-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TKrxHa/WpuGUkUANJUQccfTBDMx5wH7902ScEtgk/nTjE67pcnYUR/n/GTeUJ4vo OChmO31qIbIGcplmsE111A== 0000205323-08-000022.txt : 20080710 0000205323-08-000022.hdr.sgml : 20080710 20080710121047 ACCESSION NUMBER: 0000205323-08-000022 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20080710 DATE AS OF CHANGE: 20080710 EFFECTIVENESS DATE: 20080710 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY COMMONWEALTH TRUST CENTRAL INDEX KEY: 0000205323 IRS NUMBER: 042558592 STATE OF INCORPORATION: MA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-02546 FILM NUMBER: 08946520 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST STREET 2: MAILZONE Z1C CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175701251 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET STREET 2: MAIL ZONE Z1C CITY: BOSTON STATE: MA ZIP: 02109 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY INTERMEDIATE BOND FUND DATE OF NAME CHANGE: 19900412 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY THRIFT TRUST DATE OF NAME CHANGE: 19880308 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY INVESTORS TRUST DATE OF NAME CHANGE: 19790117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY COMMONWEALTH TRUST CENTRAL INDEX KEY: 0000205323 IRS NUMBER: 042558592 STATE OF INCORPORATION: MA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-52322 FILM NUMBER: 08946521 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST STREET 2: MAILZONE Z1C CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175701251 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET STREET 2: MAIL ZONE Z1C CITY: BOSTON STATE: MA ZIP: 02109 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY INTERMEDIATE BOND FUND DATE OF NAME CHANGE: 19900412 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY THRIFT TRUST DATE OF NAME CHANGE: 19880308 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY INVESTORS TRUST DATE OF NAME CHANGE: 19790117 0000205323 S000006014 Spartan 500 Index Fund C000016530 Fidelity Advantage Class FSMAX C000016531 Investor Class FSMKX 485BPOS 1 main.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT (No. 002-52322)

UNDER THE SECURITIES ACT OF 1933

[X]

Pre-Effective Amendment No.

[ ]

Post-Effective Amendment No. 104

[X]

and

REGISTRATION STATEMENT (No. 811-02546)

UNDER THE INVESTMENT COMPANY ACT OF 1940

[X]

Amendment No. 104

[X]

Fidelity Commonwealth Trust

(Exact Name of Registrant as Specified in Charter)

82 Devonshire St., Boston, Massachusetts 02109

(Address Of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number: 617-563-7000

Scott C. Goebel, Secretary

82 Devonshire Street

Boston, Massachusetts 02109

(Name and Address of Agent for Service)

It is proposed that this filing will become effective on July 10, 2008 pursuant to paragraph (b) of Rule 485.

EXHIBIT INDEX

Users of this data are advised pursuant to the rules and regulations governing the filing of voluntary XBRL disclosure that the following XBRL documents are not the official publicly filed disclosure of Spartan 500 Index Fund. The purpose of submitting these XBRL formatted documents is to test the related format and technology and, as a result, investors should continue to rely on the official version of the furnished documents and not rely on this information in making investment decisions.

Exhibit

Exhibit No.

XBRL Instance Document

EX-100.INS

XBRL Taxonomy Extension Schema Document

EX-100.SCH

XBRL Taxonomy Extension Labels Linkbase Document

EX-100.DEF

XBRL Taxonomy Extension Reference Linkbase Document

EX-100.REF

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for the effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 104 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, and Commonwealth of Massachusetts, on the 10th day of July 2008.

Fidelity Commonwealth Trust

By

/s/Kenneth B. Robins

||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||

Kenneth B. Robins, President

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

(Signature)

(Title)

(Date)

/s/Kenneth B. Robins

President and Treasurer

July 10, 2008

Kenneth B. Robins

(Principal Executive Officer)

/s/Joseph B. Hollis

Chief Financial Officer

July 10, 2008

Joseph B. Hollis

(Principal Financial Officer)

/s/Edward C. Johnson 3d

(dagger)

Trustee

July 10, 2008

Edward C. Johnson 3d

/s/James C. Curvey

*

Trustee

July 10, 2008

James C. Curvey

/s/Dennis J. Dirks

*

Trustee

July 10, 2008

Dennis J. Dirks

/s/Albert R. Gamper

*

Trustee

July 10, 2008

Albert R. Gamper

/s/George H. Heilmeier

*

Trustee

July 10, 2008

George H. Heilmeier

/s/James H. Keyes

*

Trustee

July 10, 2008

James H. Keyes

/s/Marie L. Knowles

*

Trustee

July 10, 2008

Marie L. Knowles

/s/Ned C. Lautenbach

*

Trustee

July 10, 2008

Ned C. Lautenbach

/s/Cornelia M. Small

*

Trustee

July 10, 2008

Cornelia M. Small

/s/William S. Stavropoulos

*

Trustee

July 10, 2008

William S. Stavropoulos

/s/Kenneth L. Wolfe

*

Trustee

July 10, 2008

Kenneth L. Wolfe

* Signature affixed by Abigail P. Johnson, pursuant to a power of attorney dated April 1, 2007 and filed herewith.

* By: /s/Joseph R. Fleming
Joseph R. Fleming, pursuant to a power of attorney dated May 17, 2007 and filed herewith.

POWER OF ATTORNEY

I, the undersigned President and Director or Trustee, as the case may be, of the following investment companies:

Fidelity Aberdeen Street Trust

Fidelity Advisor Series I

Fidelity Advisor Series II

Fidelity Advisor Series IV

Fidelity Advisor Series VII

Fidelity Advisor Series VIII

Fidelity Beacon Street Trust

Fidelity Boylston Street Trust

Fidelity California Municipal Trust

Fidelity California Municipal Trust II

Fidelity Capital Trust

Fidelity Central Investment Portfolios LLC

Fidelity Charles Street Trust

Fidelity Colchester Street Trust

Fidelity Commonwealth Trust

Fidelity Concord Street Trust

Fidelity Congress Street Fund

Fidelity Contrafund

Fidelity Court Street Trust

Fidelity Court Street Trust II

Fidelity Covington Trust

Fidelity Destiny Portfolios

Fidelity Devonshire Trust

Fidelity Exchange Fund

Fidelity Financial Trust

Fidelity Fixed-Income Trust

Fidelity Garrison Street Trust

Fidelity Hanover Street Trust

Fidelity Hastings Street Trust

Fidelity Hereford Street Trust

Fidelity Income Fund

Fidelity Investment Trust

Fidelity Magellan Fund

Fidelity Massachusetts Municipal Trust

Fidelity Money Market Trust

Fidelity Mt. Vernon Street Trust

Fidelity Municipal Trust

Fidelity Municipal Trust II

Fidelity New York Municipal Trust

Fidelity New York Municipal Trust II

Fidelity Newbury Street Trust

Fidelity Oxford Street Trust

Fidelity Phillips Street Trust

Fidelity Puritan Trust

Fidelity Revere Street Trust

Fidelity School Street Trust

Fidelity Securities Fund

Fidelity Select Portfolios

Fidelity Summer Street Trust

Fidelity Trend Fund

Fidelity Union Street Trust

Fidelity Union Street Trust II

Variable Insurance Products Fund

Variable Insurance Products Fund II

Variable Insurance Products Fund III

Variable Insurance Products Fund IV

Variable Insurance Products Fund V

in addition to any other investment company for which Fidelity Management & Research Company or an affiliate acts as investment adviser and for which the undersigned individual serves as President and Director or Trustee, (collectively, the "Funds"), hereby revoke all previous powers of attorney I have given to sign and otherwise act in my name and behalf in matters involving the Funds and hereby constitute and appoint Abigail P. Johnson my true and lawful attorney-in-fact, with full power of substitution, and with full power to said attorney-in-fact to sign for me and in my name in the appropriate capacity, all Registration Statements of the Funds on Form N-1A, Form N-8A, Form N-14, or any successors thereto, any and all subsequent Amendments, Pre-Effective Amendments, or Post-Effective Amendments to said Registration Statements or any successors thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and on my behalf in connection therewith as said attorney-in-fact deems necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorney-in-fact or her substitutes may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after April 1, 2007.

WITNESS my hand on the date set forth below.

/s/Edward C. Johnson 3d

April 1, 2007

Edward C. Johnson 3d

POWER OF ATTORNEY


We, the undersigned Directors or Trustees, as the case may be, of the following investment companies:

Fidelity Aberdeen Street Trust

Fidelity Advisor Series I

Fidelity Advisor Series II

Fidelity Advisor Series IV

Fidelity Advisor Series VII

Fidelity Advisor Series VIII

Fidelity Beacon Street Trust

Fidelity Boylston Street Trust

Fidelity California Municipal Trust

Fidelity California Municipal Trust II

Fidelity Capital Trust

Fidelity Central Investment Portfolios LLC

Fidelity Charles Street Trust

Fidelity Colchester Street Trust

Fidelity Commonwealth Trust

Fidelity Concord Street Trust

Fidelity Congress Street Fund

Fidelity Contrafund

Fidelity Court Street Trust

Fidelity Court Street Trust II

Fidelity Covington Trust

Fidelity Destiny Portfolios

Fidelity Devonshire Trust

Fidelity Exchange Fund

Fidelity Financial Trust

Fidelity Fixed-Income Trust

Fidelity Garrison Street Trust

Fidelity Hanover Street Trust

Fidelity Hastings Street Trust

Fidelity Hereford Street Trust

Fidelity Income Fund

Fidelity Investment Trust

Fidelity Magellan Fund

Fidelity Massachusetts Municipal Trust

Fidelity Money Market Trust

Fidelity Mt. Vernon Street Trust

Fidelity Municipal Trust

Fidelity Municipal Trust II

Fidelity New York Municipal Trust

Fidelity New York Municipal Trust II

Fidelity Newbury Street Trust

Fidelity Oxford Street Trust

Fidelity Phillips Street Trust

Fidelity Puritan Trust

Fidelity Revere Street Trust

Fidelity School Street Trust

Fidelity Securities Fund

Fidelity Select Portfolios

Fidelity Summer Street Trust

Fidelity Trend Fund

Fidelity Union Street Trust

Fidelity Union Street Trust II

Variable Insurance Products Fund

Variable Insurance Products Fund II

Variable Insurance Products Fund III

Variable Insurance Products Fund IV

Variable Insurance Products Fund V

plus any other investment company for which Fidelity Management & Research Company or an affiliate acts as investment adviser and for which the undersigned individuals serve as Directors or Trustees (collectively, the "Funds"), hereby revoke all previous powers of attorney we have given to sign and otherwise act in our names and behalf in matters involving the Funds and hereby constitute and appoint Joseph R. Fleming, John V. O'Hanlon, Robert W. Helm and Anthony H. Zacharski each of them singly, our true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for us and in our names in the appropriate capacities, all Registration Statements of the Funds on Form N-1A, Form N-8A, Form N-14, or any successors thereto, any and all subsequent Amendments, Pre-Effective Amendments, or Post-Effective Amendments to said Registration Statements or any successors thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in our names and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and the Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. We hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after May 17, 2007.

WITNESS our hands on this seventeenth day of May 2007.

/s/James C. Curvey

\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\

/s/Marie L. Knowles

James C. Curvey

Marie L. Knowles

/s/Dennis J. Dirks

/s/Ned C. Lautenbach

Dennis J. Dirks

Ned C. Lautenbach

/s/Albert R. Gamper

/s/Cornelia M. Small

Albert R. Gamper

Cornelia M. Small

/s/George H. Heilmeier

/s/William S. Stavropoulos

George H. Heilmeier

William S. Stavropoulos

/s/James H. Keyes

/s/Kenneth L. Wolfe

James H. Keyes

Kenneth L. Wolfe

EX-100.SCH 3 reg.xsd EX-100.DEF 4 reg_def.xml EX-100.LAB 5 reg_lab.xml Fidelity Commonwealth TrustAllInstrumentsSpartan 500 Index FundFidelity Advantage ClassInvestor Class EX-100.INS 6 r-06282008.xml 0000205323ici:Registrant_item2008-06-280000205323filer:S0000060142008-06-280000205323filer:C0000165302008-06-280000205323filer:C0000165312008-06-280000205323filer:AllInstruments2008-06-28pureiso4217:USDInvestment SummaryInvestment ObjectiveSpartan(R) 500 Index Fund seeks investment results that correspond to the total return (i.e., the combination of capital changes and income) of common stocks publicly traded in the United States, as represented by the Standard & Poor's 500SM Index (S&P 500(R)), while keeping transaction costs and other expenses low.Principal Investment Strategies* Normally investing at least 80% of assets in common stocks included in the S&P 500.* Lending securities to earn income for the fund.Principal Investment RisksStock Market Volatility. Stock markets are volatile and can decline significantly in response to adverse issuer, political, regulatory, market, or ec onomic developments. Different parts of the market can react differently to these developments.Issuer-Specific Changes. The value of an individual security or particular type of security can be more volatile than the market as a whole and can perform differently from the value of the market as a whole.An investment in the fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.When you sell your s hares they may be worth more or less than what you paid for them, which means that you could lose money.PerformanceThe following information is intended to help you understand the risks of investing in the fund. The information illustrates the changes in the fund's performance from year to year, as represented by the performance of Investor Class, and compares each class's performance to the performance of a market index and an average of the performance of similar funds over various periods of time. Returns (before and after taxes) are based on past results and are not an indication of future performance.Year-by-Year ReturnsSpartan 500 Index - Investor Class19980.2848< ici:AnnualReturnRow_year contextRef="C0000205323_C000016531">19990.20652000-0.09132001-0.12052002-0.221720030.284920040.107320050.048620060.1571< ici:AnnualReturnRow>20070.0543Highest Quarter Return0.21411998-12-31Lowest Quarter Retu rn-0.17262002-09-30Year-to-Date Return-0.09472008-03-31Average Annual ReturnsAfter-tax returns are calculated using the historical highest individual federal marginal income tax rates, but do not reflect the impact of state or local taxes. After-tax returns for Investor Class are shown in the table below and after-tax returns for Fidelity Advantage(R) Class will vary. Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of fund shares. Actual after-tax returns may differ depending on your individual circumst ances. The after-tax returns shown are not relevant if you hold your shares in a retirement account or in another tax-deferred arrangement.For the periods ended December 31, 2007Investor Class - Return Before Taxes0.05430.12720.0578Return After Taxes on Distributions0.05120.12440.0534Return After Taxes on Distributions and Sale of Fund Shares0.03940.11120.0485Fidelity Advantage Class - Return Before Taxes0.05460.1217AS&P 500 Index (reflects no deduction for fees, expenses, or taxes)0.05490.12830.0591LipperSM S&P 500 Index Objective Funds Average (reflects no deduction for sales charges or taxes0.0490.12220.0544AFrom October 14, 2005.S&P 500 is a market capitalization weighted index of 500 common stocks chosen for market size, liquidity, and industry group representation to represent U.S. equity performance.The Lipper Funds Average reflects the performance of mutual funds with similar objectives.Fee TableThe following table describes the fees and expenses that may be incurred when you buy, hold, or sell Investor Class and Fidelity Advantage Class shares of the fund.Shareholder fees (paid by the investor directly)Annual index fund fee (for fund balances under $10,000)0.1000Sales charge (load) on purchases and reinvested distributions0.0000NoneDeferred sales charge (load) on redemptions0. 00000.0000Annual operating expenses (paid from class assets)Management fee0.00070.0007Distribution and/or Service (12b-1) fees0.00000.0000Other expenses0.00030.0000Total annual class operating expenses0.00100.0007This example helps you compare the cost of investing in the fund with the cost of investing in other mutual funds.Let's say, hypothetically, that each class's annual return is 5% and that your shareholder fees and each class's annual operating expenses are exactly as described in the fee table. This example illustrates the effect of fees and expenses, but is not meant to suggest actual or expected fees and expenses or returns, all of which may vary. For every $10,000 you invested, here's how much you would pay in total expenses if you sell all of your shares at the end of each time period indicated:1 year1073 years32235 years564010 years128902008-07-102008-06-28The purpose of submitting the tagged exhibit is to test the related format and technology and, as a result, investors should not rely on this exhibit in making investment decisions. -----END PRIVACY-ENHANCED MESSAGE-----