |
Amortization/Accretion | - |
Transfers in to Level 3 | 6,830 |
Transfers out of Level 3 | (250) |
Ending Balance | $ 157 |
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at July 31, 2010 | $ (5,480) |
The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations. |
Distribution of investments by country of issue, as a percentage of total net assets, is as follows: (Unaudited) |
United States of America | 62.8% |
Canada | 7.0% |
Japan | 6.6% |
Bermuda | 2.8% |
United Kingdom | 2.2% |
Netherlands | 2.2% |
Ireland | 2.2% |
Taiwan | 1.8% |
Cayman Islands | 1.5% |
Korea (South) | 1.2% |
Singapore | 1.2% |
Norway | 1.0% |
Others (Individually Less Than 1%) | 7.5% |
| 100.0% |
Income Tax Information |
At July 31, 2010, the Fund had a capital loss carryforward of approximately $276,481,000 all of which will expire on July 31, 2018. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Assets and Liabilities
Amounts in thousands (except per-share amounts) | July 31, 2010 |
| | |
Assets | | |
Investment in securities, at value (including securities loaned of $326,007 and repurchase agreements of $10,249) - See accompanying schedule: Unaffiliated issuers (cost $10,754,849) | $ 14,179,513 | |
Fidelity Central Funds (cost $3,326,685) | 3,326,685 | |
Other affiliated issuers (cost $9,238,466) | 11,591,506 | |
Total Investments (cost $23,320,000) | | $ 29,097,704 |
Foreign currency held at value (cost $2,131) | | 2,131 |
Receivable for investments sold | | 186,333 |
Receivable for fund shares sold | | 21,709 |
Dividends receivable | | 12,707 |
Interest receivable | | 459 |
Distributions receivable from Fidelity Central Funds | | 1,630 |
Other receivables | | 12,946 |
Total assets | | 29,335,619 |
| | |
Liabilities | | |
Payable to custodian bank | $ 74 | |
Payable for investments purchased | 64,074 | |
Payable for fund shares redeemed | 17,337 | |
Accrued management fee | 15,919 | |
Other affiliated payables | 4,327 | |
Other payables and accrued expenses | 1,605 | |
Collateral on securities loaned, at value | 337,645 | |
Total liabilities | | 440,981 |
| | |
Net Assets | | $ 28,894,638 |
Net Assets consist of: | | |
Paid in capital | | $ 23,364,343 |
Undistributed net investment income | | 60,018 |
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions | | (307,316) |
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies | | 5,777,593 |
Net Assets | | $ 28,894,638 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Assets and Liabilities - continued
Amounts in thousands (except per-share amounts) | July 31, 2010 |
| | |
Low-Priced Stock: Net Asset Value, offering price and redemption price per share ($24,538,036 ÷ 742,039 shares) | | $ 33.07 |
| | |
Class K: Net Asset Value, offering price and redemption price per share ($4,356,602 ÷ 131,594 shares) | | $ 33.11 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Statements - continued
Statement of Operations
Amounts in thousands | Year ended July 31, 2010 |
| | |
Investment Income | | |
Dividends (including $141,871 earned from other affiliated issuers) | | $ 314,056 |
Interest | | 2,052 |
Income from Fidelity Central Funds | | 18,059 |
Total income | | 334,167 |
| | |
Expenses | | |
Management fee Basic fee | $ 170,120 | |
Performance adjustment | 45,600 | |
Transfer agent fees | 50,405 | |
Accounting and security lending fees | 2,121 | |
Custodian fees and expenses | 3,385 | |
Independent trustees' compensation | 162 | |
Appreciation in deferred trustee compensation account | 1 | |
Registration fees | 352 | |
Audit | 197 | |
Legal | 131 | |
Miscellaneous | 436 | |
Total expenses before reductions | 272,910 | |
Expense reductions | (1,043) | 271,867 |
Net investment income (loss) | | 62,300 |
Realized and Unrealized Gain (Loss) Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers (net of foreign taxes of $2) | 595,234 | |
Other affiliated issuers | 164 | |
Foreign currency transactions | 2,189 | |
Capital gain distributions from Fidelity Central Funds | 14 | |
Total net realized gain (loss) | | 597,601 |
Change in net unrealized appreciation (depreciation) on: Investment securities (net of decrease in deferred foreign taxes of $52) | 3,667,442 | |
Assets and liabilities in foreign currencies | 115 | |
Total change in net unrealized appreciation (depreciation) | | 3,667,557 |
Net gain (loss) | | 4,265,158 |
Net increase (decrease) in net assets resulting from operations | | $ 4,327,458 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Changes in Net Assets
Amounts in thousands | Year ended July 31, 2010 | Year ended July 31, 2009 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $ 62,300 | $ 142,921 |
Net realized gain (loss) | 597,601 | (817,543) |
Change in net unrealized appreciation (depreciation) | 3,667,557 | (3,524,347) |
Net increase (decrease) in net assets resulting from operations | 4,327,458 | (4,198,969) |
Distributions to shareholders from net investment income | (107,927) | (138,005) |
Distributions to shareholders from net realized gain | (68,658) | (3,208,130) |
Total distributions | (176,585) | (3,346,135) |
Share transactions - net increase (decrease) | 669,658 | 2,568,888 |
Redemption fees | 3,263 | 2,626 |
Total increase (decrease) in net assets | 4,823,794 | (4,973,590) |
| | |
Net Assets | | |
Beginning of period | 24,070,844 | 29,044,434 |
End of period (including undistributed net investment income of $60,018 and undistributed net investment income of $104,851, respectively) | $ 28,894,638 | $ 24,070,844 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Low-Priced Stock
Years ended July 31, | 2010 | 2009 | 2008 | 2007 | 2006 |
Selected Per-Share Data | | | | | |
Net asset value, beginning of period | $ 28.20 | $ 37.19 | $ 45.38 | $ 42.40 | $ 42.68 |
Income from Investment Operations | | | | | |
Net investment income (loss) | .07 | .17 | .28 | .60 E | .31 |
Net realized and unrealized gain (loss) B | 5.00 | (4.88) | (4.72) | 6.49 | 2.29 |
Total from investment operations | 5.07 | (4.71) | (4.44) | 7.09 | 2.60 |
Distributions from net investment income | (.12) | (.17) | (.57) | (.33) | (.26) |
Distributions from net realized gain | (.08) | (4.11) | (3.18) | (3.78) | (2.62) |
Total distributions | (.20) | (4.28) | (3.75) | (4.11) | (2.88) |
Redemption fees added to paid in capital B, G | - | - | - | - | - |
Net asset value, end of period | $ 33.07 | $ 28.20 | $ 37.19 | $ 45.38 | $ 42.40 |
Total Return A | 18.06% | (13.90)% | (10.50)% | 18.22% | 6.38% |
Ratios to Average Net Assets C, F | | | | | |
Expenses before reductions | .99% | .99% | .99% | .97% | .88% |
Expenses net of fee waivers, if any | .99% | .99% | .99% | .97% | .88% |
Expenses net of all reductions | .99% | .98% | .98% | .96% | .87% |
Net investment income (loss) | .21% | .67% | .68% | 1.36%E | .72% |
Supplemental Data | | | | | |
Net assets, end of period (in millions) | $ 24,538 | $ 21,792 | $ 29,044 | $ 38,968 | $ 35,818 |
Portfolio turnover rate D | 20% | 31% | 36% | 11% | 26% |
A Total returns would have been lower had certain expenses not been reduced during the periods shown.
B Calculated based on average shares outstanding during the period.
C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
E Investment income per share reflects a special dividend which amounted to $.28 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .73%.
F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
G Amount represents less than $.01 per share.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Class K
Years ended July 31, | 2010 | 2009 | 2008 G |
Selected Per-Share Data | | | |
Net asset value, beginning of period | $ 28.22 | $ 37.20 | $ 40.45 |
Income from Investment Operations | | | |
Net investment income (loss)D | .11 | .20 | .08 |
Net realized and unrealized gain (loss) | 5.01 | (4.86) | (3.33) |
Total from investment operations | 5.12 | (4.66) | (3.25) |
Distributions from net investment income | (.15) | (.21) | - |
Distributions from net realized gain | (.08) | (4.11) | - |
Total distributions | (.23) | (4.32) | - |
Redemption fees added to paid in capital D, I | - | - | - |
Net asset value, end of period | $ 33.11 | $ 28.22 | $ 37.20 |
Total Return B, C | 18.23% | (13.74)% | (8.03)% |
Ratios to Average Net Assets E, H | | | |
Expenses before reductions | .85% | .81% | .88%A |
Expenses net of fee waivers, if any | .85% | .81% | .88%A |
Expenses net of all reductions | .85% | .81% | .88%A |
Net investment income (loss) | .35% | .84% | .90%A |
Supplemental Data | | | |
Net assets, end of period (000 omitted) | $ 4,356,602 | $ 2,278,591 | $ 92 |
Portfolio turnover rate F | 20% | 31% | 36% |
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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
G For the period May 9, 2008 (commencement of sale of shares) to July 31, 2008.
H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
I Amount represents less than $.01 per share.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Notes to Financial Statements
For the period ended July 31, 2010
(Amounts in thousands except ratios)
1. Organization.
Fidelity Low-Priced Stock Fund (the Fund) is a fund of Fidelity Puritan Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Low-Priced Stock and Class K 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. After the commencement of Class K, the Fund began offering conversion privileges between Low-Priced Stock and Class K to eligible shareholders of Low-Priced Stock. 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 fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.
2. Investments in Fidelity Central Funds.
The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.
The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.
A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.
Annual Report
3. Significant Accounting Policies.
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:
Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.
Level 1 - quoted prices in active markets for identical investments
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)
Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of July 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.
Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts
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Notes to Financial Statements - continued
(Amounts in thousands except ratios)
3. Significant Accounting Policies - continued
Security Valuation - continued
(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.
Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.
Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.
When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.
Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.
Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange 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.
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3. Significant Accounting Policies - continued
Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. 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 amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.
Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of July 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.
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Notes to Financial Statements - continued
(Amounts in thousands except ratios)
3. Significant Accounting Policies - continued
Income Tax Information and Distributions to Shareholders - continued
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 GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.
Book-tax differences are primarily due to short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, market discount, deferred trustees compensation, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.
The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:
Gross unrealized appreciation | $ 8,514,195 |
Gross unrealized depreciation | (2,771,474) |
Net unrealized appreciation (depreciation) | $ 5,742,721 |
| |
Tax Cost | $ 23,354,983 |
The tax-based components of distributable earnings as of period end were as follows:
Undistributed ordinary income | $ 64,764 |
Capital loss carryforward | $ (276,481) |
Net unrealized appreciation (depreciation) | $ 5,742,610 |
The tax character of distributions paid was as follows:
| July 31, 2010 | July 31, 2009 |
Ordinary Income | $ 107,927 | $ 138,005 |
Long-term Capital Gains | 68,658 | 3,208,130 |
Total | $ 176,585 | $ 3,346,135 |
Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.
Annual Report
4. Operating Policies.
Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.
Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.
5. Purchases and Sales of Investments.
Purchases and sales of securities, other than short-term securities, aggregated $4,854,386 and $4,991,105, respectively.
6. 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 .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Low-Priced Stock, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .77% of the Fund's average net assets.
Annual Report
Notes to Financial Statements - continued
(Amounts in thousands except ratios)
6. Fees and Other Transactions with Affiliates - continued
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 Low-Priced Stock. FIIOC receives an asset-based fee of Class K's average net assets. 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 were as follows:
| Amount | % of Average Net Assets |
Low-Priced Stock | $ 48,614 | .20 |
Class K | 1,791 | .05 |
| $ 50,405 | |
Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.
Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $96 for the period.
7. Committed Line of Credit.
The Fund participates with other funds managed by FMR in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $109 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.
8. Security Lending.
The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is
Annual Report
8. Security Lending - continued
delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $11,748.
9. Expense Reductions.
Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,042 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1.
10. Distributions to Shareholders.
Distributions to shareholders of each class were as follows:
Years ended July 31, | 2010 | 2009 |
From net investment income | | |
Low-Priced Stock | $ 95,170 | $ 136,292 |
Class K | 12,757 | 1,713 |
Total | $ 107,927 | $ 138,005 |
From net realized gain | | |
Low-Priced Stock | $ 61,899 | $ 3,203,758 |
Class K | 6,759 | 4,372 |
Total | $ 68,658 | $ 3,208,130 |
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Notes to Financial Statements - continued
(Amounts in thousands except ratios)
11. Share Transactions.
Transactions for each class of shares were as follows:
| Shares | Dollars |
Years ended July 31, | 2010 A | 2009 | 2010 A | 2009 |
Low-Priced Stock | | | | |
Shares sold | 141,793 | 159,424 | $ 4,563,941 | $ 3,886,132 |
Conversion to Class K | (1,382) | (77,716) | (39,745) | (1,857,081) |
Reinvestment of distributions | 5,011 | 102,374 | 151,389 | 3,240,795 |
Shares redeemed | (176,083) | (192,378) | (5,653,239) | (4,636,220) |
Net increase (decrease) | (30,661) | (8,296) | $ (977,654) | $ 633,626 |
Class K | | | | |
Shares sold | 68,470 | 12,795 | $ 2,218,919 | $ 300,771 |
Conversion from Low-Priced Stock | 1,381 | 77,721 | 39,745 | 1,857,081 |
Reinvestment of distributions | 646 | 214 | 19,516 | 6,085 |
Shares redeemed | (19,645) | (9,990) | (630,868) | (228,675) |
Net increase (decrease) | 50,852 | 80,740 | $ 1,647,312 | $ 1,935,262 |
A Conversion transactions for Class K and Low-Priced Stock are presented for the period August 1, 2009 through August 31, 2009.
12. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
Annual Report
To the Trustees of Fidelity Puritan Trust and the Shareholders of Fidelity Low-Priced Stock Fund:
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Low-Priced Stock Fund (a fund of Fidelity Puritan Trust) at July 31, 2010, and the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Low-Priced Stock Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at July 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Boston, Massachusetts
September 17, 2010
Annual Report
The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 222 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.
The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.
Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.
In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.
Annual Report
Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.
Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.
The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."
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Trustees and Officers - continued
The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.
Interested Trustees*:
Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Edward C. Johnson 3d (80) |
| Year of Election or Appointment: 1984 Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007). |
James C. Curvey (75) |
| Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006- present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. |
* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
Annual Report
Independent Trustees:
Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Dennis J. Dirks (62) |
| Year of Election or Appointment: 2005 Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present). |
Alan J. Lacy (56) |
| Year of Election or Appointment: 2008 Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association. |
Ned C. Lautenbach (66) |
| Year of Election or Appointment: 2000 Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment, 2008-present) and was previously a Partner of Clayton, Dubilier & Rice, Inc. (1998-2008). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007). |
Joseph Mauriello (65) |
| Year of Election or Appointment: 2008 Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007- present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007). |
Cornelia M. Small (66) |
| Year of Election or Appointment: 2005 Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments. |
William S. Stavropoulos (71) |
| Year of Election or Appointment: 2001 Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science. |
David M. Thomas (61) |
| Year of Election or Appointment: 2008 Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present). |
Michael E. Wiley (59) |
| Year of Election or Appointment: 2008 Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008- present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005- present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006- 2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005). |
Annual Report
Trustees and Officers - continued
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
Advisory Board Member and Executive Officers:
Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupation |
Peter S. Lynch (66) |
| Year of Election or Appointment: 2003 Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006). |
Kenneth B. Robins (40) |
| Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008). |
Bruce T. Herring (44) |
| Year of Election or Appointment: 2006 Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds. |
Brian B. Hogan (45) |
| Year of Election or Appointment: 2009 Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009- present). Previously, Mr. Hogan served as a portfolio manager. |
Scott C. Goebel (42) |
| Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007). |
William C. Coffey (41) |
| Year of Election or Appointment: 2009 Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009). |
Holly C. Laurent (56) |
| Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006). |
Christine Reynolds (51) |
| Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). |
Kenneth A. Rathgeber (63) |
| Year of Election or Appointment: 2004 Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005- present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present). |
Jeffrey S. Christian (48) |
| Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009). |
Bryan A. Mehrmann (49) |
| Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. |
Adrien E. Deberghes (42) |
| Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). |
Stephanie J. Dorsey (41) |
| Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008- present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank. |
Name, Age; Principal Occupation |
John R. Hebble (52) |
| Year of Election or Appointment: 2009 Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008- present) and is an employee of Fidelity Investments. |
Gary W. Ryan (51) |
| Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005). |
Annual Report
The Board of Trustees of Fidelity Low-Priced Stock Fund voted to pay on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:
| Pay Date | Record Date | Dividends | Capital Gains |
Class K | 9/09/10 | 9/08/10 | $0.115 | $0.008 |
Class K designates 45% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.
Class K designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.
The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.
Annual Report
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Low-Priced Stock Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.
At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.
In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.
Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.
Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.
The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.
Annual Report
Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Fidelity Low-Priced Stock Fund
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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the first quartile for all the periods shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.
The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.
Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.
Annual Report
Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.
Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 5% means that 95% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Fidelity Low-Priced Stock Fund
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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.
Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.
Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.
The Board noted that the total expenses of each class ranked below its competitive median for 2009.
Annual Report
Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.
Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.
Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.
On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.
Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.
In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.
The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.
The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.
Annual Report
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
Annual Report
Investment Adviser
Fidelity Management & Research Company
Boston, MA
Investment Sub-Advisers
FMR Co., Inc.
Fidelity Management & Research
(U.K.) Inc.
Fidelity Research & Management
(Hong Kong) Limited
Fidelity Research & Management
(Japan.) Inc.
Fidelity Research & Analysis Company
General Distributor
Fidelity Distributors Corporation
Boston, MA
Transfer and Service Agents
Fidelity Investments Institutional Operations Company, Inc.
Boston, MA
Fidelity Service Company, Inc.
Boston, MA
Custodian
Brown Brothers Harriman & Co.
Boston, MA
LPS-K-UANN-0910
1.863394.101
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Fidelity
Value Discovery
Fund
Annual Report
July 31, 2010
(2_fidelity_logos) (Registered_Trademark)
Contents
Chairman's Message | <Click Here> | The Chairman's message to shareholders. |
Performance | <Click Here> | How the fund has done over time. |
Management's Discussion of Fund Performance | <Click Here> | The Portfolio Manager's review of fund performance and strategy. |
Shareholder Expense Example | <Click Here> | An example of shareholder expenses. |
Investment Changes | <Click Here> | A summary of major shifts in the fund's investments over the past six months. |
Investments | <Click Here> | A complete list of the fund's investments with their market values. |
Financial Statements | <Click Here> | Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights. |
Notes | <Click Here> | Notes to the financial statements. |
Report of Independent Registered Public Accounting Firm | <Click Here> | |
Trustees and Officers | <Click Here> | |
Distributions | <Click Here> | |
Board Approval of Investment Advisory Contracts and Management Fees | <Click Here> | |
To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.
Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.
Other third party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.
Annual Report
This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.
NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE
Neither the fund nor Fidelity Distributors Corporation is a bank.
Annual Report
(photo_of_Edward_C_Johnson_3d)
Dear Shareholder:
A yearlong uptrend in global equity markets reversed course in late April 2010 when investor sentiment turned bearish due in great measure to concern that Europe's debt crisis would expand and slow or derail economic recovery. However, a bounceback in July helped to recover some of the ground that was lost. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.
One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.
You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).
A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.
We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.
Sincerely,
(The chairman's signature appears here.)
Edward C. Johnson 3d
Annual Report
Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.
Average Annual Total Returns
Periods ended July 31, 2010 | Past 1 year | Past 5 years | Life of fund A |
Fidelity Value Discovery Fund | 12.60% | -0.03% | 6.61% |
A From December 10, 2002.
$10,000 Over Life of Fund
Let's say hypothetically that $10,000 was invested in Fidelity Value Discovery Fund, a class of the fund, on December 10, 2002, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Russell 3000® Value Index performed over the same period.
![fid111](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid111.jpg)
Annual Report
Market Recap: U.S. stock markets saw double-digit gains for the year ending July 31, 2010, despite the return of market volatility and risk aversion during the first half of 2010. An impressive bull run continued through 2009, bolstered by improvement in the economy and credit markets. Early in the new year, however, stocks fell sharply amid concerns about the global economic recovery, fueled by European debt woes and China's efforts to restrain inflation. After this brief dip, markets regained their upward momentum, as government stimulus and significant corporate cost cutting led to encouraging earnings reports, improved credit conditions and rising consumer confidence. Positive news continued through mid-April, when the Dow Jones Industrial AverageSM pushed above the 11,000 mark for the first time in 19 months. That milestone was short-lived, however, as heightened concern about the European debt crisis sparked an abrupt sell-off in May, leading to the first official correction since the rally began in March 2009. Although the market's malaise continued through June, stocks saw solid gains in July. For the year, the Dow rose 17.28%, while the S&P 500® Index was up 13.84%. Elsewhere, the technology-laden Nasdaq Composite® Index returned 14.99%. Small- and mid-cap stocks performed best, as measured by the 18.43% increase of the Russell 2000® Index and the 23.21% gain of the Russell Midcap® Index.
Comments from Scott Offen, Portfolio Manager of Fidelity Value Discovery Fund: For the year ending July 31, 2010, the fund's Retail Class shares returned 12.60%, underperforming the 15.78% return of the Russell 3000® Value Index. The fund's performance relative to the index was hurt by unfavorable stock selection within the top-performing consumer discretionary sector, particularly the consumer durables and apparel industry. Positioning within information technology also hurt, as did unsuccessful security selection in energy and health care. Holdings that detracted included homebuilders KB Home and PulteGroup, trucking firm Arkansas Best, underweighting industrial conglomerate General Electric, not owning airline manufacturer and index component Boeing, and out-of-benchmark positions in Royal Dutch Shell and ON Semiconductor. The fund's return was buoyed by strong security selection within financials and by overweighting consumer discretionary. At the security level, the fund reaped the benefit of underweighting integrated oil firm Exxon Mobil and from the outperformance of shopping-mall real estate investment trust (REIT) CBL & Associates Properties, building materials manufacturer Owens Corning, diesel engine manufacturer Cummins and an out-of-benchmark investment in real estate services provider CB Richard Ellis Group. Some stocks mentioned in this update were not held at period end.
The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.
Annual Report
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (February 1, 2010 to July 31, 2010).
Actual Expenses
The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
Annual Report
Shareholder Expense Example - continued
| Annualized Expense Ratio | Beginning Account Value February 1, 2010 | Ending Account Value July 31, 2010 | Expenses Paid During Period* February 1, 2010 to July 31, 2010 |
Fidelity Value Discovery | .92% | | | |
Actual | | $ 1,000.00 | $ 1,038.60 | $ 4.65 |
HypotheticalA | | $ 1,000.00 | $ 1,020.23 | $ 4.61 |
Class K | .72% | | | |
Actual | | $ 1,000.00 | $ 1,040.30 | $ 3.64 |
HypotheticalA | | $ 1,000.00 | $ 1,021.22 | $ 3.61 |
A 5% return per year before expenses
* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Annual Report
Investment Changes (Unaudited)
Top Ten Stocks as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
JPMorgan Chase & Co. | 3.2 | 3.1 |
Wells Fargo & Co. | 3.0 | 2.5 |
Procter & Gamble Co. | 2.8 | 0.8 |
Bank of America Corp. | 2.6 | 1.9 |
Chevron Corp. | 2.3 | 0.0 |
Philip Morris International, Inc. | 2.2 | 0.0 |
Merck & Co., Inc. | 2.0 | 1.3 |
Citigroup, Inc. | 2.0 | 0.9 |
Johnson & Johnson | 1.9 | 0.0 |
Pfizer, Inc. | 1.7 | 2.8 |
| 23.7 | |
Top Five Market Sectors as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
Financials | 26.3 | 23.1 |
Industrials | 11.6 | 11.1 |
Health Care | 10.9 | 9.5 |
Consumer Discretionary | 10.8 | 13.9 |
Energy | 10.8 | 15.2 |
Asset Allocation (% of fund's net assets) |
As of July 31, 2010 * | As of January 31, 2010 ** |
![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 99.4% | | ![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 100.0% | |
![fid115](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid115.gif) | Convertible Securities 0.0% | | ![fid117](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid117.gif) | Convertible Securities 0.2% | |
![fid57](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid57.gif) | Short-Term Investments and Net Other Assets 0.6% | | ![fid115](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid115.gif) | Short-Term Investments and Net Other Assets† (0.2)% | |
* Foreign investments | 6.3% | | ** Foreign investments | 10.6% | |
† Short-Term Investments and Net Other Assets are not included in the pie chart.
![fid121](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid121.jpg)
Annual Report
Investments July 31, 2010
Showing Percentage of Net Assets
Common Stocks - 99.4% |
| Shares | | Value |
CONSUMER DISCRETIONARY - 10.8% |
Auto Components - 0.2% |
Tenneco, Inc. (a) | 56,400 | | $ 1,556,640 |
Automobiles - 0.4% |
Bayerische Motoren Werke AG (BMW) | 48,073 | | 2,588,317 |
Hotels, Restaurants & Leisure - 1.2% |
Brinker International, Inc. | 1,300 | | 20,436 |
Starwood Hotels & Resorts Worldwide, Inc. | 45,400 | | 2,199,630 |
The Cheesecake Factory, Inc. (a) | 48,500 | | 1,136,840 |
WMS Industries, Inc. (a) | 54,900 | | 2,114,199 |
Wyndham Worldwide Corp. | 71,600 | | 1,827,948 |
| | 7,299,053 |
Household Durables - 3.8% |
D.R. Horton, Inc. | 614,770 | | 6,774,765 |
Lennar Corp. Class A | 272,400 | | 4,023,348 |
Pulte Group, Inc. (a) | 714,162 | | 6,270,342 |
Stanley Black & Decker, Inc. | 120,290 | | 6,979,226 |
| | 24,047,681 |
Media - 2.7% |
The Walt Disney Co. | 222,471 | | 7,495,048 |
Time Warner Cable, Inc. | 64,900 | | 3,710,333 |
Virgin Media, Inc. | 287,190 | | 6,183,201 |
| | 17,388,582 |
Specialty Retail - 1.2% |
Advance Auto Parts, Inc. | 49,300 | | 2,639,029 |
Best Buy Co., Inc. | 51,400 | | 1,781,524 |
Group 1 Automotive, Inc. (a) | 22,400 | | 620,928 |
OfficeMax, Inc. (a) | 87,200 | | 1,246,088 |
TJX Companies, Inc. | 29,900 | | 1,241,448 |
| | 7,529,017 |
Textiles, Apparel & Luxury Goods - 1.3% |
Phillips-Van Heusen Corp. | 61,916 | | 3,212,821 |
Polo Ralph Lauren Corp. Class A | 32,900 | | 2,599,429 |
VF Corp. | 32,700 | | 2,594,091 |
| | 8,406,341 |
TOTAL CONSUMER DISCRETIONARY | | 68,815,631 |
CONSUMER STAPLES - 7.3% |
Beverages - 0.1% |
Anheuser-Busch InBev SA NV | 19,890 | | 1,053,407 |
Common Stocks - continued |
| Shares | | Value |
CONSUMER STAPLES - continued |
Food & Staples Retailing - 1.7% |
CVS Caremark Corp. | 62,400 | | $ 1,915,056 |
Kroger Co. | 148,100 | | 3,136,758 |
Susser Holdings Corp. (a) | 58,290 | | 700,063 |
Wal-Mart Stores, Inc. | 58,500 | | 2,994,615 |
Whole Foods Market, Inc. (a) | 49,200 | | 1,868,124 |
| | 10,614,616 |
Household Products - 2.8% |
Procter & Gamble Co. | 294,600 | | 18,017,736 |
Personal Products - 0.5% |
Avon Products, Inc. | 73,200 | | 2,278,716 |
USANA Health Sciences, Inc. (a) | 18,501 | | 775,192 |
| | 3,053,908 |
Tobacco - 2.2% |
Philip Morris International, Inc. | 275,300 | | 14,051,312 |
TOTAL CONSUMER STAPLES | | 46,790,979 |
ENERGY - 10.8% |
Energy Equipment & Services - 3.4% |
Baker Hughes, Inc. | 148,575 | | 7,171,715 |
Ensco International Ltd. ADR | 89,000 | | 3,721,090 |
National Oilwell Varco, Inc. | 112,100 | | 4,389,836 |
Noble Corp. | 109,700 | | 3,565,250 |
Pride International, Inc. (a) | 111,232 | | 2,646,209 |
| | 21,494,100 |
Oil, Gas & Consumable Fuels - 7.4% |
Alpha Natural Resources, Inc. (a) | 37,100 | | 1,422,043 |
Apache Corp. | 33,900 | | 3,240,162 |
Cabot Oil & Gas Corp. | 76,600 | | 2,334,002 |
Chevron Corp. | 194,600 | | 14,830,466 |
Exxon Mobil Corp. | 59,900 | | 3,574,832 |
Frontier Oil Corp. | 62,000 | | 761,980 |
Marathon Oil Corp. | 193,800 | | 6,482,610 |
Pioneer Natural Resources Co. | 100,668 | | 5,830,691 |
Southwestern Energy Co. (a) | 143,800 | | 5,241,510 |
Common Stocks - continued |
| Shares | | Value |
ENERGY - continued |
Oil, Gas & Consumable Fuels - continued |
Sunoco, Inc. | 43,300 | | $ 1,544,511 |
Talisman Energy, Inc. | 104,300 | | 1,780,695 |
| | 47,043,502 |
TOTAL ENERGY | | 68,537,602 |
FINANCIALS - 26.3% |
Capital Markets - 2.1% |
Goldman Sachs Group, Inc. | 22,648 | | 3,415,771 |
Morgan Stanley | 362,600 | | 9,786,574 |
| | 13,202,345 |
Commercial Banks - 6.9% |
City National Corp. | 28,760 | | 1,629,829 |
Comerica, Inc. | 17,000 | | 652,120 |
Huntington Bancshares, Inc. | 312,700 | | 1,894,962 |
PNC Financial Services Group, Inc. | 86,800 | | 5,155,052 |
Regions Financial Corp. | 208,710 | | 1,529,844 |
Southwest Bancorp, Inc., Oklahoma | 38,809 | | 564,671 |
SunTrust Banks, Inc. | 86,100 | | 2,234,295 |
SVB Financial Group (a) | 44,115 | | 1,905,327 |
U.S. Bancorp, Delaware | 356,600 | | 8,522,740 |
Wells Fargo & Co. | 695,972 | | 19,299,304 |
Wilshire Bancorp, Inc. | 64,216 | | 483,546 |
| | 43,871,690 |
Consumer Finance - 2.4% |
American Express Co. | 176,500 | | 7,878,960 |
Capital One Financial Corp. | 123,900 | | 5,244,687 |
Discover Financial Services | 140,200 | | 2,140,854 |
| | 15,264,501 |
Diversified Financial Services - 7.8% |
Bank of America Corp. | 1,170,817 | | 16,438,271 |
Citigroup, Inc. (a) | 3,100,892 | | 12,713,657 |
JPMorgan Chase & Co. | 516,131 | | 20,789,757 |
| | 49,941,685 |
Insurance - 3.6% |
AFLAC, Inc. | 30,663 | | 1,508,362 |
Allstate Corp. | 116,900 | | 3,301,256 |
Assured Guaranty Ltd. | 64,100 | | 1,006,370 |
Delphi Financial Group, Inc. Class A | 90,300 | | 2,343,285 |
Common Stocks - continued |
| Shares | | Value |
FINANCIALS - continued |
Insurance - continued |
Everest Re Group Ltd. | 39,300 | | $ 3,050,466 |
Lincoln National Corp. | 152,984 | | 3,983,703 |
MetLife, Inc. | 82,200 | | 3,457,332 |
Unum Group | 36,400 | | 830,648 |
XL Capital Ltd. Class A | 219,200 | | 3,886,416 |
| | 23,367,838 |
Real Estate Investment Trusts - 1.7% |
CBL & Associates Properties, Inc. | 247,603 | | 3,483,774 |
DiamondRock Hospitality Co. | 214,746 | | 1,992,843 |
Public Storage | 19,900 | | 1,952,588 |
The Macerich Co. | 83,159 | | 3,446,941 |
| | 10,876,146 |
Real Estate Management & Development - 1.8% |
CB Richard Ellis Group, Inc. Class A (a) | 481,700 | | 8,188,900 |
Jones Lang LaSalle, Inc. | 40,800 | | 3,160,368 |
| | 11,349,268 |
TOTAL FINANCIALS | | 167,873,473 |
HEALTH CARE - 10.9% |
Biotechnology - 1.8% |
Amgen, Inc. (a) | 86,691 | | 4,727,260 |
ARIAD Pharmaceuticals, Inc. (a) | 203,100 | | 649,920 |
BioMarin Pharmaceutical, Inc. (a) | 38,000 | | 830,300 |
Genzyme Corp. (a) | 13,200 | | 918,192 |
Gilead Sciences, Inc. (a) | 55,800 | | 1,859,256 |
Incyte Corp. (a) | 25,200 | | 328,104 |
Keryx Biopharmaceuticals, Inc. (a) | 159,400 | | 599,344 |
United Therapeutics Corp. (a) | 22,800 | | 1,114,692 |
ZIOPHARM Oncology, Inc. (a) | 131,199 | | 490,684 |
| | 11,517,752 |
Health Care Equipment & Supplies - 0.7% |
Abiomed, Inc. (a) | 68,494 | | 759,598 |
AGA Medical Holdings, Inc. | 51,800 | | 750,582 |
Cooper Companies, Inc. | 34,200 | | 1,329,012 |
Edwards Lifesciences Corp. (a) | 8,000 | | 462,400 |
Stryker Corp. | 12,700 | | 591,439 |
Wright Medical Group, Inc. (a) | 42,100 | | 657,181 |
| | 4,550,212 |
Common Stocks - continued |
| Shares | | Value |
HEALTH CARE - continued |
Health Care Providers & Services - 1.3% |
CIGNA Corp. | 97,600 | | $ 3,002,176 |
Emeritus Corp. (a) | 65,050 | | 1,119,511 |
Medco Health Solutions, Inc. (a) | 76,681 | | 3,680,688 |
Sunrise Senior Living, Inc. (a) | 153,350 | | 458,517 |
| | 8,260,892 |
Health Care Technology - 0.2% |
Allscripts-Misys Healthcare Solutions, Inc. (a) | 34,800 | | 580,812 |
MedAssets, Inc. (a) | 26,528 | | 621,020 |
| | 1,201,832 |
Life Sciences Tools & Services - 0.5% |
Covance, Inc. (a) | 19,100 | | 740,316 |
PAREXEL International Corp. (a) | 64,700 | | 1,328,291 |
PerkinElmer, Inc. | 59,400 | | 1,155,924 |
| | 3,224,531 |
Pharmaceuticals - 6.4% |
Ardea Biosciences, Inc. (a) | 54,600 | | 1,089,270 |
Biovail Corp. | 40,700 | | 888,871 |
Cadence Pharmaceuticals, Inc. (a) | 74,400 | | 569,904 |
Cardiome Pharma Corp. (a) | 45,640 | | 373,840 |
Johnson & Johnson | 211,092 | | 12,262,334 |
Merck & Co., Inc. | 377,731 | | 13,016,610 |
Pfizer, Inc. | 699,596 | | 10,493,940 |
Teva Pharmaceutical Industries Ltd. sponsored ADR | 44,900 | | 2,193,365 |
| | 40,888,134 |
TOTAL HEALTH CARE | | 69,643,353 |
INDUSTRIALS - 11.6% |
Aerospace & Defense - 2.2% |
DigitalGlobe, Inc. (a) | 23,700 | | 646,062 |
Precision Castparts Corp. | 35,500 | | 4,337,745 |
United Technologies Corp. | 125,200 | | 8,901,720 |
| | 13,885,527 |
Airlines - 0.6% |
AMR Corp. (a) | 74,900 | | 530,292 |
Southwest Airlines Co. | 187,494 | | 2,259,303 |
UAL Corp. (a) | 38,200 | | 906,868 |
| | 3,696,463 |
Common Stocks - continued |
| Shares | | Value |
INDUSTRIALS - continued |
Building Products - 0.5% |
Owens Corning (a) | 96,396 | | $ 3,034,546 |
Commercial Services & Supplies - 0.3% |
Republic Services, Inc. | 31,600 | | 1,006,776 |
Schawk, Inc. Class A | 19,300 | | 286,219 |
The Geo Group, Inc. (a) | 35,900 | | 774,722 |
| | 2,067,717 |
Construction & Engineering - 0.1% |
KBR, Inc. | 41,500 | | 928,770 |
Electrical Equipment - 0.9% |
Regal-Beloit Corp. | 89,496 | | 5,444,042 |
Industrial Conglomerates - 1.6% |
General Electric Co. | 486,352 | | 7,839,994 |
Textron, Inc. | 108,200 | | 2,246,232 |
| | 10,086,226 |
Machinery - 2.4% |
Cummins, Inc. | 74,400 | | 5,922,984 |
Danaher Corp. | 102,800 | | 3,948,548 |
Gardner Denver, Inc. | 43,100 | | 2,188,187 |
SPX Corp. | 27,100 | | 1,614,076 |
Timken Co. | 57,000 | | 1,916,340 |
| | 15,590,135 |
Marine - 0.1% |
Alexander & Baldwin, Inc. | 10,500 | | 352,275 |
Professional Services - 0.5% |
Equifax, Inc. | 43,500 | | 1,363,290 |
Manpower, Inc. | 38,200 | | 1,832,836 |
| | 3,196,126 |
Road & Rail - 2.4% |
Con-way, Inc. | 41,600 | | 1,401,504 |
CSX Corp. | 110,800 | | 5,841,376 |
Union Pacific Corp. | 109,400 | | 8,168,898 |
| | 15,411,778 |
TOTAL INDUSTRIALS | | 73,693,605 |
INFORMATION TECHNOLOGY - 10.7% |
Communications Equipment - 1.7% |
Adtran, Inc. | 129,900 | | 4,102,242 |
Common Stocks - continued |
| Shares | | Value |
INFORMATION TECHNOLOGY - continued |
Communications Equipment - continued |
Cisco Systems, Inc. (a) | 144,778 | | $ 3,340,028 |
Juniper Networks, Inc. (a) | 125,100 | | 3,475,278 |
| | 10,917,548 |
Computers & Peripherals - 1.4% |
Hewlett-Packard Co. | 193,200 | | 8,894,928 |
Electronic Equipment & Components - 2.0% |
Amphenol Corp. Class A | 39,714 | | 1,779,187 |
Avnet, Inc. (a) | 157,600 | | 3,963,640 |
Flextronics International Ltd. (a) | 313,300 | | 1,948,726 |
Itron, Inc. (a) | 32,432 | | 2,110,350 |
Tyco Electronics Ltd. | 111,600 | | 3,013,200 |
| | 12,815,103 |
Internet Software & Services - 0.4% |
eBay, Inc. (a) | 129,300 | | 2,703,663 |
IT Services - 0.7% |
MasterCard, Inc. Class A | 19,979 | | 4,196,389 |
Office Electronics - 0.2% |
Xerox Corp. | 142,100 | | 1,384,054 |
Semiconductors & Semiconductor Equipment - 3.8% |
Advanced Micro Devices, Inc. (a)(d) | 360,800 | | 2,702,392 |
Analog Devices, Inc. | 44,500 | | 1,322,095 |
ASML Holding NV | 79,200 | | 2,549,448 |
Avago Technologies Ltd. | 72,300 | | 1,573,248 |
KLA-Tencor Corp. | 42,820 | | 1,356,109 |
Lam Research Corp. (a) | 89,900 | | 3,792,881 |
Marvell Technology Group Ltd. (a) | 90,500 | | 1,350,260 |
Micron Technology, Inc. (a) | 402,300 | | 2,928,744 |
ON Semiconductor Corp. (a) | 774,850 | | 5,230,238 |
Standard Microsystems Corp. (a) | 68,878 | | 1,516,694 |
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR | 36 | | 364 |
| | 24,322,473 |
Software - 0.5% |
BMC Software, Inc. (a) | 37,600 | | 1,337,808 |
Oracle Corp. | 70,783 | | 1,673,310 |
| | 3,011,118 |
TOTAL INFORMATION TECHNOLOGY | | 68,245,276 |
Common Stocks - continued |
| Shares | | Value |
MATERIALS - 3.8% |
Chemicals - 2.1% |
Air Products & Chemicals, Inc. | 15,400 | | $ 1,117,732 |
Albemarle Corp. | 75,764 | | 3,304,826 |
CF Industries Holdings, Inc. | 8,200 | | 665,758 |
Clariant AG (Reg.) (a) | 122,220 | | 1,619,352 |
Praxair, Inc. | 37,400 | | 3,247,068 |
Solutia, Inc. (a) | 206,400 | | 2,912,304 |
Symrise AG | 15,500 | | 385,857 |
| | 13,252,897 |
Containers & Packaging - 0.6% |
Ball Corp. | 25,200 | | 1,467,648 |
Owens-Illinois, Inc. (a) | 73,500 | | 2,032,275 |
| | 3,499,923 |
Metals & Mining - 0.7% |
Carpenter Technology Corp. | 42,700 | | 1,492,365 |
Goldcorp, Inc. | 25,100 | | 984,026 |
Newcrest Mining Ltd. | 35,628 | | 1,054,505 |
Newmont Mining Corp. | 18,800 | | 1,050,920 |
| | 4,581,816 |
Paper & Forest Products - 0.4% |
Weyerhaeuser Co. | 159,300 | | 2,583,846 |
TOTAL MATERIALS | | 23,918,482 |
TELECOMMUNICATION SERVICES - 3.8% |
Diversified Telecommunication Services - 1.9% |
AboveNet, Inc. (a) | 74,353 | | 3,955,580 |
Cbeyond, Inc. (a) | 147,422 | | 2,245,237 |
China Unicom (Hong Kong) Ltd. sponsored ADR | 70,400 | | 960,256 |
Iliad Group SA | 7,493 | | 659,693 |
Qwest Communications International, Inc. | 788,700 | | 4,464,042 |
| | 12,284,808 |
Wireless Telecommunication Services - 1.9% |
American Tower Corp. Class A (a) | 79,700 | | 3,685,328 |
Leap Wireless International, Inc. (a) | 1,500 | | 17,835 |
SBA Communications Corp. Class A (a) | 50,300 | | 1,819,854 |
Sprint Nextel Corp. (a) | 1,374,300 | | 6,280,551 |
| | 11,803,568 |
TOTAL TELECOMMUNICATION SERVICES | | 24,088,376 |
Common Stocks - continued |
| Shares | | Value |
UTILITIES - 3.4% |
Electric Utilities - 2.8% |
American Electric Power Co., Inc. | 138,500 | | $ 4,983,230 |
FirstEnergy Corp. | 117,500 | | 4,429,750 |
PPL Corp. | 294,703 | | 8,042,445 |
| | 17,455,425 |
Independent Power Producers & Energy Traders - 0.6% |
Calpine Corp. (a) | 301,600 | | 4,071,600 |
TOTAL UTILITIES | | 21,527,025 |
TOTAL COMMON STOCKS (Cost $615,448,057) | 633,133,802 |
Money Market Funds - 0.5% |
| | | |
Fidelity Cash Central Fund, 0.24% (b) | 294,812 | | 294,812 |
Fidelity Securities Lending Cash Central Fund, 0.27% (b)(c) | 2,880,000 | | 2,880,000 |
TOTAL MONEY MARKET FUNDS (Cost $3,174,812) | 3,174,812 |
TOTAL INVESTMENT PORTFOLIO - 99.9% (Cost $618,622,869) | | 636,308,614 |
NET OTHER ASSETS (LIABILITIES) - 0.1% | | 835,200 |
NET ASSETS - 100% | $ 637,143,814 |
Legend |
(a) Non-income producing |
(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. |
(c) Investment made with cash collateral received from securities on loan. |
(d) Security or a portion of the security is on loan at period end. |
Affiliated Central Funds |
Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows: |
Fund | Income earned |
Fidelity Cash Central Fund | $ 6,374 |
Fidelity Securities Lending Cash Central Fund | 27,885 |
Total | $ 34,259 |
Other Information |
All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements. |
Income Tax Information |
At July 31, 2010, the Fund had a capital loss carryforward of approximately $270,550,560 of which $172,562,096 and $97,988,464 will expire on July 31, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Assets and Liabilities
| July 31, 2010 |
| | |
Assets | | |
Investment in securities, at value (including securities loaned of $2,696,400) - See accompanying schedule: Unaffiliated issuers (cost $615,448,057) | $ 633,133,802 | |
Fidelity Central Funds (cost $3,174,812) | 3,174,812 | |
Total Investments (cost $618,622,869) | | $ 636,308,614 |
Receivable for investments sold | | 938,446 |
Receivable for fund shares sold | | 299,220 |
Dividends receivable | | 4,513,897 |
Distributions receivable from Fidelity Central Funds | | 617 |
Other receivables | | 10,582 |
Total assets | | 642,071,376 |
| | |
Liabilities | | |
Payable for investments purchased | $ 1,079,101 | |
Payable for fund shares redeemed | 501,658 | |
Accrued management fee | 269,940 | |
Other affiliated payables | 153,803 | |
Other payables and accrued expenses | 43,060 | |
Collateral on securities loaned, at value | 2,880,000 | |
Total liabilities | | 4,927,562 |
| | |
Net Assets | | $ 637,143,814 |
Net Assets consist of: | | |
Paid in capital | | $ 904,280,332 |
Undistributed net investment income | | 5,623,822 |
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions | | (290,446,085) |
Net unrealized appreciation (depreciation) on investments | | 17,685,745 |
Net Assets | | $ 637,143,814 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Statements - continued
Statement of Assets and Liabilities - continued
| July 31, 2010 |
| | |
Fidelity Value Discovery: Net Asset Value, offering price and redemption price per share ($598,560,575 ÷ 46,373,203 shares) | | $ 12.91 |
| | |
Class K: Net Asset Value, offering price and redemption price per share ($38,583,239 ÷ 2,986,591 shares) | | $ 12.92 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Operations
| Year ended July 31, 2010 |
| | |
Investment Income | | |
Dividends | | $ 9,811,244 |
Special dividends | | 4,216,671 |
Income from Fidelity Central Funds | | 34,259 |
Total income | | 14,062,174 |
| | |
Expenses | | |
Management fee Basic fee | $ 3,836,130 | |
Performance adjustment | 540,144 | |
Transfer agent fees | 1,762,034 | |
Accounting and security lending fees | 259,024 | |
Custodian fees and expenses | 30,652 | |
Independent trustees' compensation | 4,005 | |
Registration fees | 43,538 | |
Audit | 45,853 | |
Legal | 3,252 | |
Interest | 102 | |
Miscellaneous | 12,312 | |
Total expenses before reductions | 6,537,046 | |
Expense reductions | (76,485) | 6,460,561 |
Net investment income (loss) | | 7,601,613 |
Realized and Unrealized Gain (Loss) Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers (net of foreign taxes of $1,207) | 87,796,814 | |
Foreign currency transactions | (2,878) | |
Total net realized gain (loss) | | 87,793,936 |
Change in net unrealized appreciation (depreciation) on: Investment securities | (12,116,169) | |
Assets and liabilities in foreign currencies | (411) | |
Total change in net unrealized appreciation (depreciation) | | (12,116,580) |
Net gain (loss) | | 75,677,356 |
Net increase (decrease) in net assets resulting from operations | | $ 83,278,969 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Statements - continued
Statement of Changes in Net Assets
| Year ended July 31, 2010 | Year ended July 31, 2009 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $ 7,601,613 | $ 11,108,306 |
Net realized gain (loss) | 87,793,936 | (319,522,868) |
Change in net unrealized appreciation (depreciation) | (12,116,580) | 62,336,422 |
Net increase (decrease) in net assets resulting from operations | 83,278,969 | (246,078,140) |
Distributions to shareholders from net investment income | (7,065,572) | (11,974,610) |
Distributions to shareholders from net realized gain | - | (1,351,299) |
Total distributions | (7,065,572) | (13,325,909) |
Share transactions - net increase (decrease) | (112,079,891) | (82,875,605) |
Total increase (decrease) in net assets | (35,866,494) | (342,279,654) |
| | |
Net Assets | | |
Beginning of period | 673,010,308 | 1,015,289,962 |
End of period (including undistributed net investment income of $5,623,822 and undistributed net investment income of $5,101,237, respectively) | $ 637,143,814 | $ 673,010,308 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Fidelity Value Discovery
Years ended July 31, | 2010 | 2009 | 2008 | 2007 | 2006 |
Selected Per-Share Data | | | | |
Net asset value, beginning of period | $ 11.58 | $ 15.12 | $ 18.94 | $ 16.53 | $ 15.24 |
Income from Investment Operations | | | | | |
Net investment income (loss) B | .14 E | .17 | .19 | .13 | .09 |
Net realized and unrealized gain (loss) | 1.31 | (3.51) | (2.79) | 2.85 | 1.77 |
Total from investment operations | 1.45 | (3.34) | (2.60) | 2.98 | 1.86 |
Distributions from net investment income | (.12) | (.18) | (.12) | (.10) | (.03) |
Distributions from net realized gain | - | (.02) | (1.10) | (.47) | (.54) |
Total distributions | (.12) | (.20) | (1.22) | (.57) | (.57) |
Net asset value, end of period | $ 12.91 | $ 11.58 | $ 15.12 | $ 18.94 | $ 16.53 |
Total Return A | 12.60% | (22.14)% | (14.66)% | 18.59% | 12.54% |
Ratios to Average Net Assets C, F | | | | |
Expenses before reductions | .96% | .93% | .94% | .87% | .94% |
Expenses net of fee waivers, if any | .96% | .93% | .94% | .87% | .94% |
Expenses net of all reductions | .95% | .92% | .94% | .87% | .91% |
Net investment income (loss) | 1.10% E | 1.61% | 1.08% | .74% | .57% |
Supplemental Data | | | | |
Net assets, end of period (000 omitted) | $ 598,561 | $ 642,054 | $ 1,015,200 | $ 1,211,951 | $ 730,891 |
Portfolio turnover rate D | 116% | 165% | 149% | 146% | 202% |
A Total returns would have been lower had certain expenses not been reduced during the periods shown.
B Calculated based on average shares outstanding during the period.
C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
E Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .48%.
F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Class K
Years ended July 31, | 2010 | 2009 | 2008 H |
Selected Per-Share Data | | | |
Net asset value, beginning of period | $ 11.59 | $ 15.12 | $ 16.87 |
Income from Investment Operations | | | |
Net investment income (loss) D | .17 G | .18 | .05 |
Net realized and unrealized gain (loss) | 1.31 | (3.49) | (1.80) |
Total from investment operations | 1.48 | (3.31) | (1.75) |
Distributions from net investment income | (.15) | (.20) | - |
Distributions from net realized gain | - | (.02) | - |
Total distributions | (.15) | (.22) | - |
Net asset value, end of period | $ 12.92 | $ 11.59 | $ 15.12 |
Total Return B, C | 12.84% | (21.94)% | (10.37)% |
Ratios to Average Net Assets E, I | | | |
Expenses before reductions | .75% | .69% | .79% A |
Expenses net of fee waivers, if any | .75% | .69% | .79% A |
Expenses net of all reductions | .74% | .69% | .79% A |
Net investment income (loss) | 1.31% G | 1.84% | 1.40% A |
Supplemental Data | | | |
Net assets, end of period (000 omitted) | $ 38,583 | $ 30,957 | $ 90 |
Portfolio turnover rate F | 116% | 165% | 149% |
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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
G Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .70%.
H For the period May 9, 2008 (commencement of sale of shares) to July 31, 2008.
I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Notes to Financial Statements
For the period ended July 31, 2010
1. Organization.
Fidelity Value Discovery Fund (the Fund) is a fund of Fidelity Puritan Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Fidelity Value Discovery and Class K 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. After the commencement of Class K, the Fund began offering conversion privileges between Fidelity Value Discovery and Class K to eligible shareholders of Fidelity Value Discovery. 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 fees incurred. Certain expense reductions also differ by class.
2. Investments in Fidelity Central Funds.
The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.
The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.
A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.
3. Significant Accounting Policies.
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:
Annual Report
Notes to Financial Statements - continued
3. Significant Accounting Policies - continued
Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.
Level 1 - quoted prices in active markets for identical investments
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)
Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows.
Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.
Annual Report
3. Significant Accounting Policies - continued
Security Valuation - continued
Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.
Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.
Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange 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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Interest income and distributions from the Fidelity Central Funds are 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.
Annual Report
Notes to Financial Statements - continued
3. Significant Accounting Policies - continued
Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of July 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.
Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.
Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.
The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:
Gross unrealized appreciation | $ 54,376,732 |
Gross unrealized depreciation | (56,586,513) |
Net unrealized appreciation (depreciation) | $ (2,209,781) |
| |
Tax Cost | $ 638,518,395 |
The tax-based components of distributable earnings as of period end were as follows:
Undistributed ordinary income | $ 5,623,823 |
Capital loss carryforward | $ (270,550,560) |
Net unrealized appreciation (depreciation) | $ (2,209,781) |
Annual Report
3. Significant Accounting Policies - continued
Income Tax Information and Distributions to Shareholders - continued
The tax character of distributions paid was as follows:
| July 31, 2010 | July 31, 2009 |
Ordinary Income | $ 7,065,572 | $ 13,036,851 |
Long-term Capital Gains | - | 289,058 |
Total | $ 7,065,572 | $ 13,325,909 |
4. Purchases and Sales of Investments.
Purchases and sales of securities, other than short-term securities, aggregated $781,136,791 and $894,580,175, respectively.
5. Fees and Other Transactions with Affiliates.
Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Value Discovery, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .64% of the Fund's average net assets.
Annual Report
Notes to Financial Statements - continued
5. Fees and Other Transactions with Affiliates - continued
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 Fidelity Value Discovery. FIIOC receives an asset-based fee of Class K's average net assets. 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 were as follows:
| Amount | % of Average Net Assets |
Fidelity Value Discovery | $ 1,743,156 | .27 |
Class K | 18,878 | .05 |
| $ 1,762,034 | |
Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.
Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $24,659 for the period.
Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:
Borrower or Lender | Average Daily Loan Balance | Weighted Average Interest Rate | Interest Expense |
Borrower | $ 3,993,000 | .46% | $ 102 |
Annual Report
6. Committed Line of Credit.
The Fund participates with other funds managed by FMR in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,747 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.
7. Security Lending.
The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $27,885.
8. Expense Reductions.
Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $76,485 for the period.
9. Distributions to Shareholders.
Distributions to shareholders of each class were as follows:
Years ended July 31, | 2010 | 2009 |
From net investment income | | |
Fidelity Value Discovery | $ 6,660,186 | $ 11,751,664 |
Class K | 405,386 | 222,946 |
Total | $ 7,065,572 | $ 11,974,610 |
Annual Report
Notes to Financial Statements - continued
9. Distributions to Shareholders - continued
Years ended July 31, | 2010 | 2009 |
From net realized gain | | |
Fidelity Value Discovery | $ - | $ 1,351,180 |
Class K | - | 119 |
Total | $ - | $ 1,351,299 |
10. Share Transactions.
Transactions for each class of shares were as follows:
| Shares | Dollars |
Years ended July 31, | 2010 A | 2009 | 2010 A | 2009 |
Fidelity Value Discovery | | | | |
Shares sold | 4,484,394 | 14,998,623 | $ 57,961,680 | $ 168,702,725 |
Conversion to Class K | (48,166) | (2,614,594) | (581,847) | (34,210,488) |
Reinvestment of distributions | 507,589 | 1,025,702 | 6,324,835 | 12,527,623 |
Shares redeemed | (14,013,543) | (25,116,057) | (179,818,743) | (264,379,930) |
Net increase (decrease) | (9,069,726) | (11,706,326) | $ (116,114,075) | $ (117,360,070) |
Class K | | | | |
Shares sold | 971,488 | 932,389 | $ 12,501,266 | $ 9,034,127 |
Conversion from Fidelity Value Discovery | 48,084 | 2,614,497 | 581,847 | 34,210,488 |
Reinvestment of distributions | 32,528 | 22,509 | 405,386 | 223,065 |
Shares redeemed | (736,068) | (904,764) | (9,454,315) | (8,983,215) |
Net increase (decrease) | 316,032 | 2,664,631 | $ 4,034,184 | $ 34,484,465 |
A Conversion transactions for Class K and Fidelity Value Discovery are presented for the period August 1, 2009 through August 31, 2009.
11. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
Annual Report
To the Trustees of Fidelity Puritan Trust and Shareholders of Fidelity Value Discovery Fund:
We have audited the accompanying statement of assets and liabilities of Fidelity Value Discovery Fund (the Fund), a fund of Fidelity Puritan Trust, including the schedule of investments, as of July 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of July 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Value Discovery Fund as of July 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Boston, Massachusetts
September 13, 2010
Annual Report
The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 222 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.
The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.
Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.
In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.
Annual Report
Trustees and Officers - continued
Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.
Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.
The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."
Annual Report
The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.
Interested Trustees*:
Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Edward C. Johnson 3d (80) |
| Year of Election or Appointment: 1984 Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007). |
James C. Curvey (75) |
| Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. |
* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
Annual Report
Trustees and Officers - continued
Independent Trustees:
Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Dennis J. Dirks (62) |
| Year of Election or Appointment: 2005 Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present). |
Alan J. Lacy (56) |
| Year of Election or Appointment: 2008 Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association. |
Ned C. Lautenbach (66) |
| Year of Election or Appointment: 2000 Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment, 2008-present) and was previously a Partner of Clayton, Dubilier & Rice, Inc. (1998-2008). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007). |
Joseph Mauriello (65) |
| Year of Election or Appointment: 2008 Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007). |
Cornelia M. Small (66) |
| Year of Election or Appointment: 2005 Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments. |
William S. Stavropoulos (71) |
| Year of Election or Appointment: 2001 Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science. |
David M. Thomas (61) |
| Year of Election or Appointment: 2008 Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present). |
Michael E. Wiley (59) |
| Year of Election or Appointment: 2008 Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005). |
Annual Report
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
Advisory Board Member and Executive Officers:
Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupation |
Peter S. Lynch (66) |
| Year of Election or Appointment: 2003 Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006). |
Kenneth B. Robins (40) |
| Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008). |
Brian B. Hogan (45) |
| Year of Election or Appointment: 2009 Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager. |
Thomas C. Hense (46) |
| Year of Election or Appointment: 2008 or 2010 Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008). |
Scott C. Goebel (42) |
| Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007). |
William C. Coffey (41) |
| Year of Election or Appointment: 2009 Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009). |
Holly C. Laurent (56) |
| Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006). |
Christine Reynolds (51) |
| Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). |
Kenneth A. Rathgeber (63) |
| Year of Election or Appointment: 2004 Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present). |
Jeffrey S. Christian (48) |
| Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009). |
Bryan A. Mehrmann (49) |
| Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. |
Adrien E. Deberghes (42) |
| Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). |
Stephanie J. Dorsey (41) |
| Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank. |
John R. Hebble (52) |
| Year of Election or Appointment: 2009 Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. |
Gary W. Ryan (51) |
| Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005). |
Annual Report
The Value Discovery fund designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.
The Value Discovery fund designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.
The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.
Annual Report
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Value Discovery Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.
At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.
In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.
Annual Report
Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.
Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.
Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.
The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.
Annual Report
Fidelity Value Discovery Fund
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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the second quartile for the one- and three-year periods and the first quartile for the five-year period. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.
The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.
Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.
Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 10% means that 90% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.
Annual Report
Fidelity Value Discovery Fund
![fid125](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid125.gif)
The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.
Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.
Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.
The Board noted that the total expenses of each class ranked below its competitive median for 2009.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.
Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.
Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.
On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
Annual Report
The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.
Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.
In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.
The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.
The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
Annual Report
Managing Your Investments
Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.
By Phone
Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.
(phone_graphic)
Fidelity Automated
Service Telephone (FAST®)
1-800-544-5555
Press
For mutual fund and brokerage trading.
For quotes.*
For account balances and holdings.
To review orders and mutual
fund activity.
To change your PIN.
![fid137](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid137.gif)
To speak to a Fidelity representative.
By PC
Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.
(computer_graphic)
Fidelity's Web Site
www.fidelity.com
* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.
Annual Report
Investment Adviser
Fidelity Management & Research Company
Boston, MA
Investment Sub-Advisers
FMR Co., Inc.
Fidelity Research & Analysis
Company
Fidelity Management & Research
(U.K.) Inc.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.
General Distributor
Fidelity Distributors Corporation
Boston, MA
Transfer and Service Agents
Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA
Fidelity Service Company, Inc.
Boston, MA
Custodian
Citibank, N.A.
New York, NY
The Fidelity Telephone Connection
Mutual Fund 24-Hour Service
Exchanges/Redemptions
and Account Assistance 1-800-544-6666
Product Information 1-800-544-6666
Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)
TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)
Fidelity Automated Service
Telephone (FAST®)![fid66](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid66.jpg)
1-800-544-5555
![fid66](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid66.jpg)
Automated line for quickest service
FVD-UANN-0910
1.789714.107
![fid69](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid69.gif)
Fidelity
Value Discovery
Fund-
Class K
Annual Report
July 31, 2010
(2_fidelity_logos) (Registered_Trademark)
Contents
Chairman's Message | <Click Here> | The Chairman's message to shareholders. |
Performance | <Click Here> | How the fund has done over time. |
Management's Discussion of Fund Performance | <Click Here> | The Portfolio Manager's review of fund performance and strategy. |
Shareholder Expense Example | <Click Here> | An example of shareholder expenses. |
Investment Changes | <Click Here> | A summary of major shifts in the fund's investments over the past six months. |
Investments | <Click Here> | A complete list of the fund's investments with their market values. |
Financial Statements | <Click Here> | Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights. |
Notes | <Click Here> | Notes to the financial statements. |
Report of Independent Registered Public Accounting Firm | <Click Here> | |
Trustees and Officers | <Click Here> | |
Distributions | <Click Here> | |
Board Approval of Investment Advisory Contracts and Management Fees | <Click Here> | |
To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.
Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.
Other third party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.
Annual Report
This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.
NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE
Neither the fund nor Fidelity Distributors Corporation is a bank.
Annual Report
(photo_of_Edward_C_Johnson_3d)
Dear Shareholder:
A yearlong uptrend in global equity markets reversed course in late April 2010 when investor sentiment turned bearish due in great measure to concern that Europe's debt crisis would expand and slow or derail economic recovery. However, a bounceback in July helped to recover some of the ground that was lost. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.
One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.
You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).
A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.
We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.
Sincerely,
(The chairman's signature appears here.)
Edward C. Johnson 3d
Annual Report
Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.
Average Annual Total Returns
Periods ended July 31, 2010 | Past 1 year | Past 5 years | Life of fund A |
Class K B | 12.84% | 0.06% | 6.68% |
A From December 10, 2002.
B The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity Value Discovery Fund, the original class of the fund.
$10,000 Over Life of Fund
Let's say hypothetically that $10,000 was invested in Fidelity Value Discovery Fund - Class K on December 10, 2002, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Russell 3000® Value Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.
![fid156](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid156.jpg)
Annual Report
Market Recap: U.S. stock markets saw double-digit gains for the year ending July 31, 2010, despite the return of market volatility and risk aversion during the first half of 2010. An impressive bull run continued through 2009, bolstered by improvement in the economy and credit markets. Early in the new year, however, stocks fell sharply amid concerns about the global economic recovery, fueled by European debt woes and China's efforts to restrain inflation. After this brief dip, markets regained their upward momentum, as government stimulus and significant corporate cost cutting led to encouraging earnings reports, improved credit conditions and rising consumer confidence. Positive news continued through mid-April, when the Dow Jones Industrial AverageSM pushed above the 11,000 mark for the first time in 19 months. That milestone was short-lived, however, as heightened concern about the European debt crisis sparked an abrupt sell-off in May, leading to the first official correction since the rally began in March 2009. Although the market's malaise continued through June, stocks saw solid gains in July. For the year, the Dow rose 17.28%, while the S&P 500® Index was up 13.84%. Elsewhere, the technology-laden Nasdaq Composite® Index returned 14.99%. Small- and mid-cap stocks performed best, as measured by the 18.43% increase of the Russell 2000® Index and the 23.21% gain of the Russell Midcap® Index.
Comments from Scott Offen, Portfolio Manager of Fidelity Value Discovery Fund: For the year ending July 31, 2010, the fund's Class K shares returned 12.84%, underperforming the 15.78% return of the Russell 3000® Value Index. The fund's performance relative to the index was hurt by unfavorable stock selection within the top-performing consumer discretionary sector, particularly the consumer durables and apparel industry. Positioning within information technology also hurt, as did unsuccessful security selection in energy and health care. Holdings that detracted included homebuilders KB Home and PulteGroup, trucking firm Arkansas Best, underweighting industrial conglomerate General Electric, not owning airline manufacturer and index component Boeing, and out-of-benchmark positions in Royal Dutch Shell and ON Semiconductor. The fund's return was buoyed by strong security selection within financials and by overweighting consumer discretionary. At the security level, the fund reaped the benefit of underweighting integrated oil firm Exxon Mobil and from the outperformance of shopping-mall real estate investment trust (REIT) CBL & Associates Properties, building materials manufacturer Owens Corning, diesel engine manufacturer Cummins and an out-of-benchmark investment in real estate services provider CB Richard Ellis Group. Some stocks mentioned in this update were not held at period end.
The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.
Annual Report
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (February 1, 2010 to July 31, 2010).
Actual Expenses
The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
Annual Report
| Annualized Expense Ratio | Beginning Account Value February 1, 2010 | Ending Account Value July 31, 2010 | Expenses Paid During Period* February 1, 2010 to July 31, 2010 |
Fidelity Value Discovery | .92% | | | |
Actual | | $ 1,000.00 | $ 1,038.60 | $ 4.65 |
HypotheticalA | | $ 1,000.00 | $ 1,020.23 | $ 4.61 |
Class K | .72% | | | |
Actual | | $ 1,000.00 | $ 1,040.30 | $ 3.64 |
HypotheticalA | | $ 1,000.00 | $ 1,021.22 | $ 3.61 |
A 5% return per year before expenses
* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Annual Report
Investment Changes (Unaudited)
Top Ten Stocks as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
JPMorgan Chase & Co. | 3.2 | 3.1 |
Wells Fargo & Co. | 3.0 | 2.5 |
Procter & Gamble Co. | 2.8 | 0.8 |
Bank of America Corp. | 2.6 | 1.9 |
Chevron Corp. | 2.3 | 0.0 |
Philip Morris International, Inc. | 2.2 | 0.0 |
Merck & Co., Inc. | 2.0 | 1.3 |
Citigroup, Inc. | 2.0 | 0.9 |
Johnson & Johnson | 1.9 | 0.0 |
Pfizer, Inc. | 1.7 | 2.8 |
| 23.7 | |
Top Five Market Sectors as of July 31, 2010 |
| % of fund's net assets | % of fund's net assets 6 months ago |
Financials | 26.3 | 23.1 |
Industrials | 11.6 | 11.1 |
Health Care | 10.9 | 9.5 |
Consumer Discretionary | 10.8 | 13.9 |
Energy | 10.8 | 15.2 |
Asset Allocation (% of fund's net assets) |
As of July 31, 2010 * | As of January 31, 2010 ** |
![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 99.4% | | ![fid51](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid51.gif) | Stocks 100.0% | |
![fid115](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid115.gif) | Convertible Securities 0.0% | | ![fid117](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid117.gif) | Convertible Securities 0.2% | |
![fid57](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid57.gif) | Short-Term Investments and Net Other Assets 0.6% | | ![fid115](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid115.gif) | Short-Term Investments and Net Other Assets† (0.2)% | |
* Foreign investments | 6.3% | | ** Foreign investments | 10.6% | |
† Short-Term Investments and Net Other Assets are not included in the pie chart.
![fid164](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid164.jpg)
Annual Report
Investments July 31, 2010
Showing Percentage of Net Assets
Common Stocks - 99.4% |
| Shares | | Value |
CONSUMER DISCRETIONARY - 10.8% |
Auto Components - 0.2% |
Tenneco, Inc. (a) | 56,400 | | $ 1,556,640 |
Automobiles - 0.4% |
Bayerische Motoren Werke AG (BMW) | 48,073 | | 2,588,317 |
Hotels, Restaurants & Leisure - 1.2% |
Brinker International, Inc. | 1,300 | | 20,436 |
Starwood Hotels & Resorts Worldwide, Inc. | 45,400 | | 2,199,630 |
The Cheesecake Factory, Inc. (a) | 48,500 | | 1,136,840 |
WMS Industries, Inc. (a) | 54,900 | | 2,114,199 |
Wyndham Worldwide Corp. | 71,600 | | 1,827,948 |
| | 7,299,053 |
Household Durables - 3.8% |
D.R. Horton, Inc. | 614,770 | | 6,774,765 |
Lennar Corp. Class A | 272,400 | | 4,023,348 |
Pulte Group, Inc. (a) | 714,162 | | 6,270,342 |
Stanley Black & Decker, Inc. | 120,290 | | 6,979,226 |
| | 24,047,681 |
Media - 2.7% |
The Walt Disney Co. | 222,471 | | 7,495,048 |
Time Warner Cable, Inc. | 64,900 | | 3,710,333 |
Virgin Media, Inc. | 287,190 | | 6,183,201 |
| | 17,388,582 |
Specialty Retail - 1.2% |
Advance Auto Parts, Inc. | 49,300 | | 2,639,029 |
Best Buy Co., Inc. | 51,400 | | 1,781,524 |
Group 1 Automotive, Inc. (a) | 22,400 | | 620,928 |
OfficeMax, Inc. (a) | 87,200 | | 1,246,088 |
TJX Companies, Inc. | 29,900 | | 1,241,448 |
| | 7,529,017 |
Textiles, Apparel & Luxury Goods - 1.3% |
Phillips-Van Heusen Corp. | 61,916 | | 3,212,821 |
Polo Ralph Lauren Corp. Class A | 32,900 | | 2,599,429 |
VF Corp. | 32,700 | | 2,594,091 |
| | 8,406,341 |
TOTAL CONSUMER DISCRETIONARY | | 68,815,631 |
CONSUMER STAPLES - 7.3% |
Beverages - 0.1% |
Anheuser-Busch InBev SA NV | 19,890 | | 1,053,407 |
Common Stocks - continued |
| Shares | | Value |
CONSUMER STAPLES - continued |
Food & Staples Retailing - 1.7% |
CVS Caremark Corp. | 62,400 | | $ 1,915,056 |
Kroger Co. | 148,100 | | 3,136,758 |
Susser Holdings Corp. (a) | 58,290 | | 700,063 |
Wal-Mart Stores, Inc. | 58,500 | | 2,994,615 |
Whole Foods Market, Inc. (a) | 49,200 | | 1,868,124 |
| | 10,614,616 |
Household Products - 2.8% |
Procter & Gamble Co. | 294,600 | | 18,017,736 |
Personal Products - 0.5% |
Avon Products, Inc. | 73,200 | | 2,278,716 |
USANA Health Sciences, Inc. (a) | 18,501 | | 775,192 |
| | 3,053,908 |
Tobacco - 2.2% |
Philip Morris International, Inc. | 275,300 | | 14,051,312 |
TOTAL CONSUMER STAPLES | | 46,790,979 |
ENERGY - 10.8% |
Energy Equipment & Services - 3.4% |
Baker Hughes, Inc. | 148,575 | | 7,171,715 |
Ensco International Ltd. ADR | 89,000 | | 3,721,090 |
National Oilwell Varco, Inc. | 112,100 | | 4,389,836 |
Noble Corp. | 109,700 | | 3,565,250 |
Pride International, Inc. (a) | 111,232 | | 2,646,209 |
| | 21,494,100 |
Oil, Gas & Consumable Fuels - 7.4% |
Alpha Natural Resources, Inc. (a) | 37,100 | | 1,422,043 |
Apache Corp. | 33,900 | | 3,240,162 |
Cabot Oil & Gas Corp. | 76,600 | | 2,334,002 |
Chevron Corp. | 194,600 | | 14,830,466 |
Exxon Mobil Corp. | 59,900 | | 3,574,832 |
Frontier Oil Corp. | 62,000 | | 761,980 |
Marathon Oil Corp. | 193,800 | | 6,482,610 |
Pioneer Natural Resources Co. | 100,668 | | 5,830,691 |
Southwestern Energy Co. (a) | 143,800 | | 5,241,510 |
Common Stocks - continued |
| Shares | | Value |
ENERGY - continued |
Oil, Gas & Consumable Fuels - continued |
Sunoco, Inc. | 43,300 | | $ 1,544,511 |
Talisman Energy, Inc. | 104,300 | | 1,780,695 |
| | 47,043,502 |
TOTAL ENERGY | | 68,537,602 |
FINANCIALS - 26.3% |
Capital Markets - 2.1% |
Goldman Sachs Group, Inc. | 22,648 | | 3,415,771 |
Morgan Stanley | 362,600 | | 9,786,574 |
| | 13,202,345 |
Commercial Banks - 6.9% |
City National Corp. | 28,760 | | 1,629,829 |
Comerica, Inc. | 17,000 | | 652,120 |
Huntington Bancshares, Inc. | 312,700 | | 1,894,962 |
PNC Financial Services Group, Inc. | 86,800 | | 5,155,052 |
Regions Financial Corp. | 208,710 | | 1,529,844 |
Southwest Bancorp, Inc., Oklahoma | 38,809 | | 564,671 |
SunTrust Banks, Inc. | 86,100 | | 2,234,295 |
SVB Financial Group (a) | 44,115 | | 1,905,327 |
U.S. Bancorp, Delaware | 356,600 | | 8,522,740 |
Wells Fargo & Co. | 695,972 | | 19,299,304 |
Wilshire Bancorp, Inc. | 64,216 | | 483,546 |
| | 43,871,690 |
Consumer Finance - 2.4% |
American Express Co. | 176,500 | | 7,878,960 |
Capital One Financial Corp. | 123,900 | | 5,244,687 |
Discover Financial Services | 140,200 | | 2,140,854 |
| | 15,264,501 |
Diversified Financial Services - 7.8% |
Bank of America Corp. | 1,170,817 | | 16,438,271 |
Citigroup, Inc. (a) | 3,100,892 | | 12,713,657 |
JPMorgan Chase & Co. | 516,131 | | 20,789,757 |
| | 49,941,685 |
Insurance - 3.6% |
AFLAC, Inc. | 30,663 | | 1,508,362 |
Allstate Corp. | 116,900 | | 3,301,256 |
Assured Guaranty Ltd. | 64,100 | | 1,006,370 |
Delphi Financial Group, Inc. Class A | 90,300 | | 2,343,285 |
Common Stocks - continued |
| Shares | | Value |
FINANCIALS - continued |
Insurance - continued |
Everest Re Group Ltd. | 39,300 | | $ 3,050,466 |
Lincoln National Corp. | 152,984 | | 3,983,703 |
MetLife, Inc. | 82,200 | | 3,457,332 |
Unum Group | 36,400 | | 830,648 |
XL Capital Ltd. Class A | 219,200 | | 3,886,416 |
| | 23,367,838 |
Real Estate Investment Trusts - 1.7% |
CBL & Associates Properties, Inc. | 247,603 | | 3,483,774 |
DiamondRock Hospitality Co. | 214,746 | | 1,992,843 |
Public Storage | 19,900 | | 1,952,588 |
The Macerich Co. | 83,159 | | 3,446,941 |
| | 10,876,146 |
Real Estate Management & Development - 1.8% |
CB Richard Ellis Group, Inc. Class A (a) | 481,700 | | 8,188,900 |
Jones Lang LaSalle, Inc. | 40,800 | | 3,160,368 |
| | 11,349,268 |
TOTAL FINANCIALS | | 167,873,473 |
HEALTH CARE - 10.9% |
Biotechnology - 1.8% |
Amgen, Inc. (a) | 86,691 | | 4,727,260 |
ARIAD Pharmaceuticals, Inc. (a) | 203,100 | | 649,920 |
BioMarin Pharmaceutical, Inc. (a) | 38,000 | | 830,300 |
Genzyme Corp. (a) | 13,200 | | 918,192 |
Gilead Sciences, Inc. (a) | 55,800 | | 1,859,256 |
Incyte Corp. (a) | 25,200 | | 328,104 |
Keryx Biopharmaceuticals, Inc. (a) | 159,400 | | 599,344 |
United Therapeutics Corp. (a) | 22,800 | | 1,114,692 |
ZIOPHARM Oncology, Inc. (a) | 131,199 | | 490,684 |
| | 11,517,752 |
Health Care Equipment & Supplies - 0.7% |
Abiomed, Inc. (a) | 68,494 | | 759,598 |
AGA Medical Holdings, Inc. | 51,800 | | 750,582 |
Cooper Companies, Inc. | 34,200 | | 1,329,012 |
Edwards Lifesciences Corp. (a) | 8,000 | | 462,400 |
Stryker Corp. | 12,700 | | 591,439 |
Wright Medical Group, Inc. (a) | 42,100 | | 657,181 |
| | 4,550,212 |
Common Stocks - continued |
| Shares | | Value |
HEALTH CARE - continued |
Health Care Providers & Services - 1.3% |
CIGNA Corp. | 97,600 | | $ 3,002,176 |
Emeritus Corp. (a) | 65,050 | | 1,119,511 |
Medco Health Solutions, Inc. (a) | 76,681 | | 3,680,688 |
Sunrise Senior Living, Inc. (a) | 153,350 | | 458,517 |
| | 8,260,892 |
Health Care Technology - 0.2% |
Allscripts-Misys Healthcare Solutions, Inc. (a) | 34,800 | | 580,812 |
MedAssets, Inc. (a) | 26,528 | | 621,020 |
| | 1,201,832 |
Life Sciences Tools & Services - 0.5% |
Covance, Inc. (a) | 19,100 | | 740,316 |
PAREXEL International Corp. (a) | 64,700 | | 1,328,291 |
PerkinElmer, Inc. | 59,400 | | 1,155,924 |
| | 3,224,531 |
Pharmaceuticals - 6.4% |
Ardea Biosciences, Inc. (a) | 54,600 | | 1,089,270 |
Biovail Corp. | 40,700 | | 888,871 |
Cadence Pharmaceuticals, Inc. (a) | 74,400 | | 569,904 |
Cardiome Pharma Corp. (a) | 45,640 | | 373,840 |
Johnson & Johnson | 211,092 | | 12,262,334 |
Merck & Co., Inc. | 377,731 | | 13,016,610 |
Pfizer, Inc. | 699,596 | | 10,493,940 |
Teva Pharmaceutical Industries Ltd. sponsored ADR | 44,900 | | 2,193,365 |
| | 40,888,134 |
TOTAL HEALTH CARE | | 69,643,353 |
INDUSTRIALS - 11.6% |
Aerospace & Defense - 2.2% |
DigitalGlobe, Inc. (a) | 23,700 | | 646,062 |
Precision Castparts Corp. | 35,500 | | 4,337,745 |
United Technologies Corp. | 125,200 | | 8,901,720 |
| | 13,885,527 |
Airlines - 0.6% |
AMR Corp. (a) | 74,900 | | 530,292 |
Southwest Airlines Co. | 187,494 | | 2,259,303 |
UAL Corp. (a) | 38,200 | | 906,868 |
| | 3,696,463 |
Common Stocks - continued |
| Shares | | Value |
INDUSTRIALS - continued |
Building Products - 0.5% |
Owens Corning (a) | 96,396 | | $ 3,034,546 |
Commercial Services & Supplies - 0.3% |
Republic Services, Inc. | 31,600 | | 1,006,776 |
Schawk, Inc. Class A | 19,300 | | 286,219 |
The Geo Group, Inc. (a) | 35,900 | | 774,722 |
| | 2,067,717 |
Construction & Engineering - 0.1% |
KBR, Inc. | 41,500 | | 928,770 |
Electrical Equipment - 0.9% |
Regal-Beloit Corp. | 89,496 | | 5,444,042 |
Industrial Conglomerates - 1.6% |
General Electric Co. | 486,352 | | 7,839,994 |
Textron, Inc. | 108,200 | | 2,246,232 |
| | 10,086,226 |
Machinery - 2.4% |
Cummins, Inc. | 74,400 | | 5,922,984 |
Danaher Corp. | 102,800 | | 3,948,548 |
Gardner Denver, Inc. | 43,100 | | 2,188,187 |
SPX Corp. | 27,100 | | 1,614,076 |
Timken Co. | 57,000 | | 1,916,340 |
| | 15,590,135 |
Marine - 0.1% |
Alexander & Baldwin, Inc. | 10,500 | | 352,275 |
Professional Services - 0.5% |
Equifax, Inc. | 43,500 | | 1,363,290 |
Manpower, Inc. | 38,200 | | 1,832,836 |
| | 3,196,126 |
Road & Rail - 2.4% |
Con-way, Inc. | 41,600 | | 1,401,504 |
CSX Corp. | 110,800 | | 5,841,376 |
Union Pacific Corp. | 109,400 | | 8,168,898 |
| | 15,411,778 |
TOTAL INDUSTRIALS | | 73,693,605 |
INFORMATION TECHNOLOGY - 10.7% |
Communications Equipment - 1.7% |
Adtran, Inc. | 129,900 | | 4,102,242 |
Common Stocks - continued |
| Shares | | Value |
INFORMATION TECHNOLOGY - continued |
Communications Equipment - continued |
Cisco Systems, Inc. (a) | 144,778 | | $ 3,340,028 |
Juniper Networks, Inc. (a) | 125,100 | | 3,475,278 |
| | 10,917,548 |
Computers & Peripherals - 1.4% |
Hewlett-Packard Co. | 193,200 | | 8,894,928 |
Electronic Equipment & Components - 2.0% |
Amphenol Corp. Class A | 39,714 | | 1,779,187 |
Avnet, Inc. (a) | 157,600 | | 3,963,640 |
Flextronics International Ltd. (a) | 313,300 | | 1,948,726 |
Itron, Inc. (a) | 32,432 | | 2,110,350 |
Tyco Electronics Ltd. | 111,600 | | 3,013,200 |
| | 12,815,103 |
Internet Software & Services - 0.4% |
eBay, Inc. (a) | 129,300 | | 2,703,663 |
IT Services - 0.7% |
MasterCard, Inc. Class A | 19,979 | | 4,196,389 |
Office Electronics - 0.2% |
Xerox Corp. | 142,100 | | 1,384,054 |
Semiconductors & Semiconductor Equipment - 3.8% |
Advanced Micro Devices, Inc. (a)(d) | 360,800 | | 2,702,392 |
Analog Devices, Inc. | 44,500 | | 1,322,095 |
ASML Holding NV | 79,200 | | 2,549,448 |
Avago Technologies Ltd. | 72,300 | | 1,573,248 |
KLA-Tencor Corp. | 42,820 | | 1,356,109 |
Lam Research Corp. (a) | 89,900 | | 3,792,881 |
Marvell Technology Group Ltd. (a) | 90,500 | | 1,350,260 |
Micron Technology, Inc. (a) | 402,300 | | 2,928,744 |
ON Semiconductor Corp. (a) | 774,850 | | 5,230,238 |
Standard Microsystems Corp. (a) | 68,878 | | 1,516,694 |
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR | 36 | | 364 |
| | 24,322,473 |
Software - 0.5% |
BMC Software, Inc. (a) | 37,600 | | 1,337,808 |
Oracle Corp. | 70,783 | | 1,673,310 |
| | 3,011,118 |
TOTAL INFORMATION TECHNOLOGY | | 68,245,276 |
Common Stocks - continued |
| Shares | | Value |
MATERIALS - 3.8% |
Chemicals - 2.1% |
Air Products & Chemicals, Inc. | 15,400 | | $ 1,117,732 |
Albemarle Corp. | 75,764 | | 3,304,826 |
CF Industries Holdings, Inc. | 8,200 | | 665,758 |
Clariant AG (Reg.) (a) | 122,220 | | 1,619,352 |
Praxair, Inc. | 37,400 | | 3,247,068 |
Solutia, Inc. (a) | 206,400 | | 2,912,304 |
Symrise AG | 15,500 | | 385,857 |
| | 13,252,897 |
Containers & Packaging - 0.6% |
Ball Corp. | 25,200 | | 1,467,648 |
Owens-Illinois, Inc. (a) | 73,500 | | 2,032,275 |
| | 3,499,923 |
Metals & Mining - 0.7% |
Carpenter Technology Corp. | 42,700 | | 1,492,365 |
Goldcorp, Inc. | 25,100 | | 984,026 |
Newcrest Mining Ltd. | 35,628 | | 1,054,505 |
Newmont Mining Corp. | 18,800 | | 1,050,920 |
| | 4,581,816 |
Paper & Forest Products - 0.4% |
Weyerhaeuser Co. | 159,300 | | 2,583,846 |
TOTAL MATERIALS | | 23,918,482 |
TELECOMMUNICATION SERVICES - 3.8% |
Diversified Telecommunication Services - 1.9% |
AboveNet, Inc. (a) | 74,353 | | 3,955,580 |
Cbeyond, Inc. (a) | 147,422 | | 2,245,237 |
China Unicom (Hong Kong) Ltd. sponsored ADR | 70,400 | | 960,256 |
Iliad Group SA | 7,493 | | 659,693 |
Qwest Communications International, Inc. | 788,700 | | 4,464,042 |
| | 12,284,808 |
Wireless Telecommunication Services - 1.9% |
American Tower Corp. Class A (a) | 79,700 | | 3,685,328 |
Leap Wireless International, Inc. (a) | 1,500 | | 17,835 |
SBA Communications Corp. Class A (a) | 50,300 | | 1,819,854 |
Sprint Nextel Corp. (a) | 1,374,300 | | 6,280,551 |
| | 11,803,568 |
TOTAL TELECOMMUNICATION SERVICES | | 24,088,376 |
Common Stocks - continued |
| Shares | | Value |
UTILITIES - 3.4% |
Electric Utilities - 2.8% |
American Electric Power Co., Inc. | 138,500 | | $ 4,983,230 |
FirstEnergy Corp. | 117,500 | | 4,429,750 |
PPL Corp. | 294,703 | | 8,042,445 |
| | 17,455,425 |
Independent Power Producers & Energy Traders - 0.6% |
Calpine Corp. (a) | 301,600 | | 4,071,600 |
TOTAL UTILITIES | | 21,527,025 |
TOTAL COMMON STOCKS (Cost $615,448,057) | 633,133,802 |
Money Market Funds - 0.5% |
| | | |
Fidelity Cash Central Fund, 0.24% (b) | 294,812 | | 294,812 |
Fidelity Securities Lending Cash Central Fund, 0.27% (b)(c) | 2,880,000 | | 2,880,000 |
TOTAL MONEY MARKET FUNDS (Cost $3,174,812) | 3,174,812 |
TOTAL INVESTMENT PORTFOLIO - 99.9% (Cost $618,622,869) | | 636,308,614 |
NET OTHER ASSETS (LIABILITIES) - 0.1% | | 835,200 |
NET ASSETS - 100% | $ 637,143,814 |
Legend |
(a) Non-income producing |
(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. |
(c) Investment made with cash collateral received from securities on loan. |
(d) Security or a portion of the security is on loan at period end. |
Affiliated Central Funds |
Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows: |
Fund | Income earned |
Fidelity Cash Central Fund | $ 6,374 |
Fidelity Securities Lending Cash Central Fund | 27,885 |
Total | $ 34,259 |
Other Information |
All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements. |
Income Tax Information |
At July 31, 2010, the Fund had a capital loss carryforward of approximately $270,550,560 of which $172,562,096 and $97,988,464 will expire on July 31, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Assets and Liabilities
| July 31, 2010 |
| | |
Assets | | |
Investment in securities, at value (including securities loaned of $2,696,400) - See accompanying schedule: Unaffiliated issuers (cost $615,448,057) | $ 633,133,802 | |
Fidelity Central Funds (cost $3,174,812) | 3,174,812 | |
Total Investments (cost $618,622,869) | | $ 636,308,614 |
Receivable for investments sold | | 938,446 |
Receivable for fund shares sold | | 299,220 |
Dividends receivable | | 4,513,897 |
Distributions receivable from Fidelity Central Funds | | 617 |
Other receivables | | 10,582 |
Total assets | | 642,071,376 |
| | |
Liabilities | | |
Payable for investments purchased | $ 1,079,101 | |
Payable for fund shares redeemed | 501,658 | |
Accrued management fee | 269,940 | |
Other affiliated payables | 153,803 | |
Other payables and accrued expenses | 43,060 | |
Collateral on securities loaned, at value | 2,880,000 | |
Total liabilities | | 4,927,562 |
| | |
Net Assets | | $ 637,143,814 |
Net Assets consist of: | | |
Paid in capital | | $ 904,280,332 |
Undistributed net investment income | | 5,623,822 |
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions | | (290,446,085) |
Net unrealized appreciation (depreciation) on investments | | 17,685,745 |
Net Assets | | $ 637,143,814 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Assets and Liabilities - continued
| July 31, 2010 |
| | |
Fidelity Value Discovery: Net Asset Value, offering price and redemption price per share ($598,560,575 ÷ 46,373,203 shares) | | $ 12.91 |
| | |
Class K: Net Asset Value, offering price and redemption price per share ($38,583,239 ÷ 2,986,591 shares) | | $ 12.92 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Statements - continued
Statement of Operations
| Year ended July 31, 2010 |
| | |
Investment Income | | |
Dividends | | $ 9,811,244 |
Special dividends | | 4,216,671 |
Income from Fidelity Central Funds | | 34,259 |
Total income | | 14,062,174 |
| | |
Expenses | | |
Management fee Basic fee | $ 3,836,130 | |
Performance adjustment | 540,144 | |
Transfer agent fees | 1,762,034 | |
Accounting and security lending fees | 259,024 | |
Custodian fees and expenses | 30,652 | |
Independent trustees' compensation | 4,005 | |
Registration fees | 43,538 | |
Audit | 45,853 | |
Legal | 3,252 | |
Interest | 102 | |
Miscellaneous | 12,312 | |
Total expenses before reductions | 6,537,046 | |
Expense reductions | (76,485) | 6,460,561 |
Net investment income (loss) | | 7,601,613 |
Realized and Unrealized Gain (Loss) Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers (net of foreign taxes of $1,207) | 87,796,814 | |
Foreign currency transactions | (2,878) | |
Total net realized gain (loss) | | 87,793,936 |
Change in net unrealized appreciation (depreciation) on: Investment securities | (12,116,169) | |
Assets and liabilities in foreign currencies | (411) | |
Total change in net unrealized appreciation (depreciation) | | (12,116,580) |
Net gain (loss) | | 75,677,356 |
Net increase (decrease) in net assets resulting from operations | | $ 83,278,969 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Statement of Changes in Net Assets
| Year ended July 31, 2010 | Year ended July 31, 2009 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $ 7,601,613 | $ 11,108,306 |
Net realized gain (loss) | 87,793,936 | (319,522,868) |
Change in net unrealized appreciation (depreciation) | (12,116,580) | 62,336,422 |
Net increase (decrease) in net assets resulting from operations | 83,278,969 | (246,078,140) |
Distributions to shareholders from net investment income | (7,065,572) | (11,974,610) |
Distributions to shareholders from net realized gain | - | (1,351,299) |
Total distributions | (7,065,572) | (13,325,909) |
Share transactions - net increase (decrease) | (112,079,891) | (82,875,605) |
Total increase (decrease) in net assets | (35,866,494) | (342,279,654) |
| | |
Net Assets | | |
Beginning of period | 673,010,308 | 1,015,289,962 |
End of period (including undistributed net investment income of $5,623,822 and undistributed net investment income of $5,101,237, respectively) | $ 637,143,814 | $ 673,010,308 |
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Fidelity Value Discovery
Years ended July 31, | 2010 | 2009 | 2008 | 2007 | 2006 |
Selected Per-Share Data | | | | |
Net asset value, beginning of period | $ 11.58 | $ 15.12 | $ 18.94 | $ 16.53 | $ 15.24 |
Income from Investment Operations | | | | | |
Net investment income (loss) B | .14 E | .17 | .19 | .13 | .09 |
Net realized and unrealized gain (loss) | 1.31 | (3.51) | (2.79) | 2.85 | 1.77 |
Total from investment operations | 1.45 | (3.34) | (2.60) | 2.98 | 1.86 |
Distributions from net investment income | (.12) | (.18) | (.12) | (.10) | (.03) |
Distributions from net realized gain | - | (.02) | (1.10) | (.47) | (.54) |
Total distributions | (.12) | (.20) | (1.22) | (.57) | (.57) |
Net asset value, end of period | $ 12.91 | $ 11.58 | $ 15.12 | $ 18.94 | $ 16.53 |
Total Return A | 12.60% | (22.14)% | (14.66)% | 18.59% | 12.54% |
Ratios to Average Net Assets C, F | | | | |
Expenses before reductions | .96% | .93% | .94% | .87% | .94% |
Expenses net of fee waivers, if any | .96% | .93% | .94% | .87% | .94% |
Expenses net of all reductions | .95% | .92% | .94% | .87% | .91% |
Net investment income (loss) | 1.10% E | 1.61% | 1.08% | .74% | .57% |
Supplemental Data | | | | |
Net assets, end of period (000 omitted) | $ 598,561 | $ 642,054 | $ 1,015,200 | $ 1,211,951 | $ 730,891 |
Portfolio turnover rate D | 116% | 165% | 149% | 146% | 202% |
A Total returns would have been lower had certain expenses not been reduced during the periods shown.
B Calculated based on average shares outstanding during the period.
C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
E Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .48%.
F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Financial Highlights - Class K
Years ended July 31, | 2010 | 2009 | 2008 H |
Selected Per-Share Data | | | |
Net asset value, beginning of period | $ 11.59 | $ 15.12 | $ 16.87 |
Income from Investment Operations | | | |
Net investment income (loss) D | .17 G | .18 | .05 |
Net realized and unrealized gain (loss) | 1.31 | (3.49) | (1.80) |
Total from investment operations | 1.48 | (3.31) | (1.75) |
Distributions from net investment income | (.15) | (.20) | - |
Distributions from net realized gain | - | (.02) | - |
Total distributions | (.15) | (.22) | - |
Net asset value, end of period | $ 12.92 | $ 11.59 | $ 15.12 |
Total Return B, C | 12.84% | (21.94)% | (10.37)% |
Ratios to Average Net Assets E, I | | | |
Expenses before reductions | .75% | .69% | .79% A |
Expenses net of fee waivers, if any | .75% | .69% | .79% A |
Expenses net of all reductions | .74% | .69% | .79% A |
Net investment income (loss) | 1.31% G | 1.84% | 1.40% A |
Supplemental Data | | | |
Net assets, end of period (000 omitted) | $ 38,583 | $ 30,957 | $ 90 |
Portfolio turnover rate F | 116% | 165% | 149% |
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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.
F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.
G Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .70%.
H For the period May 9, 2008 (commencement of sale of shares) to July 31, 2008.
I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.
See accompanying notes which are an integral part of the financial statements.
Annual Report
Notes to Financial Statements
For the period ended July 31, 2010
1. Organization.
Fidelity Value Discovery Fund (the Fund) is a fund of Fidelity Puritan Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Fidelity Value Discovery and Class K 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. After the commencement of Class K, the Fund began offering conversion privileges between Fidelity Value Discovery and Class K to eligible shareholders of Fidelity Value Discovery. 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 fees incurred. Certain expense reductions also differ by class.
2. Investments in Fidelity Central Funds.
The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.
The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.
A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.
3. Significant Accounting Policies.
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:
Annual Report
3. Significant Accounting Policies - continued
Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.
Level 1 - quoted prices in active markets for identical investments
Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)
Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows.
Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.
Annual Report
Notes to Financial Statements - continued
3. Significant Accounting Policies - continued
Security Valuation - continued
Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.
Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.
Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange 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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Interest income and distributions from the Fidelity Central Funds are 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.
Annual Report
3. Significant Accounting Policies - continued
Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of July 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.
Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.
Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.
The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:
Gross unrealized appreciation | $ 54,376,732 |
Gross unrealized depreciation | (56,586,513) |
Net unrealized appreciation (depreciation) | $ (2,209,781) |
| |
Tax Cost | $ 638,518,395 |
The tax-based components of distributable earnings as of period end were as follows:
Undistributed ordinary income | $ 5,623,823 |
Capital loss carryforward | $ (270,550,560) |
Net unrealized appreciation (depreciation) | $ (2,209,781) |
Annual Report
Notes to Financial Statements - continued
3. Significant Accounting Policies - continued
Income Tax Information and Distributions to Shareholders - continued
The tax character of distributions paid was as follows:
| July 31, 2010 | July 31, 2009 |
Ordinary Income | $ 7,065,572 | $ 13,036,851 |
Long-term Capital Gains | - | 289,058 |
Total | $ 7,065,572 | $ 13,325,909 |
4. Purchases and Sales of Investments.
Purchases and sales of securities, other than short-term securities, aggregated $781,136,791 and $894,580,175, respectively.
5. Fees and Other Transactions with Affiliates.
Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Value Discovery, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .64% of the Fund's average net assets.
Annual Report
5. Fees and Other Transactions with Affiliates - continued
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 Fidelity Value Discovery. FIIOC receives an asset-based fee of Class K's average net assets. 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 were as follows:
| Amount | % of Average Net Assets |
Fidelity Value Discovery | $ 1,743,156 | .27 |
Class K | 18,878 | .05 |
| $ 1,762,034 | |
Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.
Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $24,659 for the period.
Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:
Borrower or Lender | Average Daily Loan Balance | Weighted Average Interest Rate | Interest Expense |
Borrower | $ 3,993,000 | .46% | $ 102 |
Annual Report
Notes to Financial Statements - continued
6. Committed Line of Credit.
The Fund participates with other funds managed by FMR in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,747 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.
7. Security Lending.
The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $27,885.
8. Expense Reductions.
Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $76,485 for the period.
9. Distributions to Shareholders.
Distributions to shareholders of each class were as follows:
Years ended July 31, | 2010 | 2009 |
From net investment income | | |
Fidelity Value Discovery | $ 6,660,186 | $ 11,751,664 |
Class K | 405,386 | 222,946 |
Total | $ 7,065,572 | $ 11,974,610 |
Annual Report
9. Distributions to Shareholders - continued
Years ended July 31, | 2010 | 2009 |
From net realized gain | | |
Fidelity Value Discovery | $ - | $ 1,351,180 |
Class K | - | 119 |
Total | $ - | $ 1,351,299 |
10. Share Transactions.
Transactions for each class of shares were as follows:
| Shares | Dollars |
Years ended July 31, | 2010 A | 2009 | 2010 A | 2009 |
Fidelity Value Discovery | | | | |
Shares sold | 4,484,394 | 14,998,623 | $ 57,961,680 | $ 168,702,725 |
Conversion to Class K | (48,166) | (2,614,594) | (581,847) | (34,210,488) |
Reinvestment of distributions | 507,589 | 1,025,702 | 6,324,835 | 12,527,623 |
Shares redeemed | (14,013,543) | (25,116,057) | (179,818,743) | (264,379,930) |
Net increase (decrease) | (9,069,726) | (11,706,326) | $ (116,114,075) | $ (117,360,070) |
Class K | | | | |
Shares sold | 971,488 | 932,389 | $ 12,501,266 | $ 9,034,127 |
Conversion from Fidelity Value Discovery | 48,084 | 2,614,497 | 581,847 | 34,210,488 |
Reinvestment of distributions | 32,528 | 22,509 | 405,386 | 223,065 |
Shares redeemed | (736,068) | (904,764) | (9,454,315) | (8,983,215) |
Net increase (decrease) | 316,032 | 2,664,631 | $ 4,034,184 | $ 34,484,465 |
A Conversion transactions for Class K and Fidelity Value Discovery are presented for the period August 1, 2009 through August 31, 2009.
11. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
Annual Report
To the Trustees of Fidelity Puritan Trust and Shareholders of Fidelity Value Discovery Fund:
We have audited the accompanying statement of assets and liabilities of Fidelity Value Discovery Fund (the Fund), a fund of Fidelity Puritan Trust, including the schedule of investments, as of July 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of July 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Value Discovery Fund as of July 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Boston, Massachusetts
September 13, 2010
Annual Report
The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 222 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.
The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.
Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.
In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.
Annual Report
Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.
Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.
The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."
Annual Report
Trustees and Officers - continued
The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.
Interested Trustees*:
Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Edward C. Johnson 3d (80) |
| Year of Election or Appointment: 1984 Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007). |
James C. Curvey (75) |
| Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. |
* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
Annual Report
Independent Trustees:
Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.
Name, Age; Principal Occupations and Other Relevant Experience+ |
Dennis J. Dirks (62) |
| Year of Election or Appointment: 2005 Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present). |
Alan J. Lacy (56) |
| Year of Election or Appointment: 2008 Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association. |
Ned C. Lautenbach (66) |
| Year of Election or Appointment: 2000 Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment, 2008-present) and was previously a Partner of Clayton, Dubilier & Rice, Inc. (1998-2008). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007). |
Joseph Mauriello (65) |
| Year of Election or Appointment: 2008 Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007). |
Cornelia M. Small (66) |
| Year of Election or Appointment: 2005 Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments. |
William S. Stavropoulos (71) |
| Year of Election or Appointment: 2001 Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science. |
David M. Thomas (61) |
| Year of Election or Appointment: 2008 Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present). |
Michael E. Wiley (59) |
| Year of Election or Appointment: 2008 Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008- present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005). |
Annual Report
Trustees and Officers - continued
+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.
Advisory Board Member and Executive Officers:
Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.
Name, Age; Principal Occupation |
Peter S. Lynch (66) |
| Year of Election or Appointment: 2003 Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006). |
Kenneth B. Robins (40) |
| Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008). |
Brian B. Hogan (45) |
| Year of Election or Appointment: 2009 Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager. |
Thomas C. Hense (46) |
| Year of Election or Appointment: 2008 or 2010 Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008). |
Scott C. Goebel (42) |
| Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007). |
William C. Coffey (41) |
| Year of Election or Appointment: 2009 Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009). |
Holly C. Laurent (56) |
| Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006). |
Christine Reynolds (51) |
| Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). |
Kenneth A. Rathgeber (63) |
| Year of Election or Appointment: 2004 Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present). |
Jeffrey S. Christian (48) |
| Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009). |
Bryan A. Mehrmann (49) |
| Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. |
Adrien E. Deberghes (42) |
| Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005). |
Stephanie J. Dorsey (41) |
| Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank. |
John R. Hebble (52) |
| Year of Election or Appointment: 2009 Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. |
Gary W. Ryan (51) |
| Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005). |
Annual Report
Class K designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.
Class K designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.
The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.
Annual Report
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Value Discovery Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.
At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.
In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.
Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.
Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.
The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.
Annual Report
Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Fidelity Value Discovery Fund
![fid123](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid123.jpg)
The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the second quartile for the one- and three-year periods and the first quartile for the five-year period. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.
The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.
Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.
Annual Report
Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.
Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 10% means that 90% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
Fidelity Value Discovery Fund
![fid125](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid125.gif)
The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.
Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.
Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.
The Board noted that the total expenses of each class ranked below its competitive median for 2009.
Annual Report
Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.
Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.
Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.
On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
Annual Report
Board Approval of Investment Advisory Contracts and
Management Fees - continued
The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.
Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.
In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.
The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.
The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.
Annual Report
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
Annual Report
Managing Your Investments
Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.
By Phone
Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.
(phone_graphic)
Fidelity Workplace
Investing
1-800-835-5092
By PC
Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.
(computer_graphic)
Fidelity's Web Site
www.401k.com
* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.
Annual Report
Investment Adviser
Fidelity Management & Research Company
Boston, MA
Investment Sub-Advisers
FMR Co., Inc.
Fidelity Research & Analysis
Company
Fidelity Management & Research
(U.K.) Inc.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.
General Distributor
Fidelity Distributors Corporation
Boston, MA
Transfer and Service Agents
Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA
Fidelity Service Company, Inc.
Boston, MA
Custodian
Citibank, N.A.
New York, NY
FVD-K-UANN-0910
1.863358.101
![fid69](https://capedge.com/proxy/N-CSR/0000035341-10-000028/fid69.gif)
Item 2. Code of Ethics
As of the end of the period, July 31, 2010, Fidelity Puritan Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
Item 3. Audit Committee Financial Expert
The Board of Trustees of the trust has determined that Joseph Mauriello is an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. Mauriello is independent for purposes of Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services
Fees and Services
The following table presents fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") in each of the last two fiscal years for services rendered to Fidelity Value Discovery Fund (the "Fund"):
Services Billed by Deloitte Entities
July 31, 2010 FeesA
| Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
Fidelity Value Discovery Fund | $33,000 | $- | $5,100 | $- |
July 31, 2009 FeesA
| Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
Fidelity Value Discovery Fund | $34,000 | $- | $5,100 | $- |
A Amounts may reflect rounding.
The following table presents fees billed by PricewaterhouseCoopers LLP ("PwC") in each of the last two fiscal years for services rendered to Fidelity Low-Priced Stock Fund (the "Fund"):
Services Billed by PwC
July 31, 2010 FeesA
| Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
Fidelity Low-Priced Stock Fund | $163,000 | $- | $4,100 | $16,100 |
July 31, 2009 FeesA
| Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
Fidelity Low-Priced Stock Fund | $169,000 | $- | $4,200 | $21,000 |
A Amounts may reflect rounding.
The following table presents fees billed by PwC and Deloitte Entities that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Funds and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Funds ("Fund Service Providers"):
Services Billed by Deloitte Entities
| July 31, 2010A | July 31, 2009A |
Audit-Related Fees | $720,000 | $815,000 |
Tax Fees | $- | $2,000 |
All Other Fees | $450,000 | $405,000 |
A Amounts may reflect rounding.
Services Billed by PwC
| July 31, 2010A | July 31, 2009A |
Audit-Related Fees | $2,180,000 | $3,245,000 |
Tax Fees | $- | $2,000 |
All Other Fees | $145,000 | $- |
A Amounts may reflect rounding.
"Audit-Related Fees" represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.
"Tax Fees" represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.
"All Other Fees" represent fees billed for assurance services provided to the fund or Fund Service Provider that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.
Assurance services must be performed by an independent public accountant.
* * *
The aggregate non-audit fees billed by PwC and Deloitte Entities for services rendered to the Funds, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Funds are as follows:
Billed By | July 31, 2010 A | July 31, 2009 A |
PwC | $4,510,000 | $4,030,000 |
Deloitte Entities | $1,210,000 | $1,340,000 |
A Amounts may reflect rounding.
The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC and Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of PwC and Deloitte Entities in their audits of the Funds, taking into account representations from PwC and Deloitte Entities, in accordance with Public Company Accounting Oversight Board rules, regarding their independence from the Funds and their related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.
Audit Committee Pre-Approval Policies and Procedures
The trust's Audit Committee must pre-approve all audit and non-audit services provided by a fund's independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.
The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund ("Covered Service") are subject to approval by the Audit Committee before such service is provided.
All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.
Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee on a periodic basis.
Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X ("De Minimis Exception")
There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Funds' last two fiscal years relating to services provided to (i) the Funds or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Funds.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Investments
(a) Not applicable.
(b) Not applicable
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Not applicable.
Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders
There were no material changes to the procedures by which shareholders may recommend nominees to the trust's Board of Trustees.
Item 11. Controls and Procedures
(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.
(a)(ii) There was no change in the trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trust's internal control over financial reporting.
Item 12. Exhibits
(a) | (1) | Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH. |
(a) | (2) | Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT. |
(a) | (3) | Not applicable. |
(b) | | Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Fidelity Puritan Trust
By: | /s/Kenneth B. Robins |
| Kenneth B. Robins |
| President and Treasurer |
| |
Date: | September 27, 2010 |
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/Kenneth B. Robins |
| Kenneth B. Robins |
| President and Treasurer |
| |
Date: | September 27, 2010 |
By: | /s/Christine Reynolds |
| Christine Reynolds |
| Chief Financial Officer |
| |
Date: | September 27, 2010 |