N-30D 1 vip1.htm

Fidelity® Variable Insurance Products:

Equity-Income Portfolio

Semiannual Report

June 30, 2001

(2_fidelity_logos)(registered trademark)

Contents

Market Environment

3

A review of what happened in world markets during the past six months.

Performance and Investment Summary

4

How the fund has done over time, and an overview of the fund's investments at the end of the period.

Fund Talk

7

The manager's review of fund performance, strategy
and outlook.

Investments

8

A complete list of the fund's investments with their
market values.

Financial Statements

16

Statements of assets and liabilities, operations, and
changes in net assets, as well as financial highlights.

Notes

20

Notes to the financial statements.

Proxy Voting Results

24

Fidelity Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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

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

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

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

The views expressed in this report reflect those of the fund's portfolio manager only through the end of the period of the report as stated on the cover 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.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Market Environment

There's an expression in financial quarters that says, "When the United States sneezes, the world catches cold." That would seem to be a pretty fair statement judging by the performance of the global economy during the six-month period ending June 30, 2001. Considering that more than a third of all goods sold in the U.S. are imports - compared to 20% a decade ago - the sharp deceleration of the domestic economy had far-reaching ramifications. Asia, the Pacific Rim, Europe and many other parts of the world - particularly technology exporters - were negatively affected by slowing U.S. demand. Higher energy costs also put a damper on global economic growth through the first half of 2001. The news was better in the second quarter of the year, at least for U.S. stocks. The second quarter gains of U.S. equity stock funds were the biggest since the fourth quarter of 1999, according to Lipper Inc.

U.S. Stock Markets

Despite extreme volatility during the first half of 2001, opportunities for strong returns were still abundant for equity investors. In short, big was anything but better during the first half of the year. Small- and mid-cap value stocks were the top performers, while large-cap growth fell from favor. The technology and telecommunications industries were the primary victims of this fallout. The "irrational exuberance" - a phrase coined by Federal Reserve Board chairman Alan Greenspan a few years ago to describe the extraordinary run-up in these new economy stocks - quickly evaporated as economic growth slowed and earnings disappointments piled up. In response, investors turned to the long-neglected value arena, where many companies demonstrated real earnings growth and reasonable valuations. A look at the numbers reveals the performance discrepancy between the large-cap growth and mid- to small-cap value styles: For the six-month period ending June 30, 2001, the Russell 2000® Value Index - a measure of small-cap value stock performance - gained 12.72%. Its large-cap growth counterpart, the Russell 1000® Growth Index, declined 14.24%. Other growth-oriented indexes demonstrated a similar shortfall. The large-cap weighted Standard & Poor's 500SM Index fell 6.70%, while the tech- and telecom-heavy NASDAQ Composite® Index lost 12.40%. The Dow Jones Industrial AverageSM, a blend of 30 blue-chip companies - 23 of which fall into the value category - finished the six-month period down 1.86%.

Foreign Stock Markets

The performance of international equity markets echoed that of their U.S. counterparts during the first half of 2001. Slowing economic growth led to a sell-off in the so-called TMT sectors - meaning technology, media and telecommunications. As a result, margin pressures and a decline in capital expenditures took a heavy toll on corporate earnings, causing the Morgan Stanley Capital InternationalSM Europe, Australasia and Far East (MSCI® EAFE®) Index to drop 14.45%. Europe accounted for much of the weakness. The global slowdown reduced export activity, and the European Central Bank's reluctance to cut interest rates due to inflation fears was greeted negatively by investors. Japan also suffered a sharp drop in exports, particularly in technology-related sectors. The Tokyo Stock Exchange Index (TOPIX), a benchmark of the Japanese stock market, fell 6.86%. On the other hand, South Korea posted one of the best performances, as the Korea Composite Stock Price Index (KOSPI) jumped 11.30% during the past six months thanks to renewed strength in semiconductor demand. Latin American stocks rebounded in the second quarter of 2001, helping the Morgan Stanley Capital International Emerging Markets Free - Latin America Index record a 6.16% gain for the first half of the year.

U.S. Bond Markets

Investment-grade bonds extended their recent dominance over most major stock indexes for the six-month period ending June 30, 2001. The Lehman Brothers Aggregate Bond Index - a popular measure of taxable-bond performance - returned 3.62% during this time frame. Treasuries relinquished market leadership to the spread sectors, particularly corporate bonds, which stormed out of the gates in 2001. Still, the Lehman Brothers Treasury Index returned 1.95%. Overwhelming evidence of deteriorating economic growth spurred the Federal Reserve Board to aggressively ease interest rates, with a total of six cuts during the first six months of 2001. This strong positive signal of support for the economy triggered one of the best months ever for corporate bonds in January. Further yield spread tightening in the spring ensured top billing for the Lehman Brothers Credit Bond Index, which returned 5.38%. Agencies benefited from reduced political risk surrounding government-sponsored enterprises, while a still-robust housing market aided discount mortgage securities. The Lehman Brothers U.S. Agency and Mortgage-Backed Securities indexes returned 3.06% and 3.78%, respectively. High-yield bonds also chipped in with a positive six-month return, despite a negative second quarter. Overall, the Merrill Lynch High Yield Master II Index gained 3.38% in the first half of 2001.

Foreign Bond Markets

In general, emerging-markets debt outperformed developed nation investment-grade government bonds during the past six months. The J.P. Morgan Emerging Markets Bond Index Global returned 5.82% in that time frame. Russia stood out among the index's top performers, helped by a continuation of economic reforms and several credit rating upgrades. Argentina was at the opposite end of the spectrum, plagued by its slumping economy and potential debt defaults. Meanwhile, international government bonds fell 6.78%, according to the Salomon Smith Barney Non-U.S. Dollar World Government Bond Index. European government bond performance was held back somewhat as the euro had a difficult time competing with the strong U.S. dollar.

Semiannual Report

Fidelity Variable Insurance Products: Equity-Income Portfolio - Initial Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value).

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity ® VIP: Equity-Income -
Initial Class

10.39%

12.02%

15.43%

Russell 3000® Value

11.64%

14.71%

15.72%

Variable Annuity Equity
Income Funds Average

6.79%

12.82%

14.15%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Russell 3000® Value Index - a market capitalization-weighted index of value-oriented stocks of U.S. domiciled corporations. To measure how the Initial Class' performance stacked up against its peers, you can compare it to the variable annuity equity income funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 50 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity ® Variable Insurance Products: Equity-Income Portfolio - Initial Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $42,001 - a 320.01% increase on the initial investment. For comparison, look at how the Russell 3000 Value Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $43,060 - a 330.60% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's net assets

Citigroup, Inc.

3.8

Fannie Mae

3.7

Exxon Mobil Corp.

3.6

General Electric Co.

2.6

TotalFinaElf SA

2.0

15.7

Top Five Market Sectors as of June 30, 2001

% of fund's net assets

Financials

28.3

Industrials

14.6

Energy

12.4

Consumer Discretionary

11.9

Telecommunication Services

6.2

Effective with this report, industry classifications follow the MSCI ®/S&P ® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

96.5%

Bonds

1.7%

Short-Term Investments and Net Other Assets

1.8%



* Foreign investments 7.4%

Semiannual Report

Fidelity Variable Insurance Products: Equity-Income Portfolio - Service Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class shares took place on November 3, 1997. Performance for Service Class shares reflects an asset based distribution fee (12b-1 fee), and returns prior to November 3, 1997 are those of Initial Class and do not include the effects of Service Class' 12b-1 fee. Had Service Class' 12b-1 fee been reflected, returns prior to November 3, 1997 would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Equity-Income -
Service Class

10.23%

11.93%

15.39%

Russell 3000 Value

11.64%

14.71%

15.72%

Variable Annuity Equity
Income Funds Average

6.79%

12.82%

14.15%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Russell 3000 Value Index - a market capitalization-weighted index of value-oriented stocks of U.S. domiciled corporations. To measure how the Service Class' performance stacked up against its peers, you can compare it to the variable annuity equity income funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 50 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: Equity-Income Portfolio - Service Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $41,842 - a 318.42% increase on the initial investment. For comparison, look at how the Russell 3000 Value Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $43,060 - a 330.60% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's net assets

Citigroup, Inc.

3.8

Fannie Mae

3.7

Exxon Mobil Corp.

3.6

General Electric Co.

2.6

TotalFinaElf SA

2.0

15.7

Top Five Market Sectors as of June 30, 2001

% of fund's net assets

Financials

28.3

Industrials

14.6

Energy

12.4

Consumer Discretionary

11.9

Telecommunication Services

6.2

Effective with this report, industry classifications follow the MSCI ®/S&P ® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

96.5%

Bonds

1.7%

Short-Term Investments and Net Other Assets

1.8%



* Foreign investments 7.4%

Semiannual Report

Fidelity Variable Insurance Products: Equity-Income Portfolio - Service Class 2

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflects an asset based distribution fee (12b-1 fee). Returns from November 3, 1997 to January 12, 2000 are those of Service Class which reflect a different 12b-1 fee. Service Class 2 returns prior to November 3, 1997 are those of Initial Class, and do not include the effects of a 12b-1 fee. Had Service Class 2 shares' 12b-1 fee been reflected, returns prior to January 12, 2000 would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Equity-Income -
Service Class 2

10.11%

11.89%

15.36%

Russell 3000 Value

11.64%

14.71%

15.72%

Variable Annuity Equity
Income Funds Average

6.79%

12.82%

14.15%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Russell 3000 Value Index - a market capitalization-weighted index of value-oriented stocks of U.S. domiciled corporations. To measure how the Service Class 2's performance stacked up against its peers, you can compare it to the variable annuity equity income funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 50 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: Equity-Income Portfolio - Service Class 2 on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $41,758 - a 317.58% increase on the initial investment. For comparison, look at how the Russell 3000 Value Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $43,060 - a 330.60% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's net assets

Citigroup, Inc.

3.8

Fannie Mae

3.7

Exxon Mobil Corp.

3.6

General Electric Co.

2.6

TotalFinaElf SA

2.0

15.7

Top Five Market Sectors as of June 30, 2001

% of fund's net assets

Financials

28.3

Industrials

14.6

Energy

12.4

Consumer Discretionary

11.9

Telecommunication Services

6.2

Effective with this report, industry classifications follow the MSCI ®/S&P ® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

96.5%

Bonds

1.7%

Short-Term Investments and Net Other Assets

1.8%



* Foreign investments 7.4%

Semiannual Report

Fidelity Variable Insurance Products: Equity-Income Portfolio

Fund Talk: The Manager's Overview

(Portfolio Manager photograph)

An interview with Steve Petersen, Portfolio Manager of Equity-Income Portfolio

Q. How did the fund perform, Steve?

A. For the six-month period ending June 30, 2001, the fund slightly underperformed the Russell 3000® Value Index, which returned -0.34%, but beat the -1.79% return of the Lipper Inc. variable annuity equity income funds average. For the 12-month period that ended June 30, 2001, the fund slightly underperformed the Russell index's return of 11.64% and topped the Lipper peer group's 6.79% return.

Q. What was the investing environment like during the six-month period?

A. It was a tough environment for diversified equity funds, with very few places to hide from the effects of a weakening economy. Though more insulated from economic woes than the growth side of the market, larger-cap value stocks had rather flat performance during the period due to a continuing cycle of downward revisions for corporate earnings. Throughout the period, it became more apparent that the economy was in worse shape than previously anticipated. A key issue was the broad-based impact of the weakening economy on virtually every sector, compared to last year's rather narrow hit on technology issues. Within this environment, the fund's value orientation helped relative to the peer group, but stock selection in pharmaceuticals and the fund's higher weighting in energy stocks held back performance compared to the Russell index.

Q. Pharmaceutical companies appeared to have had a particularly difficult time. What accounted for their poor performance?

A. HMOs, consumers and even the government have become more adversarial toward pharmaceutical companies. The Food and Drug Administration's switch to a more discerning posture in new drug application approvals has made new drug introductions slower than expected. Meanwhile, old patents are expiring, changing the outlook for this industry, with the assumption that future growth will probably be slower than in the past. Fund holdings Bristol-Myers Squibb, Merck, Schering-Plough and Eli Lily all were negatively affected by these changes. I sold off a portion of the fund's pharmaceutical holdings to take profits late last year, and the fund now holds a more moderate weighting in these stocks.

Q. Which stocks helped the fund's performance during the period?

A. During the past few months, I became more interested in technology issues, a number of which began to look attractively valued. Microsoft and IBM were two examples of larger-cap technology stocks that bucked the down trend and performed well during the period. Microsoft benefited from recent favorable court rulings and anticipation of the company's new releases of software for small businesses. Meanwhile, IBM continued to meet earnings expectations and delivered better relative stock performance than many of its competitors.

Q. Financial stocks accounted for the portfolio's largest weighting. How did they do?

A. It was a mixed bag. Good performers included Bank of America, a long-term fund holding, which successfully integrated its merger with NationsBank and realized benefits in savings through cost consolidation. Household International, a consumer financing company, benefited from positive demand trends that produced better-than-expected earnings growth. Interest-rate cuts also gave the company an immediate positive impact on its borrowing costs. On the down side, American Express, Bank of New York and Wells Fargo all had disappointing performance. American Express' credit card business suffered from lower-than-expected growth in business travel and entertainment expenditures, and its investment arm was hurt by a weaker stock market. Bank of New York's custody and processing business was affected by slowing growth in assets from its mutual fund and investment management clients. Along with most of its counterparts, Wells Fargo's venture capital business lost money and the company had to take write-downs.

Q. What's your outlook, Steve?

A. I believe that, over time, lower interest rates should eventually have a positive effect on the economy and on business trends, though we may be in for more bad news during the next several months. Because value stocks generally held their value during the first half of the year - even though earnings expectations were down dramatically across the board - it's an indication that the environment for these stocks was not as negative as many thought. These factors make me optimistic about the long-term prospects for value stocks, and I have positioned the fund with an eye to the economy's eventual recovery.

The views expressed in this report reflect those of the portfolio manager only through the end of the period of the report as stated on the cover. The manager's views are subject to change at any time based upon market or other conditions. For more information, see page 2.


Fund Facts

Goal: seeks reasonable income while maintaining a yield that exceeds the composite dividend yield of the S&P 500®; also considers the potential for capital appreciation

Start date: October 9, 1986

Size: as of June 30, 2001, more than $10.8 billion

Manager: Stephen Petersen, since 1997; joined Fidelity in 1980

Semiannual Report

Fidelity Variable Insurance Products: Equity-Income Portfolio

Investments June 30, 2001

(Unaudited)

Showing Percentage of Net Assets

Common Stocks - 95.2%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 10.7%

Auto Components - 0.7%

Johnson Controls, Inc.

284,700

$ 20,632,209

Snap-On, Inc.

1,102,000

26,624,320

TRW, Inc.

801,700

32,869,700

80,126,229

Automobiles - 0.2%

Ford Motor Co.

854,200

20,970,610

Hotels Restaurants & Leisure - 1.7%

Mandalay Resort Group (a)

793,600

21,744,640

McDonald's Corp.

1,594,000

43,133,640

MGM Mirage, Inc. (a)

1,249,270

37,428,129

Park Place Entertainment Corp. (a)

1,302,900

15,765,090

Six Flags, Inc. (a)

1,086,356

22,856,930

Starwood Hotels & Resorts Worldwide, Inc. unit

1,017,381

37,927,964

178,856,393

Household Durables - 0.8%

Black & Decker Corp.

595,500

23,498,430

Fortune Brands, Inc.

676,000

25,931,360

Maytag Corp.

991,520

29,011,875

Whirlpool Corp.

182,300

11,393,750

89,835,415

Media - 3.7%

Clear Channel Communications, Inc. (a)

813,500

51,006,450

Fox Entertainment Group, Inc.
Class A (a)

1,251,600

34,919,640

Gannett Co., Inc.

136,400

8,988,760

News Corp. Ltd. sponsored ADR

729,701

25,665,024

Reader's Digest Association, Inc.
Class A (non-vtg.)

1,357,303

39,022,461

Tribune Co.

710,500

28,427,105

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

3,344,218

173,063,282

Walt Disney Co.

1,342,900

38,796,381

399,889,103

Multiline Retail - 1.8%

Big Lots, Inc. (a)

2,020,156

27,635,738

Costco Wholesale Corp. (a)

459,290

19,258,030

Dillards, Inc. Class A

432,800

6,608,856

Federated Department Stores, Inc. (a)

953,000

40,502,500

JCPenney Co., Inc.

232,600

6,131,336

Kmart Corp. (a)

454,800

5,216,556

Sears, Roebuck & Co.

285,200

12,066,812

Target Corp.

1,166,100

40,347,060

Wal-Mart Stores, Inc.

629,300

30,709,840

188,476,728

Specialty Retail - 1.7%

AutoNation, Inc.

689,800

8,001,680

Charming Shoppes, Inc. (a)

612,800

3,744,208

Gap, Inc.

1,713,600

49,694,400

Shares

Value (Note 1)

Office Depot, Inc. (a)

2,062,900

$ 21,412,902

Pep Boys-Manny, Moe & Jack

450,800

5,062,484

Staples, Inc. (a)

3,626,562

54,470,961

The Limited, Inc.

2,635,400

43,536,808

185,923,443

Textiles & Apparel - 0.1%

Kellwood Co.

612,840

14,156,604

TOTAL CONSUMER DISCRETIONARY

1,158,234,525

CONSUMER STAPLES - 5.2%

Beverages - 0.1%

PepsiCo, Inc.

352,800

15,593,760

Food & Drug Retailing - 0.0%

Rite Aid Corp. warrants 6/27/06 (a)(g)

25,358

126,790

Food Products - 0.8%

ConAgra Foods, Inc.

906,700

17,961,727

H.J. Heinz Co.

454,600

18,588,594

Kellogg Co.

68,400

1,983,600

Kraft Foods, Inc. Class A

412,700

12,793,700

Tyson Foods, Inc. Class A

339,900

3,130,479

Unilever PLC

3,307,614

28,445,501

82,903,601

Household Products - 1.4%

Kimberly-Clark Corp.

1,042,700

58,286,930

Procter & Gamble Co.

1,236,800

78,907,840

The Dial Corp.

712,800

10,157,400

147,352,170

Personal Products - 1.2%

Avon Products, Inc.

915,600

42,373,968

Gillette Co.

3,178,120

92,133,699

134,507,667

Tobacco - 1.7%

Philip Morris Companies, Inc.

3,559,700

180,654,775

TOTAL CONSUMER STAPLES

561,138,763

ENERGY - 12.4%

Energy Equipment & Services - 2.0%

Baker Hughes, Inc.

1,658,000

55,543,000

Halliburton Co.

2,896,500

103,115,400

Schlumberger Ltd. (NY Shares)

984,000

51,807,600

210,466,000

Oil & Gas - 10.4%

BP PLC sponsored ADR

3,305,342

164,771,299

Burlington Resources, Inc.

238,900

9,544,055

Chevron Corp.

976,471

88,370,626

CNOOC Ltd. sponsored ADR

258,900

4,906,155

Conoco, Inc.:

Class A

788,400

22,232,880

Class B

2,354,415

68,042,594

Common Stocks - continued

Shares

Value (Note 1)

ENERGY - continued

Oil & Gas - continued

Devon Energy Corp.

293,965

$ 15,433,145

Exxon Mobil Corp.

4,402,718

384,577,417

Royal Dutch Petroleum Co.
(NY Shares)

1,840,400

107,240,108

TotalFinaElf SA:

Series B

448,000

62,746,880

sponsored ADR

2,183,396

153,274,399

USX - Marathon Group

1,621,100

47,838,661

1,128,978,219

TOTAL ENERGY

1,339,444,219

FINANCIALS - 27.6%

Banks - 9.5%

Bank of America Corp.

2,438,190

146,364,546

Bank of New York Co., Inc.

3,077,800

147,734,400

Bank One Corp.

2,266,538

81,142,060

Comerica, Inc.

1,601,800

92,263,680

First Union Corp.

1,753,222

61,257,577

FleetBoston Financial Corp.

1,786,800

70,489,260

Mellon Financial Corp.

2,266,900

104,277,400

PNC Financial Services Group, Inc.

504,800

33,210,792

U.S. Bancorp

4,855,638

110,659,990

Washington Mutual, Inc.

333,900

12,537,945

Wells Fargo & Co.

3,612,000

167,705,160

1,027,642,810

Diversified Financials - 14.0%

American Express Co.

2,728,816

105,878,061

Brascan Corp. Class A (ltd. vtg.)

2,213,200

38,036,634

Charles Schwab Corp.

1,432,400

21,915,720

Citigroup, Inc.

7,879,120

416,332,675

Fannie Mae

4,762,300

405,509,845

Freddie Mac

851,500

59,605,000

Household International, Inc.

2,289,547

152,712,785

J.P. Morgan Chase & Co.

3,879,950

173,045,770

Merrill Lynch & Co., Inc.

108,400

6,422,700

Morgan Stanley Dean Witter & Co.

1,384,000

88,894,320

Nomura Securities Co. Ltd.

1,622,000

31,082,263

Washington Mutual Capital Trust unit (a)(e)

339,000

18,136,500

1,517,572,273

Insurance - 3.2%

ACE Ltd.

1,474,100

57,622,569

Allstate Corp.

666,500

29,319,335

American International Group, Inc.

590,950

50,821,700

Conseco, Inc.

1,497,300

20,438,145

Hartford Financial Services
Group, Inc.

1,490,300

101,936,520

Highlands Insurance Group, Inc. (a)

371,100

1,799,835

Shares

Value (Note 1)

Marsh & McLennan Companies, Inc.

192,300

$ 19,422,300

The Chubb Corp.

314,100

24,320,763

The St. Paul Companies, Inc.

323,500

16,398,215

UnumProvident Corp.

682,100

21,909,052

343,988,434

Real Estate - 0.9%

Crescent Real Estate Equities Co.

810,400

19,911,528

Duke-Weeks Realty Corp.

434,622

10,800,357

Equity Office Properties Trust

524,500

16,589,935

Equity Residential Properties Trust (SBI)

649,500

36,729,225

Public Storage, Inc.

609,700

18,077,605

102,108,650

TOTAL FINANCIALS

2,991,312,167

HEALTH CARE - 5.7%

Health Care Equipment & Supplies - 0.5%

Becton, Dickinson & Co.

680,800

24,365,832

Guidant Corp. (a)

865,680

31,164,480

55,530,312

Health Care Providers & Services - 0.6%

HCA - The Healthcare Co.

671,450

30,342,826

McKesson HBOC, Inc.

943,200

35,011,584

65,354,410

Pharmaceuticals - 4.6%

American Home Products Corp.

648,000

37,869,120

Bristol-Myers Squibb Co.

2,674,200

139,860,660

Eli Lilly & Co.

1,789,700

132,437,800

Merck & Co., Inc.

1,583,100

101,175,921

Sanofi-Synthelabo SA

91,800

6,044,479

Schering-Plough Corp.

2,129,530

77,174,167

494,562,147

TOTAL HEALTH CARE

615,446,869

INDUSTRIALS - 14.4%

Aerospace & Defense - 2.4%

Boeing Co.

465,400

25,876,240

General Dynamics Corp.

505,700

39,348,517

Honeywell International, Inc.

1,758,825

61,541,287

Lockheed Martin Corp.

767,900

28,450,695

Raytheon Co.

576,500

15,306,075

United Technologies Corp.

1,195,400

87,575,004

258,097,818

Building Products - 0.3%

Masco Corp.

1,265,800

31,594,368

Commercial Services & Supplies - 1.7%

Avery Dennison Corp.

410,900

20,976,445

IMS Health, Inc.

1,368,800

39,010,800

New England Business Service, Inc.

207,200

3,978,240

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Per-Se Technologies, Inc. (a)

9,540

$ 77,751

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

12,807

0

Pitney Bowes, Inc.

1,582,000

66,633,840

R.R. Donnelley & Sons Co.

535,300

15,898,410

Republic Services, Inc. (a)

826,400

16,404,040

Viad Corp.

775,800

20,481,120

183,460,646

Electrical Equipment - 0.2%

Rockwell International Corp.

485,000

18,488,200

Industrial Conglomerates - 5.3%

General Electric Co.

5,731,040

279,388,200

Minnesota Mining &
Manufacturing Co.

326,300

37,230,830

Textron, Inc.

1,527,400

84,068,096

Tyco International Ltd.

3,126,846

170,413,107

571,100,233

Machinery - 2.9%

Briggs & Stratton Corp.

49,700

2,092,370

Caterpillar, Inc.

1,367,900

68,463,395

CNH Global NV

60,800

360,544

Deere & Co.

1,467,850

55,558,123

Eaton Corp.

428,300

30,023,830

Illinois Tool Works, Inc.

514,400

32,561,520

Ingersoll-Rand Co.

1,074,144

44,254,733

Kennametal, Inc.

513,334

18,942,025

Navistar International Corp. (a)

387,600

10,903,188

Parker-Hannifin Corp.

1,047,700

44,464,388

Pentair, Inc.

300,200

10,146,760

317,770,876

Road & Rail - 1.6%

Burlington Northern Santa Fe Corp.

2,998,700

90,470,779

CSX Corp.

660,400

23,932,896

Norfolk Southern Corp.

410,900

8,505,630

Union Pacific Corp.

1,015,900

55,783,069

178,692,374

TOTAL INDUSTRIALS

1,559,204,515

INFORMATION TECHNOLOGY - 5.1%

Communications Equipment - 0.3%

Motorola, Inc.

1,890,400

31,305,024

Computers & Peripherals - 2.4%

Compaq Computer Corp.

2,255,200

34,933,048

Dell Computer Corp. (a)

2,266,600

61,424,860

Hewlett-Packard Co.

1,766,500

50,521,900

Shares

Value (Note 1)

International Business Machines Corp.

806,600

$ 91,145,800

NCR Corp. (a)

412,200

19,373,400

257,399,008

Electronic Equipment & Instruments - 0.5%

Arrow Electronics, Inc. (a)

357,200

8,676,388

Avnet, Inc.

851,730

19,095,787

Thermo Electron Corp. (a)

1,295,400

28,524,708

56,296,883

IT Consulting & Services - 0.5%

Computer Sciences Corp. (a)

702,000

24,289,200

Unisys Corp. (a)

1,820,017

26,772,450

51,061,650

Semiconductor Equipment & Products - 0.6%

Intel Corp.

1,948,400

59,406,716

National Semiconductor Corp. (a)

408,000

11,880,960

71,287,676

Software - 0.8%

Computer Associates
International, Inc.

838,900

30,200,400

Microsoft Corp. (a)

786,400

56,628,664

86,829,064

TOTAL INFORMATION TECHNOLOGY

554,179,305

MATERIALS - 5.8%

Chemicals - 2.6%

Arch Chemicals, Inc.

352,800

7,701,624

Crompton Corp.

783,351

8,538,526

Dow Chemical Co.

1,112,300

36,983,975

E.I. du Pont de Nemours and Co.

1,072,649

51,744,588

Great Lakes Chemical Corp.

1,060,100

32,704,085

Hercules Trust II unit (a)

15,700

6,515,500

Hercules, Inc.

649,700

7,341,610

IMC Global, Inc.

1,119,500

11,418,900

Millennium Chemicals, Inc.

853,650

12,847,433

Olin Corp.

712,700

12,108,773

PolyOne Corp.

979,200

10,193,472

Praxair, Inc.

1,203,612

56,569,764

Solutia, Inc.

1,862,800

23,750,700

278,418,950

Containers & Packaging - 0.3%

Ball Corp.

254,479

12,103,021

Smurfit-Stone Container Corp. (a)

1,134,900

17,738,487

29,841,508

Metals & Mining - 1.7%

Alcoa, Inc.

2,163,016

85,222,830

Allegheny Technologies, Inc.

459,450

8,311,451

Dofasco, Inc.

926,300

14,928,481

Newmont Mining Corp.

446,300

8,305,643

Nucor Corp.

540,900

26,444,601

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Metals & Mining - continued

Pechiney SA Series A

351,311

$ 17,908,430

Phelps Dodge Corp.

556,500

23,094,750

184,216,186

Paper & Forest Products - 1.2%

Bowater, Inc.

798,600

35,729,364

Georgia-Pacific Group

1,454,500

49,234,825

International Paper Co.

542,500

19,367,250

Weyerhaeuser Co.

469,900

25,830,403

130,161,842

TOTAL MATERIALS

622,638,486

TELECOMMUNICATION SERVICES - 6.0%

Diversified Telecommunication Services - 6.0%

AT&T Corp.

3,251,121

71,524,662

BellSouth Corp.

4,583,199

184,565,424

British Telecommunications PLC sponsored ADR

113,700

7,350,705

Korea Telecom sponsored ADR

103,000

2,263,940

Qwest Communications
International, Inc.

965,260

30,762,836

SBC Communications, Inc.

5,353,193

214,448,912

Verizon Communications

2,592,502

138,698,857

649,615,336

UTILITIES - 2.3%

Electric Utilities - 2.0%

American Electric Power Co., Inc.

997,100

46,036,107

Cinergy Corp.

415,000

14,504,250

DPL, Inc.

99,554

2,883,084

Entergy Corp.

2,434,600

93,464,294

Niagara Mohawk Holdings, Inc. (a)

1,682,100

29,756,349

Northeast Utilities

491,200

10,192,400

Southern Co.

1,054,600

24,519,450

221,355,934

Gas Utilities - 0.1%

Kinder Morgan Management LLC

113,600

7,781,600

Multi-Utilities - 0.2%

SCANA Corp.

722,500

20,519,000

TOTAL UTILITIES

249,656,534

TOTAL COMMON STOCKS

(Cost $7,879,050,126)

10,300,870,719

Preferred Stocks - 1.3%

Shares

Value (Note 1)

Convertible Preferred Stocks - 1.2%

CONSUMER DISCRETIONARY - 0.4%

Hotels Restaurants & Leisure - 0.1%

Six Flags, Inc. $1.8125 PIERS

388,400

$ 11,846,200

Media - 0.3%

Cox Communications, Inc. $6.858 PRIZES

154,200

8,812,530

MediaOne Group, Inc.
(Vodafone Group PLC):

$3.04 PIES

317,100

8,442,788

$3.63 PIES

213,500

12,302,938

29,558,256

TOTAL CONSUMER DISCRETIONARY

41,404,456

FINANCIALS - 0.2%

Insurance - 0.2%

ACE Ltd. $4.125 PRIDES

225,800

17,680,140

INDUSTRIALS - 0.1%

Aerospace & Defense - 0.1%

Raytheon Co. $4.12

177,700

8,640,663

Airlines - 0.0%

Continental Airlines Capital Trust $3.00 (e)

111,200

5,636,450

TOTAL INDUSTRIALS

14,277,113

INFORMATION TECHNOLOGY - 0.1%

IT Consulting & Services - 0.1%

Electronic Data Systems Corp. $3.00

227,800

12,005,060

MATERIALS - 0.1%

Paper & Forest Products - 0.1%

Georgia-Pacific Group $3.75 PEPS

314,100

11,816,442

UTILITIES - 0.3%

Electric Utilities - 0.2%

TXU Corp. $1.6575 PRIDES

398,400

17,928,000

Gas Utilities - 0.1%

NiSource, Inc. $3.875 PIES

299,300

14,815,350

TOTAL UTILITIES

32,743,350

TOTAL CONVERTIBLE PREFERRED STOCKS

129,926,561

Preferred Stocks - continued

Shares

Value (Note 1)

Nonconvertible Preferred Stocks - 0.1%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

CSC Holdings, Inc. Series M, $11.125 pay-in-kind

25,523

$ 2,718,200

TOTAL PREFERRED STOCKS

(Cost $136,749,036)

132,644,761

Corporate Bonds - 1.7%

Moody's Ratings
(unaudited) (b)

Principal
Amount

Convertible Bonds - 1.3%

CONSUMER DISCRETIONARY - 0.5%

Hotels Restaurants & Leisure - 0.0%

Royal Caribbean Cruises Ltd. 0% 2/2/21

Baa3

$ 15,369,000

5,575,720

Media - 0.4%

Adelphia Communications Corp. 6% 2/15/06

B3

9,440,000

9,102,048

Cox Communications, Inc. 0.4259% 4/19/20

Baa3

26,600,000

11,048,842

Liberty Media Corp.3.5% 1/15/31 (e)

Baa3

11,400,000

8,892,000

News America, Inc. liquid yield option note 0% 2/28/21 (e)

Baa3

22,670,000

11,391,675

40,434,565

Specialty Retail - 0.1%

Lowe's Companies, Inc. liquid yield option note 0% 2/16/21 (e)

A3

7,800,000

5,511,012

Venator Group, Inc. 5.5% 6/1/08 (e)

B2

2,850,000

3,313,125

8,824,137

TOTAL CONSUMER DISCRETIONARY

54,834,422

FINANCIALS - 0.5%

Diversified Financials - 0.0%

JMH Finance Ltd. 4.75% 9/6/07 (e)

-

3,680,000

3,836,400

Insurance - 0.1%

Loews Corp. 3.125% 9/15/07

A2

5,340,000

4,545,675

Real Estate - 0.4%

Liberty Property LP 8.3% 7/6/01

Baa3

27,685,000

40,420,100

TOTAL FINANCIALS

48,802,175

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

INDUSTRIALS - 0.1%

Machinery - 0.1%

Briggs & Stratton Corp. 5% 5/15/06 (e)

Ba1

$ 1,370,000

$ 1,448,775

SPX Corp. liquid yield option note 0% 2/6/21 (e)

Ba3

19,570,000

13,180,395

14,629,170

INFORMATION TECHNOLOGY - 0.1%

Computers & Peripherals - 0.1%

Quantum Corp. 7% 8/1/04

B2

7,730,000

6,362,795

Semiconductor Equipment & Products - 0.0%

Vitesse Semiconductor Corp. 4% 3/15/05 (e)

B2

6,720,000

5,409,600

TOTAL INFORMATION TECHNOLOGY

11,772,395

TELECOMMUNICATION SERVICES - 0.1%

Wireless Telecommunication Services - 0.1%

Nextel Communications, Inc.:

5.25% 1/15/10 (e)

B1

13,390,000

8,167,900

5.25% 1/15/10

B1

6,710,000

4,093,100

12,261,000

TOTAL CONVERTIBLE BONDS

142,299,162

Nonconvertible Bonds - 0.4%

CONSUMER DISCRETIONARY - 0.2%

Auto Components - 0.0%

Oxford Automotive, Inc. 10.125% 6/15/07

Caa1

570,000

347,700

Hotels Restaurants & Leisure - 0.1%

Domino's, Inc. 10.375% 1/15/09

B3

840,000

858,900

Extended Stay America, Inc. 9.875% 6/15/11 (e)

B2

800,000

794,000

MGM Mirage, Inc. 8.375% 2/1/11

Ba2

900,000

909,000

Park Place Entertainment Corp. 8.125% 5/15/11 (e)

Ba2

1,115,000

1,106,638

Tricon Global Restaurants, Inc. 8.875% 4/15/11

Ba1

940,000

958,800

Venetian Casino Resort LLC/Las Vegas Sands, Inc. 12.25% 11/15/04

Caa1

1,175,000

1,257,250

5,884,588

Household Durables - 0.0%

American Greetings Corp. 11.75% 7/15/08 (e)

Ba3

60,000

58,050

Corporate Bonds - continued

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - 0.1%

ACME Television LLC/ACME Financial Corp. 10.875% 9/30/04

B3

$ 1,005,000

$ 934,650

Charter Communications Holdings LLC/Charter Communications Holdings Capital Corp. 0% 1/15/10 (d)

B2

2,475,000

1,658,250

Diamond Cable Communications PLC yankee 0% 2/15/07 (d)

B2

3,760,000

2,105,600

Nextmedia Operating, Inc. 10.75% 7/1/11

B3

240,000

240,000

Quebecor Media, Inc. 11.125% 7/15/11 (e)

B2

800,000

798,000

Radio One, Inc. 8.875% 7/1/11 (e)

B3

1,190,000

1,190,000

Telemundo Holdings, Inc. 0% 8/15/08 (d)

B3

15,000

11,550

Telewest PLC yankee 11% 10/1/07

B2

2,905,000

2,411,150

UIH Australia/Pacific, Inc. 14% 5/15/06

Caa2

1,115,000

334,500

United Pan-Europe Communications NV yankee 0% 2/1/10 (d)

Caa1

1,335,000

220,275

9,903,975

Multiline Retail - 0.0%

JCPenney Co., Inc.:

6% 5/1/06

Ba2

110,000

91,300

6.9% 8/15/26

Ba2

240,000

230,400

7.375% 6/15/04

Ba2

110,000

105,050

7.375% 8/15/08

Ba2

130,000

115,700

7.4% 4/1/37

Ba2

115,000

105,800

648,250

TOTAL CONSUMER DISCRETIONARY

16,842,563

CONSUMER STAPLES - 0.0%

Food & Drug Retailing - 0.0%

Rite Aid Corp. 12.5% 9/15/06 (e)

-

1,285,000

1,387,800

ENERGY - 0.0%

Oil & Gas - 0.0%

Chesapeake Energy Corp. 8.125% 4/1/11 (e)

B2

1,885,000

1,762,475

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

FINANCIALS - 0.0%

Diversified Financials - 0.0%

BRL Universal Equipment 2001 A LP/BRL Universal Equipment Corp. 8.875% 2/15/08

Ba3

$ 1,055,000

$ 1,076,100

CanWest Media, Inc. 10.625% 5/15/11 (e)

B2

785,000

794,813

1,870,913

Real Estate - 0.0%

Meditrust Corp. 7.82% 9/10/26

Ba3

735,000

705,600

TOTAL FINANCIALS

2,576,513

HEALTH CARE - 0.0%

Health Care Providers & Services - 0.0%

DaVita, Inc. 9.25% 4/15/11 (e)

B2

640,000

656,000

Tenet Healthcare Corp. 8.125% 12/1/08

Ba3

1,195,000

1,224,875

1,880,875

INDUSTRIALS - 0.0%

Building Products - 0.0%

American Standard, Inc. 7.125% 2/15/03

Ba2

1,005,000

1,005,000

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Spectrasite Holdings, Inc. 12.5% 11/15/10

B3

1,125,000

1,068,750

MATERIALS - 0.0%

Chemicals - 0.0%

IMC Global, Inc. 10.875% 6/1/08 (e)

Ba1

735,000

727,650

Lyondell Chemical Co. 9.875% 5/1/07

Ba3

840,000

840,000

1,567,650

Containers & Packaging - 0.0%

Applied Extrusion Technologies, Inc. 10.75% 7/1/11 (e)

B2

110,000

110,550

Metals & Mining - 0.0%

Phelps Dodge Corp. 8.75% 6/1/11

Baa2

680,000

670,820

TOTAL MATERIALS

2,349,020

TELECOMMUNICATION SERVICES - 0.1%

Diversified Telecommunication Services - 0.0%

Asia Global Crossing Ltd. 13.375% 10/15/10

B2

835,000

642,950

Corporate Bonds - continued

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Diversified Telecommunication Services - continued

Triton PCS, Inc. 0% 5/1/08 (d)

B3

$ 1,625,000

$ 1,283,750

1,926,700

Wireless Telecommunication Services - 0.1%

American Tower Corp. 9.375% 2/1/09 (e)

B3

985,000

920,975

Echostar Broadband Corp. 10.375% 10/1/07

B1

1,965,000

1,955,175

Nextel Communications, Inc. 0% 10/31/07 (d)

B1

2,535,000

1,673,100

Nextel International, Inc. 0% 4/15/08 (d)

Caa1

2,010,000

462,300

5,011,550

TOTAL TELECOMMUNICATION SERVICES

6,938,250

UTILITIES - 0.1%

Electric Utilities - 0.1%

AES Corp.:

8% 12/31/08

Ba1

1,295,000

1,223,775

9.375% 9/15/10

Ba1

1,100,000

1,100,000

Pacific Gas & Electric Co.:

6.25% 8/1/03

B3

915,000

823,500

6.25% 3/1/04

B3

375,000

326,250

6.75% 10/1/23

B3

1,120,000

884,800

4,358,325

Multi-Utilities - 0.0%

PG&E National Energy Group, Inc. 10.375% 5/16/11 (e)

Baa2

875,000

875,000

TOTAL UTILITIES

5,233,325

TOTAL NONCONVERTIBLE BONDS

41,044,571

TOTAL CORPORATE BONDS

(Cost $186,978,655)

183,343,733

Floating Rate Loans - 0.0%

CONSUMER DISCRETIONARY - 0.0%

Auto Components - 0.0%

Tenneco Automotive, Inc.:

Tranche B term loan 8.09% 12/30/07 (f)

B2

550,000

473,000

Tranche C term loan 8.34% 6/30/08 (f)

B2

550,000

473,000

946,000

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

INDUSTRIALS - 0.0%

Commercial Services & Supplies - 0.0%

Allied Waste North America, Inc.:

Tranche B term loan 6.6644% 7/21/06 (f)

Ba3

$ 846,483

$ 840,134

Tranche C term loan 6.9399% 7/21/07 (f)

Ba3

1,015,779

1,008,161

1,848,295

TOTAL FLOATING RATE LOANS

(Cost $2,639,811)

2,794,295

Cash Equivalents - 1.8%

Shares

Fidelity Cash Central Fund, 4.09% (c)

161,485,669

161,485,669

Fidelity Securities Lending Cash Central Fund, 4.02% (c)

33,305,019

33,305,019

TOTAL CASH EQUIVALENTS

(Cost $194,790,688)

194,790,688

TOTAL INVESTMENT
PORTFOLIO - 100.0%

(Cost $8,400,208,316)

10,814,444,196

NET OTHER ASSETS - 0.0%

3,641,659

NET ASSETS - 100%

$ 10,818,085,855

Security Type Abbreviations

PEPS

-

Participating Equity Preferred Shares/Premium Exchangeable Participating Shares

PIERS

-

Preferred Income Equity Redeemable Security

PIES

-

Premium Income Equity Securities

PRIDES

-

Preferred Redeemable Increased Dividend Equity Securities

PRIZES

-

Participating Redeemable Indexed Zero-Premium Exchangeable Securities

Legend

(a) Non-income producing

(b) S&P credit ratings are used in the absence of a rating by Moody's Investors Service, Inc.

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $96,105,783 or 0.9% of net assets.

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

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

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Rite Aid Corp. warrants 6/27/06

6/27/01

$ 126,790

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $1,452,929,488 and $1,184,533,055.

The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of Fidelity Management & Research Company. The commissions paid to these affiliated firms were $91,060 for the period.

The fund invested in securities that are not registered under the Securities Act of 1933. At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $126,790 or 0.0% of net assets.

The fund participated in the interfund lending program as a borrower. The average daily loan balance during the period for which the loan was outstanding amounted to $7,040,000. The weighted average interest rate was 5.24%. Interest expense includes $1,024 paid under the interfund lending program. At period end there were no interfund loans outstanding.

The fund participated in the bank borrowing program. The average daily loan balance during the period for which the loans were outstanding amounted to $4,526,000. The weighted average interest rate was 5.31%. Interest expense includes $2,669 paid under the bank borrowing program. At period end there were no bank borrowings outstanding.

The fund invested in loans and loan participations, trade claims or other receivables. At period end the value of these investments amounted to $2,794,295 or 0.0% of net assets.

Income Tax Information

At June 30, 2001, the aggregate cost of investment securities for income tax purposes was $8,404,424,411. Net unrealized appreciation aggregated $2,410,019,785, of which $2,981,360,293 related to appreciated investment securities and $571,340,508 related to depreciated investment securities.

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

Equity-Income Portfolio

Fidelity Variable Insurance Products: Equity-Income Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2001 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $31,998,816) (cost $8,400,208,316) - See accompanying schedule

$ 10,814,444,196

Receivable for investments sold

24,291,668

Receivable for fund shares sold

18,905,919

Dividends receivable

13,086,351

Interest receivable

3,724,665

Other receivables

34,744

Total assets

10,874,487,543

Liabilities

Payable for investments purchased

$ 12,626,037

Payable for fund shares redeemed

5,354,650

Accrued management fee

4,343,235

Distribution fees payable

87,182

Other payables and
accrued expenses

685,565

Collateral on securities loaned,
at value

33,305,019

Total liabilities

56,401,688

Net Assets

$ 10,818,085,855

Net Assets consist of:

Paid in capital

$ 8,134,172,386

Undistributed net investment income

76,429,853

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

193,310,334

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

2,414,173,282

Net Assets

$ 10,818,085,855

Initial Class:
Net Asset Value, offering price
and redemption price per
share ($9,933,097,284 ÷
418,816,835 shares)

$23.72

Service Class:
Net Asset Value, offering price
and redemption price per
share ($759,757,518 ÷
32,121,573 shares)

$23.65

Service Class 2:
Net Asset Value, offering price
and redemption price per
share ($125,231,053 ÷
5,309,462 shares)

$23.59

Statement of Operations

Six months ended June 30, 2001 (Unaudited)

Investment Income

Dividends

$ 99,021,916

Interest

8,468,944

Security lending

187,200

107,678,060

Less foreign taxes withheld

(1,931,040)

Total income

105,747,020

Expenses

Management fee

$ 25,312,029

Transfer agent fees

3,499,175

Distribution fees

434,255

Accounting and security lending fees

447,524

Non-interested trustees' compensation

5,454

Custodian fees and expenses

92,466

Registration fees

4,929

Audit

33,536

Legal

27,406

Interest

3,693

Reports to shareholders

952,176

Miscellaneous

3,532

Total expenses before reductions

30,816,175

Expense reductions

(757,519)

30,058,656

Net investment income

75,688,364

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

198,780,684

Foreign currency transactions

(100,930)

198,679,754

Change in net unrealized appreciation (depreciation) on:

Investment securities

(381,248,460)

Assets and liabilities in
foreign currencies

(35,598)

(381,284,058)

Net gain (loss)

(182,604,304)

Net increase (decrease) in net assets resulting from operations

$ (106,915,940)

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

Semiannual Report

Variable Insurance Products: Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six months ended
June 30, 2001
(Unaudited)

Year ended
December 31,
2000

Operations
Net investment income

$ 75,688,364

$ 172,079,690

Net realized gain (loss)

198,679,754

500,168,037

Change in net unrealized appreciation (depreciation)

(381,284,058)

94,926,588

Net increase (decrease) in net assets resulting from operations

(106,915,940)

767,174,315

Distributions to shareholders
From net investment income

(175,168,717)

(187,986,087)

From net realized gain

(493,630,239)

(694,753,499)

Total distributions

(668,798,956)

(882,739,586)

Share transactions - net increase (decrease)

949,906,874

(692,163,922)

Total increase (decrease) in net assets

174,191,978

(807,729,193)

Net Assets

Beginning of period

10,643,893,877

11,451,623,070

End of period (including undistributed net investment income of $76,429,853 and
$170,138,206, respectively)

$ 10,818,085,855

$ 10,643,893,877

Other Information:

Six months ended June 30, 2001
(Unaudited)

Year ended
December 31, 2000

Shares

Dollars

Shares

Dollars

Share transactions
Initial Class
Sold

49,070,831

$ 1,173,373,633

45,973,673

$ 1,098,402,964

Reinvested

25,863,824

625,387,254

38,143,296

847,544,035

Redeemed

(46,687,585)

(1,109,454,422)

(121,903,326)

(2,861,778,639)

Net increase (decrease)

28,247,070

$ 689,306,465

(37,786,357)

$ (915,831,640)

Service Class
Sold

6,895,101

$ 164,018,051

9,905,652

$ 235,854,814

Reinvested

1,673,998

40,376,818

1,585,963

35,176,653

Redeemed

(1,392,544)

(32,407,189)

(3,590,373)

(84,741,881)

Net increase (decrease)

7,176,555

$ 171,987,680

7,901,242

$ 186,289,586

Service Class 2 A
Sold

3,908,816

$ 92,463,010

1,666,464

$ 39,694,526

Reinvested

126,086

3,034,884

852

18,898

Redeemed

(295,865)

(6,885,165)

(96,891)

(2,335,292)

Net increase (decrease)

3,739,037

$ 88,612,729

1,570,425

$ 37,378,132

Distributions
From net investment income
Initial Class

$ 164,164,158

$ 180,623,926

Service Class

10,221,979

7,358,208

Service Class 2 A

782,580

3,953

Total

$ 175,168,717

$ 187,986,087

From net realized gain
Initial Class

$ 461,223,096

$ 666,920,109

Service Class

30,154,839

27,818,445

Service Class 2 A

2,252,304

14,945

Total

$ 493,630,239

$ 694,753,499

$ 668,798,956

$ 882,739,586

A Service Class 2 commenced sale of shares January 12, 2000.

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

Equity-Income Portfolio

Financial Highlights - Initial Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997

1996

Net asset value, beginning of period

$ 25.52

$ 25.71

$ 25.42

$ 24.28

$ 21.03

$ 19.27

Income from Investment Operations

Net investment income

.17 D

.40 D

.41 D

.38 D

.36 D

.35

Net realized and unrealized gain (loss)

(.37)

1.46

1.10

2.31

5.06

2.30

Total from investment operations

(.20)

1.86

1.51

2.69

5.42

2.65

Less Distributions

From net investment income

(.42)

(.44) G

(.38)

(.34)

(.36)

(.03)

From net realized gain

(1.18)

(1.61) G

(.84)

(1.21)

(1.81)

(.86)

Total distributions

(1.60)

(2.05)

(1.22)

(1.55)

(2.17)

(.89)

Net asset value, end of period

$ 23.72

$ 25.52

$ 25.71

$ 25.42

$ 24.28

$ 21.03

Total Return B, C

(.90)%

8.42%

6.33%

11.63%

28.11%

14.28%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 9,933,097

$ 9,969,086

$ 11,014,291

$ 11,409,912

$ 10,106,742

$ 6,961,090

Ratio of expenses to average net assets

.58% A

.56%

.57%

.58%

.58%

.58%

Ratio of expenses to average net assets after all
expense reductions

.56% A, F

.55% F

.56% F

.57% F

.57% F

.56% F

Ratio of net investment income to average net assets

1.45% A

1.68%

1.57%

1.58%

1.65%

1.97%

Portfolio turnover rate

23% A

22%

27%

28%

44%

186%

Financial Highlights - Service Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997 E

Net asset value, beginning of period

$ 25.45

$ 25.66

$ 25.39

$ 24.27

$ 23.44

Income from Investment Operations

Net investment income D

.16

.37

.38

.36

.05

Net realized and unrealized gain (loss)

(.38)

1.46

1.11

2.31

.78

Total from investment operations

(.22)

1.83

1.49

2.67

.83

Less Distributions

From net investment income

(.40)

(.43) G

(.38)

(.34)

-

From net realized gain

(1.18)

(1.61) G

(.84)

(1.21)

-

Total distributions

(1.58)

(2.04)

(1.22)

(1.55)

-

Net asset value, end of period

$ 23.65

$ 25.45

$ 25.66

$ 25.39

$ 24.27

Total Return B, C

(.99)%

8.30%

6.25%

11.54%

3.54%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 759,758

$ 634,897

$ 437,332

$ 225,145

$ 5,328

Ratio of expenses to average net assets

.68% A

.66%

.67%

.68%

.68% A

Ratio of expenses to average net assets after all expense reductions

.66% A, F

.65% F

.66% F

.67% F

.65% A, F

Ratio of net investment income to average net assets

1.35% A

1.58%

1.47%

1.51%

1.63% A

Portfolio turnover rate

23% A

22%

27%

28%

44%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income (loss) per share has been calculated based on average shares outstanding during the period.

E For the period November 3, 1997 (commencement of sale of Service Class shares) to December 31, 1997.

F FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

G The amounts shown reflect certain reclassifications related to book to tax differences.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended June 30, 2001

Year ended December 31,

Selected Per-Share Data

(Unaudited)

2000 E

Net asset value, beginning of period

$ 25.41

$ 25.18

Income from Investment Operations

Net investment income D

.14

.32

Net realized and unrealized gain (loss)

(.37)

1.95

Total from investment operations

(.23)

2.27

Less Distributions

From net investment income

(.41)

(.43) G

From net realized gain

(1.18)

(1.61) G

Total distributions

(1.59)

(2.04)

Net asset value, end of period

$ 23.59

$ 25.41

Total Return B, C

(1.03)%

10.19%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 125,231

$ 39,911

Ratio of expenses to average net assets

.84% A

.83% A

Ratio of expenses to average net assets after all expense reductions

.82% A, F

.82% A, F

Ratio of net investment income to average net assets

1.19% A

1.41% A

Portfolio turnover rate

23% A

22%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income (loss) per share has been calculated based on average shares outstanding during the period.

E For the period January 12, 2000 (commencement of sale of Service Class 2 shares) to December 31, 2000.

F FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

G The amounts shown reflect certain reclassifications related to book to tax differences.

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

Equity-Income Portfolio

Notes to Financial Statements

For the period ended June 30, 2001 (Unaudited)

1. Significant Accounting Policies.

Equity-Income Portfolio (the fund) is a fund of Variable Insurance Products Fund (the trust) (referred to in this report as Fidelity Variable Insurance Products: Equity-Income Portfolio) 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. Shares of the fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. 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 distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Each class calculates its net asset value per share as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price. Foreign securities are valued based on quotations from the principal market in which such securities are normally traded. If trading or events occurring in other markets after the close of the principal market in which foreign securities are traded, and before the close of business of the fund, are expected to materially affect the value of those securities, then they are valued at their fair value taking this trading or these events into account. Fair value is determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Securities (including restricted securities) for which quotations are not readily available (and in certain cases debt securities which trade on an exchange) are valued primarily using dealer-supplied valuations or at their fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost or original cost plus accrued interest, both of which approximate current value. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency Translation. The accounting records of the fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing rates of exchange at period end. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.

Net realized gains and losses on foreign currency transactions represent net gains and losses from sales and maturities of foreign currency contracts, disposition of foreign currencies, the difference between the amount of net investment income accrued and the U.S. dollar amount actually received, and gains and losses between trade and settlement date on purchases and sales of securities. The effects of changes in foreign currency exchange rates on investments in securities are included with the net realized and unrealized gain or loss on investment securities.

Income Taxes. As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes, if any, under the caption "Income Tax Information."

Investment Income. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. The fund may place a debt obligation on non-accrual status and reduce related interest income by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures, under the general supervision of the Board of Trustees of the fund. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

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

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

Distributions to Shareholders. Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Distributions to Shareholders - continued

accepted accounting principles. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for litigation proceeds, foreign currency transactions, market discount, contingent interest, non-taxable dividends, and losses deferred due to wash sales.

Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to paid in capital. Undistributed net investment income and accumulated undistributed net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year.

Security Transactions. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost.

Change in Accounting Principle. Effective January 1, 2001, the fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. The cumulative effect of this accounting change had no impact on total net assets of the fund, but resulted in a $137,981 increase to the cost of securities held and a corresponding increase to accumulated net undistributed realized gain (loss), based on securities held by the fund on January 1, 2001.

2. Operating Policies.

Foreign Currency Contracts. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms. The U.S. dollar value of foreign currency contracts is determined using contractual currency exchange rates established at the time of each trade.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the funds, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

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

Loans and Other Direct Debt Instruments. The fund may invest in loans and loan participations, trade claims or other receivables. These investments may include standby financing commitments that obligate the fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary. Information regarding loans and other direct debt instruments is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

3. Purchases and Sales of Investments.

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

4. Fees and Other Transactions with Affiliates.

Management Fee. As the fund's investment adviser, FMR receives a monthly fee that is calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of the fund. The group fee rate is the weighted average of a series of rates and is based on the monthly average net assets of all the mutual funds advised by FMR. The rates ranged from .2167% to .5200% for the period. The annual individual fund fee rate is .20%. In the event that these rates were lower than the contractual rates in effect during the period, FMR voluntarily implemented the above rates, as they resulted in the same or a lower management fee. For the period, the management fee was equivalent to an annualized rate of .48% of average net assets.

Sub-Adviser Fee. FMR Co., Inc. (FMRC) serves as sub-adviser for the fund. FMRC is an affiliate of FMR and receives a fee from FMR of 50% of the management fee payable to FMR with respect to that portion of the fund's assets that are managed by FMRC.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Board of Trustees has adopted separate Distribution and Service Plans with respect to each Service Class of shares (collectively referred to as "the Plans"). Under certain of the Plans, the class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a 12b-1 fee. For the period, this fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets. Initial Class shares are not subject to a 12b-1 fee.

Equity-Income Portfolio

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

For the period, each class paid FDC the following amounts, all of which was reallowed to insurance companies, for the distribution of shares and providing shareholder support services.

Service Class

$ 341,695

Service Class 2

92,560

$ 434,255

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees of the fund were equivalent to an annualized rate of .07% of average net assets.

For the period, the following amounts were paid to FIIOC:

Initial Class

$ 3,244,128

Service Class

227,602

Service Class 2

27,445

$ 3,499,175

Accounting and Security Lending Fees. Fidelity Service Company, Inc.(FSC), an affiliate of FMR, maintains the fund's accounting records and administers the security lending program. The security lending fee is based on the number and duration of lending transactions. The accounting fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Fidelity Cash Central Funds. Pursuant to an Exemptive Order issued by the SEC, the fund may invest in the Fidelity Cash Central Fund and the Fidelity Securities Lending Cash Central Fund (the Cash Funds) managed by Fidelity Investments Money Management, Inc., an affiliate of FMR. The Cash Funds are open-end money market funds available only to investment companies and other accounts managed by FMR and its affiliates. The Cash Funds seek preservation of capital, liquidity, and current income and do not pay a management fee. Income distributions from the Cash Funds are declared daily and paid monthly from net investment income. Income distributions earned by the fund are recorded as either interest income or security lending income in the accompanying financial statements.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

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

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.475 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. The fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Bank Borrowings.

The fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. Information regarding the fund's participation in the program is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

8. Expense Reductions.

Certain security trades were directed to brokers who paid $756,837 of the fund's expenses. 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, credits reduced the fund's custody expense by $682.

Equity-Income Portfolio

Notes to Financial Statements (Unaudited) - continued

9. Beneficial Interest.

At the end of the period, Fidelity Investments Life Insurance Company (FILI) and its subsidiaries, affiliates of FMR, were the record owners of approximately 13% of the outstanding shares of the fund. In addition, one unaffiliated insurance company was record owner of 28% of the total outstanding shares of the fund.

Equity-Income Portfolio

Proxy Voting Results

A special meeting of the fund's shareholders was held on March 29, 2001. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To continue the effectiveness of Article VIII, Section 4 of the Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,776,348,518.30

92.680

Against

448,126,395.47

1.677

Abstain

1,508,636,275.13

5.643

TOTAL

26,733,111,188.90

100.000

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,496,494,437.66

91.634

Against

707,781,202.09

2.647

Abstain

1,528,835,549.15

5.719

TOTAL

26,733,111,188.90

100.000

PROPOSAL 3

To elect the fourteen nominees specified below as Trustees.*

# of
Votes Cast

% of
Votes Cast

J. Michael Cook

Affirmative

26,118,185,004.24

97.700

Withheld

614,926,184.66

2.300

TOTAL

26,733,111,188.90

100.000

Ralph F. Cox

Affirmative

26,095,601,985.58

97.615

Withheld

637,509,203.32

2.385

TOTAL

26,733,111,188.90

100.000

Phyllis Burke Davis

Affirmative

26,083,791,943.91

97.571

Withheld

649,319,244.99

2.429

TOTAL

26,733,111,188.90

100.000

Robert M. Gates

Affirmative

26,102,950,511.88

97.643

Withheld

630,160,677.02

2.357

TOTAL

26,733,111,188.90

100.000

# of
Votes Cast

% of
Votes Cast

Abigail P. Johnson

Affirmative

26,037,276,918.63

97.397

Withheld

695,834,270.27

2.603

TOTAL

26,733,111,188.90

100.000

Edward C. Johnson 3d

Affirmative

26,080,170,223.36

97.558

Withheld

652,940,965.54

2.442

TOTAL

26,733,111,188.90

100.000

Donald J. Kirk

Affirmative

26,106,883,271.10

97.657

Withheld

626,227,917.80

2.343

TOTAL

26,733,111,188.90

100.000

Marie L. Knowles

Affirmative

26,112,825,107.54

97.680

Withheld

620,286,081.36

2.320

TOTAL

26,733,111,188.90

100.000

Ned C. Lautenbach

Affirmative

26,118,368,287.41

97.700

Withheld

614,742,901.49

2.300

TOTAL

26,733,111,188.90

100.000

Peter S. Lynch

Affirmative

26,123,601,514.95

97.720

Withheld

609,509,673.95

2.280

TOTAL

26,733,111,188.90

100.000

Marvin L. Mann

Affirmative

26,109,956,160.87

97.669

Withheld

623,155,028.03

2.331

TOTAL

26,733,111,188.90

100.000

William O. McCoy

Affirmative

26,111,093,172.07

97.673

Withheld

622,018,016.83

2.327

TOTAL

26,733,111,188.90

100.000

Robert C. Pozen

Affirmative

26,115,314,548.99

97.689

Withheld

617,796,639.91

2.311

TOTAL

26,733,111,188.90

100.000

William S. Stavropoulos

Affirmative

26,080,088,758.45

97.557

Withheld

653,022,430.45

2.443

TOTAL

26,733,111,188.90

100.000

PROPOSAL 4

To ratify the selection of PricewaterhouseCoopers LLP as independent accountants of the fund.

# of
Votes Cast

% of
Votes Cast

Affirmative

7,497,318,391.00

93.981

Against

77,361,216.10

0.970

Abstain

402,778,316.67

5.049

TOTAL

7,977,457,923.77

100.000

PROPOSAL 13

To amend each fund's fundamental investment limitation concerning underwriting.

# of
Votes Cast

% of
Votes Cast

Affirmative

7,219,642,201.23

90.501

Against

224,780,987.56

2.817

Abstain

533,034,734.98

6.682

TOTAL

7,997,757,923.77

100.000

*Denotes trust-wide proposals and voting results.

Equity-Income Portfolio

Semiannual Report

Equity-Income Portfolio

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

FMR Co., Inc.

Officers

Edward C. Johnson 3d, President
Abigail P. Johnson, Senior Vice President
Bart A. Grenier, Vice President
Stephen R. Petersen, Vice President
Eric D. Roiter, Secretary
Robert A. Dwight, Treasurer
Maria F. Dwyer, Deputy Treasurer
John H. Costello, Assistant Treasurer
Paul F. Maloney, Assistant Treasurer
Thomas J. Simpson, Assistant Treasurer

Board of Trustees

J. Michael Cook *

Ralph F. Cox *

Phyllis Burke Davis *

Robert M. Gates *

Abigail P. Johnson

Edward C. Johnson 3d

Donald J. Kirk *

Marie L. Knowles *

Ned C. Lautenbach *

Peter S. Lynch

Marvin L. Mann *

William O. McCoy *

William S. Stavropoulos *

Advisory Board

Robert C. Pozen

* Independent trustees

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder Servicing Agent

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Custodian

The Chase Manhattan Bank
New York, NY

VIPEI-SANN-0801 140991
1.705693.103

Fidelity® Variable Insurance Products:

Growth Portfolio

Semiannual Report

June 30, 2001

(2_fidelity_logos)(registered trademark)

Contents

Market Environment

3

A review of what happened in world markets during the past six months.

Performance and Investment Summary

4

How the fund has done over time, and an overview of the fund's investments at the end of the period.

Fund Talk

7

The manager's review of fund performance, strategy
and outlook.

Investments

8

A complete list of the fund's investments with their
market values.

Financial Statements

12

Statements of assets and liabilities, operations, and
changes in net assets, as well as financial highlights.

Notes

16

Notes to the financial statements.

Proxy Voting Results

19

Fidelity Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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

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

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

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

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

The views expressed in this report reflect those of the fund's portfolio manager only through the end of the period of the report as stated on the cover 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.

Semiannual Report

Market Environment

There's an expression in financial quarters that says, "When the United States sneezes, the world catches cold." That would seem to be a pretty fair statement judging by the performance of the global economy during the six-month period ending June 30, 2001. Considering that more than a third of all goods sold in the U.S. are imports - compared to 20% a decade ago - the sharp deceleration of the domestic economy had far-reaching ramifications. Asia, the Pacific Rim, Europe and many other parts of the world - particularly technology exporters - were negatively affected by slowing U.S. demand. Higher energy costs also put a damper on global economic growth through the first half of 2001. The news was better in the second quarter of the year, at least for U.S. stocks. The second quarter gains of U.S. equity stock funds were the biggest since the fourth quarter of 1999, according to Lipper Inc.

U.S. Stock Markets

Despite extreme volatility during the first half of 2001, opportunities for strong returns were still abundant for equity investors. In short, big was anything but better during the first half of the year. Small- and mid-cap value stocks were the top performers, while large-cap growth fell from favor. The technology and telecommunications industries were the primary victims of this fallout. The "irrational exuberance" - a phrase coined by Federal Reserve Board chairman Alan Greenspan a few years ago to describe the extraordinary run-up in these new economy stocks - quickly evaporated as economic growth slowed and earnings disappointments piled up. In response, investors turned to the long-neglected value arena, where many companies demonstrated real earnings growth and reasonable valuations. A look at the numbers reveals the performance discrepancy between the large-cap growth and mid- to small-cap value styles: For the six-month period ending June 30, 2001, the Russell 2000® Value Index - a measure of small-cap value stock performance - gained 12.72%. Its large-cap growth counterpart, the Russell 1000® Growth Index, declined 14.24%. Other growth-oriented indexes demonstrated a similar shortfall. The large-cap weighted Standard & Poor's 500SM Index fell 6.70%, while the tech- and telecom-heavy NASDAQ Composite® Index lost 12.40%. The Dow Jones Industrial AverageSM, a blend of 30 blue-chip companies - 23 of which fall into the value category - finished the six-month period down 1.86%.

Foreign Stock Markets

The performance of international equity markets echoed that of their U.S. counterparts during the first half of 2001. Slowing economic growth led to a sell-off in the so-called TMT sectors - meaning technology, media and telecommunications. As a result, margin pressures and a decline in capital expenditures took a heavy toll on corporate earnings, causing the Morgan Stanley Capital InternationalSM Europe, Australasia and Far East (MSCI® EAFE®) Index to drop 14.45%. Europe accounted for much of the weakness. The global slowdown reduced export activity, and the European Central Bank's reluctance to cut interest rates due to inflation fears was greeted negatively by investors. Japan also suffered a sharp drop in exports, particularly in technology-related sectors. The Tokyo Stock Exchange Index (TOPIX), a benchmark of the Japanese stock market, fell 6.86%. On the other hand, South Korea posted one of the best performances, as the Korea Composite Stock Price Index (KOSPI) jumped 11.30% during the past six months thanks to renewed strength in semiconductor demand. Latin American stocks rebounded in the second quarter of 2001, helping the Morgan Stanley Capital International Emerging Markets Free - Latin America Index record a 6.16% gain for the first half of the year.

U.S. Bond Markets

Investment-grade bonds extended their recent dominance over most major stock indexes for the six-month period ending June 30, 2001. The Lehman Brothers Aggregate Bond Index - a popular measure of taxable-bond performance - returned 3.62% during this time frame. Treasuries relinquished market leadership to the spread sectors, particularly corporate bonds, which stormed out of the gates in 2001. Still, the Lehman Brothers Treasury Index returned 1.95%. Overwhelming evidence of deteriorating economic growth spurred the Federal Reserve Board to aggressively ease interest rates, with a total of six cuts during the first six months of 2001. This strong positive signal of support for the economy triggered one of the best months ever for corporate bonds in January. Further yield spread tightening in the spring ensured top billing for the Lehman Brothers Credit Bond Index, which returned 5.38%. Agencies benefited from reduced political risk surrounding government-sponsored enterprises, while a still-robust housing market aided discount mortgage securities. The Lehman Brothers U.S. Agency and Mortgage-Backed Securities indexes returned 3.06% and 3.78%, respectively. High-yield bonds also chipped in with a positive six-month return, despite a negative second quarter. Overall, the Merrill Lynch High Yield Master II Index gained 3.38% in the first half of 2001.

Foreign Bond Markets

In general, emerging-markets debt outperformed developed nation investment-grade government bonds during the past six months. The J.P. Morgan Emerging Markets Bond Index Global returned 5.82% in that time frame. Russia stood out among the index's top performers, helped by a continuation of economic reforms and several credit rating upgrades. Argentina was at the opposite end of the spectrum, plagued by its slumping economy and potential debt defaults. Meanwhile, international government bonds fell 6.78%, according to the Salomon Smith Barney Non-U.S. Dollar World Government Bond Index. European government bond performance was held back somewhat as the euro had a difficult time competing with the strong U.S. dollar.

Semiannual Report

Fidelity Variable Insurance Products: Growth Portfolio - Initial Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value).

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity ® VIP: Growth - Initial Class

-23.47%

14.55%

17.21%

Russell 3000 ® Growth Index

-35.31%

11.24%

13.38%

Variable Annuity Growth
Funds Average

-20.67%

12.61%

14.51%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Russell 3000 ® Growth Index - a market capitalization-weighted index of growth-oriented stocks of U.S. domiciled corporations. To measure how the Initial Class' performance stacked up against its peers, you can compare it to the variable annuity growth funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 313 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity® Variable Insurance Products: Growth Portfolio - Initial Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $48,941 - a 389.41% increase on the initial investment. For comparison, look at how the Russell 3000 Growth Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $35,105 - a 251.05% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

Microsoft Corp.

6.3

Intel Corp.

4.3

Pfizer, Inc.

4.1

General Electric Co.

3.8

AOL Time Warner, Inc.

2.9

21.4

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Information Technology

31.0

Health Care

17.5

Consumer Discretionary

16.8

Financials

12.5

Industrials

8.1

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

98.7%

Short-Term Investments and Net Other Assets

1.3%



* Foreign investments 5.5%

Semiannual Report

Fidelity Variable Insurance Products: Growth Portfolio - Service Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class shares took place on November 3, 1997. Performance for Service Class shares reflects an asset based distribution fee (12b-1 fee), and returns prior to November 3, 1997 are those of Initial Class and do not include the effects of Service Class' 12b-1 fee. Had Service Class shares' 12b-1 fee been reflected, returns prior to November 3, 1997 would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Growth - Service Class

-23.53%

14.47%

17.17%

Russell 3000 Growth Index

-35.31%

11.24%

13.38%

Variable Annuity Growth
Funds Average

-20.67%

12.61%

14.51%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Russell 3000 Growth Index - a market capitalization-weighted index of growth-oriented stocks of U.S. domiciled corporations. To measure how the Service Class' performance stacked up against its peers, you can compare it to the variable annuity growth funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 313 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: Growth Portfolio - Service Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $48,772 - a 387.72% increase on the initial investment. For comparison, look at how the Russell 3000 Growth Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $35,105 - a 251.05% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

Microsoft Corp.

6.3

Intel Corp.

4.3

Pfizer, Inc.

4.1

General Electric Co.

3.8

AOL Time Warner, Inc.

2.9

21.4

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Information Technology

31.0

Health Care

17.5

Consumer Discretionary

16.8

Financials

12.5

Industrials

8.1

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

98.7%

Short-Term Investments and Net Other Assets

1.3%



* Foreign investments 5.5%

Semiannual Report

Fidelity Variable Insurance Products: Growth Portfolio - Service Class 2

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflects an asset based distribution fee (12b-1 fee). Returns from November 3, 1997 through January 12, 2000 are those of Service Class which reflect a different 12b-1 fee. Service Class 2 returns prior to November 3, 1997 are those of Initial Class, and do not include the effects of a 12b-1 fee. Had Service Class 2's 12b-1 fee been reflected, returns prior to January 12, 2000 would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Growth - Service Class 2

-23.68%

14.41%

17.14%

Russell 3000 Growth Index

-35.31%

11.24%

13.38%

Variable Annuity Growth
Funds Average

-20.67%

12.61%

14.51%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Russell 3000 Growth Index - a market capitalization-weighted index of growth-oriented stocks of U.S. domiciled corporations. To measure how the Service Class 2's performance stacked up against its peers, you can compare it to the variable annuity growth funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 313 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: Growth Portfolio - Service Class 2 on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $48,643 - a 386.43% increase on the initial investment. For comparison, look at how the Russell 3000 Growth Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $35,105 - a 251.05% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

Microsoft Corp.

6.3

Intel Corp.

4.3

Pfizer, Inc.

4.1

General Electric Co.

3.8

AOL Time Warner, Inc.

2.9

21.4

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Information Technology

31.0

Health Care

17.5

Consumer Discretionary

16.8

Financials

12.5

Industrials

8.1

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

98.7%

Short-Term Investments and Net Other Assets

1.3%



* Foreign investments 5.5%

Semiannual Report

Fidelity Variable Insurance Products: Growth Portfolio

Fund Talk: The Manager's Overview

(Portfolio Manager photograph)

An interview with Jennifer Uhrig, Portfolio Manager of Growth Portfolio

Q. How did the fund perform, Jennifer?

A. For the six months that ended June 30, 2001, the fund outperformed both the Russell 3000 ® Growth Index - which returned -13.25% - and the variable annuity growth funds average, which returned -10.51% according to Lipper Inc. For the 12 months that ended June 30, 2001, the fund topped the -35.31% return of the Russell index, but trailed its Lipper average, which returned -20.67%.

Q. What factors shaped the fund's performance during the six-month period?

A. The past six months were an unusually tough environment for growth stocks, as many of the excesses of the Internet bubble evaporated. In addition to a slowing economy and restricted corporate budgets, we saw a particularly high degree of volatility in growth industries such as technology and telecommunications. The fund's underweightings in these two groups during the period helped its performance. Overall, mid-cap, cyclical and value stocks had the upper hand over large-cap growth stocks during the period.

Q. How did you navigate the technology sector during the period?

A. Rich valuations continued to concern me, and several tech groups suffered from overcapacity and weak demand. That being said, the fund did have close to one-third of its investments in technology at the end of the period. A good portion of that was allotted to personal computer-related stocks such as Microsoft, Dell and Intel. I liked the new product cycles for both Microsoft and Intel, and Dell continued to capture share as the leading low-cost provider of PCs. Also, while these stocks were affected by the slowing economy, they weren't as vulnerable to overcapacity caused by the Internet craze as several other technology groups were. Microsoft was the fund's single best performer during the period, and Dell also contributed positively. Intel disappointed, but I felt the stock remained a good long-term investment.

Q. The fund's energy stocks performed well during the period, as did its finance-related investments. Why?

A. Over the long run, it is becoming incrementally harder to find oil and natural gas as easily exploitable reserves are becoming depleted. This mega-trend benefits companies that supply equipment and services for drilling. We saw a strong period for these companies as high oil and gas prices stimulated drilling activity. Weatherford International and Smith International were two stocks that performed well. However, I expect to see volatile shorter-term cycles within this longer-term trend as increased supply temporarily depresses prices and drilling activity declines. Hence, I don't regard energy services as a buy-and-hold group. In terms of the fund's finance holdings, lower interest rates helped bank stocks such as Bank One and Bank of America, as well as government mortgage lenders Fannie Mae and Freddie Mac.

Q. Stable-growth stocks such as pharmaceuticals typically perform well in times of volatility, but drug stocks stumbled during this period. Why?

A. Delayed product approvals, heightened government scrutiny and a peak year for patent expirations all conspired to work against the big drug companies. Schering-Plough - which makes the popular allergy drug Claritin - and Bristol-Myers Squibb, which makes the diabetes drug Glucophage, each faced patent issues and experienced difficulty getting new drugs approved during the period. Their stock performance suffered as a result.

Q. Which other stocks performed well during the period? Which holdings proved disappointing?

A. IBM was a good stock during the period, as it benefited from a new mainframe-related product release. I was a little late to the retail stock rally, but Home Depot also performed well. Other disappointments included Internet infrastructure stocks Cisco and Sun Microsystems, as well as EMC, which specializes in data storage.

Q. What's your outlook?

A. I'll be looking to position the fund more aggressively during the next few months. We're in a falling interest-rate environment - with no signs of inflation - and I think the Federal Reserve Board ultimately will be successful at stimulating the economy. That said, I'm optimistic about companies that are economically sensitive, including technology, and will look to increase the fund's cyclical exposure as evidence of a recovery becomes more apparent.

The views expressed in this report reflect those of the portfolio manager only through the end of the period of the report as stated on the cover. The manager's views are subject to change at any time based on market or other conditions. For more information, see page 2.


Fund Facts

Goal: to increase the value of the fund's shares over the long term by investing in stocks with above-average growth potential

Start date: October 9, 1986

Size: as of June 30, 2001, more than $15.2 billion

Manager: Jennifer Uhrig, since 1997; joined Fidelity in 1987

Semiannual Report

Fidelity Variable Insurance Products: Growth Portfolio

Investments June 30, 2001

(Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.7%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 16.8%

Hotels, Restaurants & Leisure - 2.0%

Brinker International, Inc. (a)

1,970,550

$ 50,938,718

Darden Restaurants, Inc.

802,100

22,378,590

Harrah's Entertainment, Inc. (a)

1,177,200

41,555,160

McDonald's Corp.

2,833,100

76,663,686

Outback Steakhouse, Inc. (a)

873,910

25,168,608

Tricon Global Restaurants, Inc. (a)

1,726,850

75,808,715

Wendy's International, Inc.

553,200

14,128,728

306,642,205

Household Durables - 1.4%

Black & Decker Corp.

616,140

24,312,884

Centex Corp.

268,400

10,937,300

D.R. Horton, Inc.

822,600

18,673,020

Lennar Corp.

393,700

16,417,290

Maytag Corp.

817,300

23,914,198

Nintendo Co. Ltd.

94,200

17,145,125

Pulte Homes, Inc.

680,000

28,988,400

Sony Corp.

1,270,900

83,625,218

224,013,435

Leisure Equipment & Products - 0.8%

Hasbro, Inc.

2,178,300

31,476,435

Mattel, Inc.

4,868,300

92,108,236

123,584,671

Media - 5.6%

AOL Time Warner, Inc. (a)

8,481,052

449,495,756

AT&T Corp. - Liberty Media Group
Class A (a)

2,907,780

50,857,072

Clear Channel Communications, Inc. (a)

1,372,000

86,024,400

Comcast Corp. Class A (special) (a)

804,600

34,959,870

Cox Communications, Inc. Class A (a)

1,367,800

60,593,540

Fox Entertainment Group, Inc. Class A (a)

347,600

9,698,040

United Pan-Europe Communications
NV sponsored ADR (a)

2,089,700

5,307,838

UnitedGlobalCom, Inc. Class A (a)

928,200

8,019,648

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

2,884,125

149,253,469

854,209,633

Multiline Retail - 2.8%

Costco Wholesale Corp. (a)

745,000

31,237,850

Dillards, Inc. Class A

1,254,130

19,150,565

Family Dollar Stores, Inc.

534,300

13,694,109

Federated Department Stores, Inc. (a)

576,300

24,492,750

JCPenney Co., Inc.

1,048,800

27,646,368

Kmart Corp. (a)

5,336,600

61,210,802

Sears, Roebuck & Co.

985,480

41,695,659

Wal-Mart Stores, Inc.

4,184,800

204,218,240

423,346,343

Specialty Retail - 4.2%

Abercrombie & Fitch Co. Class A (a)

1,355,400

60,315,300

AutoZone, Inc. (a)

1,671,300

62,673,750

Best Buy Co., Inc. (a)

1,139,500

72,381,040

Gap, Inc.

2,774,300

80,454,700

Shares

Value (Note 1)

Home Depot, Inc.

4,886,700

$ 227,475,885

Lowe's Companies, Inc.

726,700

52,722,085

O'Reilly Automotive, Inc. (a)

1,209,600

34,292,160

Toys 'R' Us, Inc. (a)

1,993,480

49,338,630

639,653,550

TOTAL CONSUMER DISCRETIONARY

2,571,449,837

CONSUMER STAPLES - 6.2%

Beverages - 1.7%

Pepsi Bottling Group, Inc.

1,168,200

46,844,820

PepsiAmericas, Inc.

1,031,800

13,722,940

PepsiCo, Inc.

841,600

37,198,720

The Coca-Cola Co.

3,686,700

165,901,500

263,667,980

Food & Drug Retailing - 1.3%

CVS Corp.

1,110,400

42,861,440

Rite Aid Corp. (a)

5,999,590

53,996,310

Rite Aid Corp. (a)(d)

1,450,000

11,745,000

Walgreen Co.

2,666,260

91,052,779

199,655,529

Food Products - 0.6%

Kraft Foods, Inc. Class A

1,482,900

45,969,900

Quaker Oats Co.

392,600

35,824,750

81,794,650

Household Products - 0.7%

Kimberly-Clark Corp.

940,900

52,596,310

Procter & Gamble Co.

723,460

46,156,748

98,753,058

Personal Products - 1.0%

Gillette Co.

5,347,000

155,009,530

Tobacco - 0.9%

Philip Morris Companies, Inc.

2,746,600

139,389,950

TOTAL CONSUMER STAPLES

938,270,697

ENERGY - 2.9%

Energy Equipment & Services - 2.9%

Baker Hughes, Inc.

1,557,570

52,178,595

BJ Services Co. (a)

1,834,260

52,056,299

Coflexip SA sponsored ADR

776,900

50,226,585

Global Industries Ltd. (a)

1,904,900

24,992,288

Halliburton Co.

1,236,900

44,033,640

National-Oilwell, Inc. (a)

1,567,500

42,009,000

Smith International, Inc. (a)

765,750

45,868,425

Stolt Offshore SA (a)

1,796,600

22,935,237

Transocean Sedco Forex, Inc.

780,000

32,175,000

Varco International, Inc. (a)

1,421,000

26,444,810

Weatherford International, Inc. (a)

1,068,640

51,294,720

444,214,599

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - 12.5%

Banks - 2.8%

Bank of America Corp.

1,169,200

$ 70,187,076

Bank of New York Co., Inc.

355,100

17,044,800

Bank One Corp.

5,752,890

205,953,462

FleetBoston Financial Corp.

2,391,452

94,342,781

Mellon Financial Corp.

934,200

42,973,200

430,501,319

Diversified Financials - 6.6%

American Express Co.

3,415,300

132,513,640

Capital One Financial Corp.

821,600

49,296,000

Charles Schwab Corp.

3,252,950

49,770,135

Citigroup, Inc.

3,152,710

166,589,196

Daiwa Securities Group, Inc.

6,397,000

66,934,612

Fannie Mae

918,500

78,210,275

Freddie Mac

942,600

65,982,000

Goldman Sachs Group, Inc.

265,800

22,805,640

J.P. Morgan Chase & Co.

833,800

37,187,480

MBNA Corp.

505,900

16,669,405

Merrill Lynch & Co., Inc.

918,500

54,421,125

Moody's Corp.

438,900

14,703,150

Morgan Stanley Dean Witter & Co.

812,000

52,154,760

Nikko Securities Co. Ltd.

9,697,000

77,672,408

Nomura Securities Co. Ltd.

4,062,000

77,839,799

State Street Corp.

756,200

37,424,338

1,000,173,963

Insurance - 3.1%

ACE Ltd.

495,500

19,369,095

AFLAC, Inc.

2,002,420

63,056,206

Allstate Corp.

253,400

11,147,066

American General Corp.

1,794,800

83,368,460

American International Group, Inc.

1,836,946

157,977,356

Marsh & McLennan Companies, Inc.

438,600

44,298,600

MBIA, Inc.

1,098,900

61,186,752

Xl Capital Ltd. Class A

376,510

30,911,471

471,315,006

TOTAL FINANCIALS

1,901,990,288

HEALTH CARE - 17.5%

Biotechnology - 4.0%

Abgenix, Inc. (a)

1,300,642

56,903,088

Alkermes, Inc. (a)

1,152,700

40,263,811

Amgen, Inc. (a)

2,820,500

175,012,025

Genentech, Inc. (a)

1,096,800

60,433,680

Geneva Proteomics (a)(d)

826,000

4,543,000

Human Genome Sciences, Inc. (a)

1,270,500

75,823,440

Medarex, Inc. (a)

1,687,600

39,709,228

Millennium Pharmaceuticals, Inc. (a)

2,537,680

86,027,352

Shares

Value (Note 1)

Protein Design Labs, Inc. (a)

775,200

$ 65,194,320

QLT, Inc. (a)

389,100

7,710,040

611,619,984

Health Care Equipment & Supplies - 1.3%

Bausch & Lomb, Inc.

337,400

12,227,376

Guidant Corp. (a)

806,400

29,030,400

Medtronic, Inc.

3,269,800

150,443,498

191,701,274

Health Care Providers & Services - 1.8%

Cardinal Health, Inc.

800,800

55,255,200

Health Management Associates, Inc. Class A (a)

88,600

1,864,144

McKesson HBOC, Inc.

3,290,300

122,135,936

Tenet Healthcare Corp. (a)

1,827,700

94,291,043

273,546,323

Pharmaceuticals - 10.4%

American Home Products Corp.

2,649,200

154,819,248

Bristol-Myers Squibb Co.

2,785,400

145,676,420

Cambridge Antibody Technology
Group PLC (a)

1,018,375

29,864,918

Elan Corp. PLC sponsored ADR (a)

1,553,350

94,754,350

Eli Lilly & Co.

2,824,500

209,013,000

Johnson & Johnson

2,166,500

108,325,000

Merck & Co., Inc.

2,154,160

137,672,366

Pfizer, Inc.

15,758,235

631,117,312

Pharmacia Corp.

1,448,100

66,540,195

Watson Pharmaceuticals, Inc. (a)

302,900

18,670,756

1,596,453,565

TOTAL HEALTH CARE

2,673,321,146

INDUSTRIALS - 8.1%

Aerospace & Defense - 0.0%

Goodrich Corp.

124,290

4,720,534

Airlines - 1.1%

AMR Corp. (a)

1,272,780

45,985,541

Continental Airlines, Inc. Class B (a)

834,300

41,089,275

Delta Air Lines, Inc.

989,200

43,603,936

Northwest Airlines Corp. (a)

1,447,500

34,233,375

164,912,127

Commercial Services & Supplies - 0.6%

Automatic Data Processing, Inc.

812,000

40,356,400

Concord EFS, Inc. (a)

632,400

35,123,496

DST Systems, Inc. (a)

264,900

13,960,230

89,440,126

Construction & Engineering - 0.5%

Fluor Corp.

1,536,310

69,364,397

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Electrical Equipment - 0.3%

Mitsubishi Electric Corp.

9,393,000

$ 46,543,248

Molex, Inc. Class A (non-vtg.)

26,600

783,370

47,326,618

Industrial Conglomerates - 4.3%

General Electric Co.

11,994,200

584,717,250

Minnesota Mining & Manufacturing Co.

623,880

71,184,708

655,901,958

Machinery - 0.1%

Illinois Tool Works, Inc.

313,900

19,869,870

Road & Rail - 1.2%

Burlington Northern Santa Fe Corp.

1,812,800

54,692,176

Canadian National Railway Co.

1,527,210

61,955,904

Union Pacific Corp.

1,292,150

70,951,957

187,600,037

TOTAL INDUSTRIALS

1,239,135,667

INFORMATION TECHNOLOGY - 31.0%

Communications Equipment - 3.3%

Cisco Systems, Inc. (a)

14,866,620

287,966,429

Comverse Technology, Inc. (a)

868,200

50,017,002

McDATA Corp.:

Class A (a)

1,219,500

24,329,025

Class B

317,400

7,204,980

Nortel Networks Corp.

1,716,500

15,602,985

QUALCOMM, Inc. (a)

1,979,300

112,721,135

Tellium, Inc.

22,500

382,950

498,224,506

Computers & Peripherals - 6.8%

Apple Computer, Inc. (a)

1,538,800

37,223,572

Compaq Computer Corp.

5,173,700

80,140,613

Dell Computer Corp. (a)

9,521,700

258,038,070

EMC Corp. (a)

3,004,740

87,287,697

Gateway, Inc. (a)

1,499,100

24,660,195

Hewlett-Packard Co.

2,696,400

77,117,040

International Business Machines Corp.

2,343,100

264,770,300

Lexmark International, Inc. Class A (a)

1,228,700

82,630,075

StorageNetworks, Inc.

1,365,700

23,134,958

Sun Microsystems, Inc. (a)

6,752,300

109,387,260

1,044,389,780

Electronic Equipment & Instruments - 1.1%

Agilent Technologies, Inc. (a)

1,067,760

34,702,200

Avnet, Inc.

1,353,800

30,352,196

Sanmina Corp. (a)

1,487,700

35,853,570

SCI Systems, Inc. (a)

2,727,200

69,543,600

170,451,566

Shares

Value (Note 1)

Internet Software & Services - 0.4%

Jupiter Media Metrix, Inc. (a)

769,800

$ 985,344

Openwave Systems, Inc.

689,200

22,385,216

VeriSign, Inc. (a)

621,807

36,176,731

59,547,291

Semiconductor Equipment & Products - 10.2%

Altera Corp. (a)

1,899,050

56,325,823

Analog Devices, Inc. (a)

911,600

39,426,700

Applied Materials, Inc. (a)

2,204,500

113,377,435

ASML Holding NV (NY Shares) (a)

527,600

11,897,380

Cabot Microelectronics Corp. (a)

312,000

19,503,120

Chartered Semiconductor
Manufacturing Ltd. ADR (a)

1,531,700

38,736,693

Integrated Circuit Systems, Inc. (a)

863,200

16,487,120

Integrated Device Technology, Inc. (a)

528,900

15,909,312

Intel Corp.

21,640,100

659,806,649

KLA-Tencor Corp. (a)

1,166,000

68,444,200

LAM Research Corp. (a)

1,716,600

51,583,830

Lattice Semiconductor Corp. (a)

570,500

14,097,055

Micron Technology, Inc. (a)

2,509,300

103,132,230

National Semiconductor Corp. (a)

527,700

15,366,624

QLogic Corp. (a)

117,137

7,544,794

Semtech Corp. (a)

278,500

8,895,290

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

3,662,120

55,627,603

Teradyne, Inc. (a)

1,770,300

58,596,930

Texas Instruments, Inc.

5,052,200

159,144,300

Xilinx, Inc. (a)

1,130,000

47,516,500

1,561,419,588

Software - 9.2%

Adobe Systems, Inc.

1,548,400

72,697,380

BEA Systems, Inc. (a)

263,500

8,753,470

Compuware Corp. (a)

1,265,000

17,279,900

Electronic Arts, Inc. (a)

1,393,800

80,129,562

Inktomi Corp. (a)

1,435,800

13,123,212

Intuit, Inc. (a)

13,300

516,040

Microsoft Corp. (a)

13,315,923

958,879,614

Oracle Corp. (a)

3,365,870

66,173,004

PeopleSoft, Inc. (a)

2,183,800

105,477,540

VERITAS Software Corp. (a)

1,144,598

77,741,096

1,400,770,818

TOTAL INFORMATION TECHNOLOGY

4,734,803,549

MATERIALS - 0.3%

Chemicals - 0.3%

Dow Chemical Co.

592,700

19,707,275

Lyondell Chemical Co.

2,101,500

32,321,070

52,028,345

Common Stocks - continued

Shares

Value (Note 1)

TELECOMMUNICATION SERVICES - 2.7%

Diversified Telecommunication Services - 1.6%

AT&T Corp.

3,689,400

$ 81,166,800

BellSouth Corp.

1,253,400

50,474,418

SBC Communications, Inc.

2,810,023

112,569,521

TeraBeam Networks (d)

60,800

60,800

244,271,539

Wireless Telecommunication Services - 1.1%

Nextel Communications, Inc. Class A (a)

3,108,570

53,840,432

Sprint Corp. - PCS Group Series 1 (a)

1,674,780

40,445,937

Vodafone Group PLC

33,837,911

75,627,506

169,913,875

TOTAL TELECOMMUNICATION SERVICES

414,185,414

UTILITIES - 0.7%

Electric Utilities - 0.4%

AES Corp. (a)

1,385,100

59,628,555

Multi-Utilities - 0.3%

Enron Corp.

869,400

42,600,600

TOTAL UTILITIES

102,229,155

TOTAL COMMON STOCKS

(Cost $13,180,210,937)

15,071,628,697

Convertible Preferred Stocks - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Chorum Technologies Series E (d)
(Cost $1,528,257)

88,646

150,698

U.S. Government Agency Obligations - 0.0%

Moody's Ratings
(unaudited) (b)

Principal
Amount

Fannie Mae 5.5% 5/2/06 (Cost $3,592,346)

AA-

$ 3,605,000

3,568,950

Cash Equivalents - 1.7%

Shares

Fidelity Cash Central Fund, 4.09% (c)

150,356,676

150,356,676

Fidelity Securities Lending Cash Central Fund, 4.02% (c)

114,404,700

114,404,700

TOTAL CASH EQUIVALENTS

(Cost $264,761,376)

264,761,376

TOTAL INVESTMENT PORTFOLIO - 100.4%

(Cost $13,450,092,916)

15,340,109,721

NET OTHER ASSETS - (0.4)%

(68,167,020)

NET ASSETS - 100%

$ 15,271,942,701

Legend

(a) Non-income producing

(b) S&P credit ratings are used in the absence of a rating by Moody's Investors Service, Inc.

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

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

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Chorum Technologies Series E

9/19/00

$ 1,528,257

Geneva Proteomics

7/7/00

$ 4,543,000

Rite Aid Corp.

6/27/01

$ 10,875,000

TeraBeam Networks

4/7/00

$ 228,000

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $9,321,978,439 and $8,719,063,613, respectively, of which long-term U.S. government and government agency obligations aggregated $3,592,346 and $0, respectively.

The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of Fidelity Management & Research Company. The commissions paid to these affiliated firms were $565,765 for the period.

The fund invested in securities that are not registered under the Securities Act of 1933. At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $16,499,498 or 0.1% of net assets.

The fund participated in the interfund lending program as a borrower. The average daily loan balance during the period for which loans were outstanding amounted to $12,935,500. The weighted average interest rate was 4.94%. At period end there were no interfund loans outstanding.

Income Tax Information

At June 30, 2001, the aggregate cost of investment securities for income tax purposes was $13,586,203,933. Net unrealized appreciation aggregated $1,753,905,788, of which $2,853,694,129 related to appreciated investment securities and $1,099,788,341 related to depreciated investment securities.

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

Growth Portfolio

Fidelity Variable Insurance Products: Growth Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2001 (Unaudited)

Assets

Investment in securities,
at value (including securities loaned of $107,022,945)
(cost $13,450,092,916) -
See accompanying schedule

$ 15,340,109,721

Receivable for investments sold

153,738,092

Receivable for fund shares sold

6,830,618

Dividends receivable

12,322,608

Interest receivable

619,920

Other receivables

278,359

Total assets

15,513,899,318

Liabilities

Payable to custodian bank

$ 10,280

Payable for investments purchased

110,545,539

Payable for fund shares redeemed

9,351,904

Accrued management fee

7,426,895

Distribution fees payable

172,162

Other payables and
accrued expenses

45,137

Collateral on securities loaned,
at value

114,404,700

Total liabilities

241,956,617

Net Assets

$ 15,271,942,701

Net Assets consist of:

Paid in capital

$ 14,313,888,157

Undistributed net
investment income

17,677,687

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

(949,610,316)

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

1,889,987,173

Net Assets

$ 15,271,942,701

Initial Class:
Net Asset Value, offering price
and redemption price per share
($13,371,788,843 ÷
362,531,300 shares)

$36.88

Service Class:
Net Asset Value, offering price
and redemption price per share
($1,786,692,791 ÷
48,605,584 shares)

$36.76

Service Class 2:
Net Asset Value, offering price
and redemption price per share
($113,461,067 ÷

3,097,125 shares)

$36.63

Statement of Operations

Six months ended June 30, 2001 (Unaudited)

Investment Income

Dividends

$ 54,605,054

Interest

13,062,680

Security lending

693,431

Total income

68,361,165

Expenses

Management fee

$ 45,636,564

Transfer agent fees

5,134,794

Distribution fees

989,544

Accounting and security lending fees

565,123

Custodian fees and expenses

243,373

Registration fees

52,869

Audit

46,986

Legal

41,620

Interest

3,553

Reports to shareholders

1,311,082

Miscellaneous

5,495

Total expenses before reductions

54,031,003

Expense reductions

(3,114,210)

50,916,793

Net investment income

17,444,372

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

(785,064,504)

Foreign currency transactions

(325,425)

(785,389,929)

Change in net unrealized
appreciation (depreciation) on:
Investment securities

Change in net unrealized
appreciation (depreciation) on:
Investment securities

(927,614,409)

Assets and liabilities in
foreign currencies

(47,213)

(927,661,622)

Net gain (loss)

(1,713,051,551)

Net increase (decrease) in net assets resulting from operations

$ (1,695,607,179)

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

Semiannual Report

Variable Insurance Products: Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six months ended
June 30, 2001
(Unaudited)

Year ended
December 31,
2000

Operations
Net investment income

$ 17,444,372

$ 11,145,934

Net realized gain (loss)

(785,389,929)

1,012,598,310

Change in net unrealized appreciation (depreciation)

(927,661,622)

(3,219,390,093)

Net increase (decrease) in net assets resulting from operations

(1,695,607,179)

(2,195,645,849)

Distributions to shareholders
From net investment income

(10,651,148)

(20,008,543)

From net realized gain

(960,548,930)

(2,010,393,014)

In excess of net realized gain

(163,985,157)

-

Total distributions

(1,135,185,235)

(2,030,401,557)

Share transactions - net increase (decrease)

681,319,116

3,588,722,111

Total increase (decrease) in net assets

(2,149,473,298)

(637,325,295)

Net Assets

Beginning of period

17,421,415,999

18,058,741,294

End of period (including undistributed net investment income of $17,677,687 and $10,649,233, respectively)

$ 15,271,942,701

$ 17,421,415,999

Other Information:

Six months ended
June 30, 2001
(Unaudited)

Year ended
December 31,
2000

Shares

Dollars

Shares

Dollars

Share transactions
Initial Class
Sold

18,466,905

$ 708,653,046

60,790,422

$ 3,083,045,212

Reinvested

24,560,455

1,006,978,664

38,128,847

1,912,161,690

Redeemed

(35,931,376)

(1,350,612,480)

(55,558,216)

(2,766,549,803)

Net increase (decrease)

7,095,984

$ 365,019,230

43,361,053

$ 2,228,657,099

Service Class
Sold

7,673,568

$ 293,233,615

25,312,442

$ 1,274,031,890

Reinvested

3,016,784

123,326,141

2,363,626

118,228,594

Redeemed

(4,537,204)

(168,989,344)

(1,943,579)

(95,706,253)

Net increase (decrease)

6,153,148

$ 247,570,412

25,732,489

$ 1,296,554,231

Service Class 2 A
Sold

1,774,037

$ 67,885,955

1,360,003

$ 65,671,999

Reinvested

119,736

4,880,430

225

11,273

Redeemed

(111,199)

(4,036,911)

(45,677)

(2,172,491)

Net increase (decrease)

1,782,574

$ 68,729,474

1,314,551

$ 63,510,781

Distributions
From net investment income
Initial Class

$ 10,599,775

$ 19,026,484

Service Class

-

981,965

Service Class 2 A

51,373

94

Total

$ 10,651,148

$ 20,008,543

From net realized gain
Initial Class

$ 851,081,961

$ 1,893,135,205

Service Class

105,342,109

117,246,629

Service Class 2 A

4,124,860

11,180

Total

$ 960,548,930

$ 2,010,393,014

In excess of net realized gain
Initial Class

$ 145,296,928

$ -

Service Class

17,984,032

-

Service Class 2 A

704,197

-

Total

$ 163,985,157

$ -

$ 1,135,185,235

$ 2,030,401,557

A Service Class 2 commenced sale of shares January 12, 2000.

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

Growth Portfolio

Financial Highlights - Initial Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997

1996

Net asset value, beginning of period

$ 43.66

$ 54.93

$ 44.87

$ 37.10

$ 31.14

$ 29.20

Income from Investment Operations

Net investment income

.04 D

.03 D

.07 D

.08 D

.20 D

.22

Net realized and unrealized gain (loss)

(3.97)

(5.27)

15.10

12.85

6.91

3.82

Total from investment operations

(3.93)

(5.24)

15.17

12.93

7.11

4.04

Less Distributions

From net investment income

(.03)

(.06)

(.08)

(.19)

(.21)

(.08)

From net realized gain

(2.41)

(5.97)

(5.03)

(4.97)

(.94)

(2.02)

In excess of net realized gain

(.41)

-

-

-

-

-

Total distributions

(2.85)

(6.03)

(5.11)

(5.16)

(1.15)

(2.10)

Net asset value, end of period

$ 36.88

$ 43.66

$ 54.93

$ 44.87

$ 37.10

$ 31.14

Total Return B, C

(9.66)%

(10.96)%

37.44%

39.49%

23.48%

14.71%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 13,371,789

$ 15,517,271

$ 17,142,411

$ 11,243,824

$ 7,727,132

$ 6,086,424

Ratio of expenses to average net assets

.68% A

.65%

.66%

.68%

.69%

.69%

Ratio of expenses to average net assets after all
expense reductions

.64% A, F

.64% F

.65% F

.66% F

.67% F

.67% F

Ratio of net investment income to average net assets

.24% A

.07%

.14%

.21%

.58%

.81%

Portfolio turnover rate

114% A

103%

84%

123%

113%

81%

Financial Highlights - Service Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997 E

Net asset value, beginning of period

$ 43.51

$ 54.80

$ 44.82

$ 37.09

$ 36.92

Income from Investment Operations

Net investment income (loss) D

.03

(.02)

.02

.06

.03

Net realized and unrealized gain (loss)

(3.96)

(5.25)

15.07

12.83

.14

Total from investment operations

(3.93)

(5.27)

15.09

12.89

.17

Less Distributions

From net investment income

-

(.05)

(.08)

(.19)

-

From net realized gain

(2.41)

(5.97)

(5.03)

(4.97)

-

In excess of net realized gain

(.41)

-

-

-

-

Total distributions

(2.82)

(6.02)

(5.11)

(5.16)

-

Net asset value, end of period

$ 36.76

$ 43.51

$ 54.80

$ 44.82

$ 37.09

Total Return B, C

(9.69)%

(11.05)%

37.29%

39.38%

.46%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 1,786,693

$ 1,847,051

$ 916,330

$ 136,142

$ 2,015

Ratio of expenses to average net assets

.78% A

.76%

.77%

.80%

.79% A

Ratio of expenses to average net assets after all expense reductions

.74% A, F

.74% F

.75% F

.75% F

.77% A, F

Ratio of net investment income (loss) to average net assets

.13% A

(.04)%

.04%

.15%

.70% A

Portfolio turnover rate

114% A

103%

84%

123%

113%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income (loss) per share has been calculated based on average shares outstanding during the period.

E For the period November 3, 1997 (commencement of sale of Service Class shares) to December 31, 1997.

F FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended June 30, 2001

Year ended December 31,

Selected Per-Share Data

(Unaudited)

2000 E

Net asset value, beginning of period

$ 43.43

$ 53.40

Income from Investment Operations

Net investment income (loss) D

(.00)

(.09)

Net realized and unrealized gain (loss)

(3.95)

(3.86)

Total from investment operations

(3.95)

(3.95)

Less Distributions

From net investment income

(.03)

(.05)

From net realized gain

(2.41)

(5.97)

In excess of net realized gain

(.41)

-

Total distributions

(2.85)

(6.02)

Net asset value, end of period

$ 36.63

$ 43.43

Total Return B, C

(9.76)%

(8.88)%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 113,461

$ 57,095

Ratio of expenses to average net assets

.93% A

.91% A

Ratio of expenses to average net assets after all expense reductions

.89% A, F

.90% A, F

Ratio of net investment income (loss) to average net assets

(.02)% A

(.19)% A

Portfolio turnover rate

114% A

103%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income (loss) per share has been calculated based on average shares outstanding during the period.

E For the period January 12, 2000 (commencement of sale of Service Class 2 shares) to December 31, 2000.

F FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

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

Growth Portfolio

Proxy Voting Results

A special meeting of the fund's shareholders was held on March 29, 2001. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To continue the effectiveness of Article VIII, Section 4 of the Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,776,348,518.30

92.680

Against

448,126,395.47

1.677

Abstain

1,508,636,275.13

5.643

TOTAL

26,733,111,188.90

100.000

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,496,494,437.66

91.634

Against

707,781,202.09

2.647

Abstain

1,528,835,549.15

5.719

TOTAL

26,733,111,188.90

100.000

PROPOSAL 3

To elect the fourteen nominees specified below as Trustees.*

# of
Votes Cast

% of
Votes Cast

J. Michael Cook

Affirmative

26,118,185,004.24

97.700

Withheld

614,926,184.66

2.300

TOTAL

26,733,111,188.90

100.000

Ralph F. Cox

Affirmative

26,095,601,985.58

97.615

Withheld

637,509,203.32

2.385

TOTAL

26,733,111,188.90

100.000

Phyllis Burke Davis

Affirmative

26,083,791,943.91

97.571

Withheld

649,319,244.99

2.429

TOTAL

26,733,111,188.90

100.000

Robert M. Gates

Affirmative

26,102,950,511.88

97.643

Withheld

630,160,677.02

2.357

TOTAL

26,733,111,188.90

100.000

Abigail P. Johnson

Affirmative

26,037,276,918.63

97.397

Withheld

695,834,270.27

2.603

TOTAL

26,733,111,188.90

100.000

Edward C. Johnson 3d

Affirmative

26,080,170,223.36

97.558

Withheld

652,940,965.54

2.442

TOTAL

26,733,111,188.90

100.000

Donald J. Kirk

Affirmative

26,106,883,271.10

97.657

Withheld

626,227,917.80

2.343

TOTAL

26,733,111,188.90

100.000

# of
Votes Cast

% of
Votes Cast

Marie L. Knowles

Affirmative

26,112,825,107.54

97.680

Withheld

620,286,081.36

2.320

TOTAL

26,733,111,188.90

100.000

Ned C. Lautenbach

Affirmative

26,118,368,287.41

97.700

Withheld

614,742,901.49

2.300

TOTAL

26,733,111,188.90

100.000

Peter S. Lynch

Affirmative

26,123,601,514.95

97.720

Withheld

609,509,673.95

2.280

TOTAL

26,733,111,188.90

100.000

Marvin L. Mann

Affirmative

26,109,956,160.87

97.669

Withheld

623,155,028.03

2.331

TOTAL

26,733,111,188.90

100.000

William O. McCoy

Affirmative

26,111,093,172.07

97.673

Withheld

622,018,016.83

2.327

TOTAL

26,733,111,188.90

100.000

Robert C. Pozen

Affirmative

26,115,314,548.99

97.689

Withheld

617,796,639.91

2.311

TOTAL

26,733,111,188.90

100.000

William S. Stavropoulos

Affirmative

26,080,088,758.45

97.557

Withheld

653,022,430.45

2.443

TOTAL

26,733,111,188.90

100.000

PROPOSAL 4

To ratify the selection of PricewaterhouseCoopers LLP as independent accountants of the fund.

# of
Votes Cast

% of
Votes Cast

Affirmative

12,316,328,775.38

93.637

Against

169,867,253.30

1.291

Abstain

667,144,656.23

5.072

TOTAL

13,153,340,684.91

100.000

PROPOSAL 13

To amend the fund's fundamental investment limitation concerning underwriting.

# of
Votes Cast

% of
Votes Cast

Affirmative

11,858,503,060.05

90.156

Against

395,382,780.56

3.006

Abstain

899,454,844.30

6.838

TOTAL

13,153,340,684.91

100.000

* Denotes trust-wide proposals and voting results.

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2001 (Unaudited)

1. Significant Accounting Policies.

Growth Portfolio (the fund) is a fund of Variable Insurance Products Fund (the trust) (referred to in this report as Fidelity Variable Insurance Products: Growth Portfolio) 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. Shares of the fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. 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 distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Each class calculates its net asset value per share as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price. Foreign securities are valued based on quotations from the principal market in which such securities are normally traded. If trading or events occurring in other markets after the close of the principal market in which foreign securities are traded, and before the close of business of the fund, are expected to materially affect the value of those securities, then they are valued at their fair value taking this trading or these events into account. Fair value is determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Securities (including restricted securities) for which quotations are not readily available (and in certain cases debt securities which trade on an exchange) are valued primarily using dealer-supplied valuations or at their fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost or original cost plus accrued interest, both of which approximate current value. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency Translation. The accounting records of the fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing rates of exchange at period end. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.

Net realized gains and losses on foreign currency transactions represent net gains and losses from sales and maturities of foreign currency contracts, disposition of foreign currencies, the difference between the amount of net investment income accrued and the U.S. dollar amount actually received, and gains and losses between trade and settlement date on purchases and sales of securities. The effects of changes in foreign currency exchange rates on investments in securities are included with the net realized and unrealized gain or loss on investment securities.

Income Taxes. As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes, if any, under the caption "Income Tax Information."

Investment Income. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

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

Distributions to Shareholders. Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for litigation proceeds, foreign currency transactions and losses deferred due to wash sales.

Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to paid in capital. Undistributed net investment income and accumulated undistributed net realized gain (loss) on investments and foreign currency

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Distributions to Shareholders - continued

transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year.

Security Transactions. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost.

2. Operating Policies.

Foreign Currency Contracts. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms. The U.S. dollar value of foreign currency contracts is determined using contractual currency exchange rates established at the time of each trade.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the funds, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

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

3. Purchases and Sales of Investments.

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

4. Fees and Other Transactions with Affiliates.

Management Fee. As the fund's investment adviser, FMR receives a monthly fee that is calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of the fund. The group fee rate is the weighted average of a series of rates and is based on the monthly average net assets of all the mutual funds advised by FMR. The rates ranged from .2167% to .5200% for the period. The annual individual fund fee rate is .30%. In the event that these rates were lower than the contractual rates in effect during the period, FMR voluntarily implemented the above rates, as they resulted in the same or a lower management fee. For the period, the management fee was equivalent to an annualized rate of .58% of average net assets.

Sub-Adviser Fee. FMR Co., Inc. (FMRC) serves as sub-adviser for the fund. FMRC is an affiliate of FMR and receives a fee from FMR of 50% of the management fee payable to FMR with respect to that portion of the fund's assets that are managed by FMRC.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Board of Trustees has adopted separate Distribution and Service Plans with respect to each Service Class of shares (collectively referred to as "the Plans"). Under certain of the Plans, the class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a 12b-1 fee. For the period, this fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets. Initial Class shares are not subject to a 12b-1 fee.

For the period, each class paid FDC the following amounts, all of which was reallowed to insurance companies, for the distribution of shares and providing shareholder support services.

Service Class

$ 883,759

Service Class 2

105,785

$ 989,544

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees of the fund were equivalent to an annualized rate of .07% of average net assets.

For the period, the following amounts were paid to FIIOC:

Initial Class

$ 4,523,970

Service Class

580,899

Service Class 2

29,925

$ 5,134,794

Growth Portfolio

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

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

Fidelity Cash Central Funds. Pursuant to an Exemptive Order issued by the SEC, the fund may invest in the Fidelity Cash Central Fund and the Fidelity Securities Lending Cash Central Fund (the Cash Funds) managed by Fidelity Investments Money Management, Inc., an affiliate of FMR. The Cash Funds are open-end money market funds available only to investment companies and other accounts managed by FMR and its affiliates. The Cash Funds seek preservation of capital, liquidity, and current income and do not pay a management fee. Income distributions from the Cash Funds are declared daily and paid monthly from net investment income. Income distributions earned by the fund are recorded as either interest income or security lending income in the accompanying financial statements.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

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

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.475 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. The fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Certain security trades were directed to brokers who paid $3,112,854 of the fund's expenses. 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, credits reduced the fund's custody expenses by $1,356.

8. Beneficial Interest.

At the end of the period, Fidelity Investments Life Insurance Company (FILI) and its subsidiaries, affiliates of FMR, were the record owners of approximately 13% of the outstanding shares of the fund. In addition, one unaffiliated insurance company was record owner of 27% of the total outstanding shares of the fund.

Growth Portfolio

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

FMR Co., Inc.

Officers

Edward C. Johnson 3d, President

Abigail P. Johnson, Senior Vice President

Richard A. Spillane, Jr., Vice President

Jennifer Uhrig, Vice President

Eric D. Roiter, Secretary

Robert A, Dwight, Treasurer

Maria F. Dwyer, Deputy Treasurer

John H. Costello, Assistant Treasurer

Paul F. Maloney, Assistant Treasurer

Thomas J. Simpson, Assistant Treasurer

Board of Trustees

J. Michael Cook *

Ralph F. Cox *

Phyllis Burke Davis *

Robert M. Gates *

Abigail P. Johnson

Edward C. Johnson 3d

Donald J. Kirk *

Marie L. Knowles *

Ned C. Lautenbach *

Peter S. Lynch

Marvin L. Mann *

William O. McCoy *

William S. Stavropoulos*

Advisory Board

Robert C. Pozen

* Independent trustees

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder Servicing Agent

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Custodian

Brown Brothers Harriman & Co.
Boston, MA

VIPGRWT-SANN-0801 141402
1.705692.103

Fidelity® Variable Insurance Products:

High Income Portfolio

Semiannual Report

June 30, 2001

(2_fidelity_logos)(registered trademark)

Contents

Market Environment

3

A review of what happened in world markets during the past six months.

Performance and Investment Summary

4

How the fund has done over time, and an overview of the fund's investments at the end of the period.

Fund Talk

7

The manager's review of fund performance, strategy,
and outlook.

Investments

8

A complete list of the fund's investments with their
market values.

Financial Statements

17

Statements of assets and liabilities, operations, and
changes in net assets, as well as financial highlights.

Notes

21

Notes to the financial statements.

Proxy Voting Results

24

Fidelity Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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

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

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

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

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

The views expressed in this report reflect those of the fund's portfolio manager only through the end of the period of the report as stated on the cover 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.

Semiannual Report

Market Environment

There's an expression in financial quarters that says, "When the United States sneezes, the world catches cold." That would seem to be a pretty fair statement judging by the performance of the global economy during the six-month period ending June 30, 2001. Considering that more than a third of all goods sold in the U.S. are imports - compared to 20% a decade ago - the sharp deceleration of the domestic economy had far-reaching ramifications. Asia, the Pacific Rim, Europe and many other parts of the world - particularly technology exporters - were negatively affected by slowing U.S. demand. Higher energy costs also put a damper on global economic growth through the first half of 2001. The news was better in the second quarter of the year, at least for U.S. stocks. The second quarter gains of U.S. equity stock funds were the biggest since the fourth quarter of 1999, according to Lipper Inc.

U.S. Stock Markets

Despite extreme volatility during the first half of 2001, opportunities for strong returns were still abundant for equity investors. In short, big was anything but better during the first half of the year. Small- and mid-cap value stocks were the top performers, while large-cap growth fell from favor. The technology and telecommunications industries were the primary victims of this fallout. The "irrational exuberance" - a phrase coined by Federal Reserve Board chairman Alan Greenspan a few years ago to describe the extraordinary run-up in these new economy stocks - quickly evaporated as economic growth slowed and earnings disappointments piled up. In response, investors turned to the long-neglected value arena, where many companies demonstrated real earnings growth and reasonable valuations. A look at the numbers reveals the performance discrepancy between the large-cap growth and mid- to small-cap value styles: For the six-month period ending June 30, 2001, the Russell 2000® Value Index - a measure of small-cap value stock performance - gained 12.72%. Its large-cap growth counterpart, the Russell 1000® Growth Index, declined 14.24%. Other growth-oriented indexes demonstrated a similar shortfall. The large-cap weighted Standard & Poor's 500SM Index fell 6.70%, while the tech- and telecom-heavy NASDAQ Composite® Index lost 12.40%. The Dow Jones Industrial AverageSM, a blend of 30 blue-chip companies - 23 of which fall into the value category - finished the six-month period down 1.86%.

Foreign Stock Markets

The performance of international equity markets echoed that of their U.S. counterparts during the first half of 2001. Slowing economic growth led to a sell-off in the so-called TMT sectors - meaning technology, media and telecommunications. As a result, margin pressures and a decline in capital expenditures took a heavy toll on corporate earnings, causing the Morgan Stanley Capital InternationalSM Europe, Australasia and Far East (MSCI® EAFE®) Index to drop 14.45%. Europe accounted for much of the weakness. The global slowdown reduced export activity, and the European Central Bank's reluctance to cut interest rates due to inflation fears was greeted negatively by investors. Japan also suffered a sharp drop in exports, particularly in technology-related sectors. The Tokyo Stock Exchange Index (TOPIX), a benchmark of the Japanese stock market, fell 6.86%. On the other hand, South Korea posted one of the best performances, as the Korea Composite Stock Price Index (KOSPI) jumped 11.30% during the past six months thanks to renewed strength in semiconductor demand. Latin American stocks rebounded in the second quarter of 2001, helping the Morgan Stanley Capital International Emerging Markets Free - Latin America Index record a 6.16% gain for the first half of the year.

U.S. Bond Markets

Investment-grade bonds extended their recent dominance over most major stock indexes for the six-month period ending June 30, 2001. The Lehman Brothers Aggregate Bond Index - a popular measure of taxable-bond performance - returned 3.62% during this time frame. Treasuries relinquished market leadership to the spread sectors, particularly corporate bonds, which stormed out of the gates in 2001. Still, the Lehman Brothers Treasury Index returned 1.95%. Overwhelming evidence of deteriorating economic growth spurred the Federal Reserve Board to aggressively ease interest rates, with a total of six cuts during the first six months of 2001. This strong positive signal of support for the economy triggered one of the best months ever for corporate bonds in January. Further yield spread tightening in the spring ensured top billing for the Lehman Brothers Credit Bond Index, which returned 5.38%. Agencies benefited from reduced political risk surrounding government-sponsored enterprises, while a still-robust housing market aided discount mortgage securities. The Lehman Brothers U.S. Agency and Mortgage-Backed Securities indexes returned 3.06% and 3.78%, respectively. High-yield bonds also chipped in with a positive six-month return, despite a negative second quarter. Overall, the Merrill Lynch High Yield Master II Index gained 3.38% in the first half of 2001.

Foreign Bond Markets

In general, emerging-markets debt outperformed developed nation investment-grade government bonds during the past six months. The J.P. Morgan Emerging Markets Bond Index Global returned 5.82% in that time frame. Russia stood out among the index's top performers, helped by a continuation of economic reforms and several credit rating upgrades. Argentina was at the opposite end of the spectrum, plagued by its slumping economy and potential debt defaults. Meanwhile, international government bonds fell 6.78%, according to the Salomon Smith Barney Non-U.S. Dollar World Government Bond Index. European government bond performance was held back somewhat as the euro had a difficult time competing with the strong U.S. dollar.

Semiannual Report

Fidelity Variable Insurance Products: High Income Portfolio - Initial Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). If Fidelity had not reimbursed certain fund expenses, the past 10 years total return would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity® VIP: High Income -
Initial Class

-24.38%

-1.42%

7.09%

ML High Yield Master II

-0.92%

4.86%

9.15%

Variable Annuity High Current
Yield Funds Average

-4.96%

3.54%

7.97%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Merrill Lynch High Yield Master II Index - a market value-weighted index of all domestic and yankee high-yield bonds, including deferred interest bonds and payment-in-kind securities. Issues included in the index have maturities of one year or more and have a credit rating lower than BBB-/Baa3, but are not in default. To measure how the Initial Class' performance stacked up against its peers, you can compare it to the variable annuity high current yield funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 83 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

The fund includes high yielding, lower-rated securities which are subject to greater price volatility and may involve greater risk of default. The market for these securities may be less liquid.


Understanding Performance

How a fund did yesterday is no guarantee of
how it will do tomorrow. Bond prices, for example, generally move in the opposite direction of interest rates. In turn, the share price, return and yield of a fund that invests in bonds will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: High Income Portfolio - Initial Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $19,833 - a 98.33% increase on the initial investment. For comparison, look at how the Merrill Lynch High Yield Master II Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $23,999 - a 139.99% increase.

Investment Summary

Top Five Holdings as of June 30, 2001

(by issuer, excluding cash equivalents)

% of fund's
net assets

Nextel Communications, Inc.

3.9

EchoStar Communications Corp.

3.3

CSC Holdings, Inc.

2.6

Intermedia Communications, Inc.

2.0

Satelites Mexicanos Sa De Cv

1.7

13.5

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Telecommunications

20.3

Cable TV

11.3

Chemicals

5.8

Broadcasting

5.4

Electric Utilities

4.2

Effective with this report, industry classifications follow Merrill Lynch industry sector classifications. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Quality Diversification as of June 30, 2001

(Moody's Ratings)

% of fund's
investments

Aaa, Aa, A

0.0

Baa

3.2

Ba

14.5

B

44.0

Caa, Ca, C

17.4

Not Rated

1.6

Table excludes short-term investments. Where Moody's ratings are not available, we have used S&P ® ratings. Unrated debt securities that are equivalent to Ba and below at June 30, 2001 account for 1.6% of the fund's investments.

Semiannual Report

Fidelity Variable Insurance Products: High Income Portfolio - Service Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class shares took place on November 3, 1997. Performance for Service Class shares reflects an asset based distribution fee (12b-1 fee), and returns prior to November 3, 1997 are those of Initial Class and do not include the effects of Service Class' 12b-1 fee. Had Service Class' 12b-1 fee been reflected, returns prior to November 3, 1997 would have been lower. If Fidelity had not reimbursed certain fund expenses, the past 10 years total return would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: High Income -
Service Class

-24.44%

-1.50%

7.04%

ML High Yield Master II

-0.92%

4.86%

9.15%

Variable Annuity High Current
Yield Funds Average

-4.96%

3.54%

7.97%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Merrill Lynch High Yield Master II Index - a market value-weighted index of all domestic and yankee high-yield bonds, including deferred interest bonds and payment-in-kind securities. Issues included in the index have maturities of one year or more and have a credit rating lower than BBB-/Baa3, but are not in default. To measure how the Service Class' performance stacked up against its peers, you can compare it to the variable annuity high current yield funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 83 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

The fund includes high yielding, lower-rated securities which are subject to greater price volatility and may involve greater risk of default. The market for these securities may be less liquid.


Understanding Performance

How a fund did yesterday is no guarantee of
how it will do tomorrow. Bond prices, for example, generally move in the opposite direction of interest rates. In turn, the share price, return and yield of a fund that invests in bonds will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: High Income Portfolio - Service Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $19,746 - a 97.46% increase on the initial investment. For comparison, look at how the Merrill Lynch High Yield Master II Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $23,999 - a 139.99% increase.

Investment Summary

Top Five Holdings as of June 30, 2001

(by issuer, excluding cash equivalents)

% of fund's
net assets

Nextel Communications, Inc.

3.9

EchoStar Communications Corp.

3.3

CSC Holdings, Inc.

2.6

Intermedia Communications, Inc.

2.0

Satelites Mexicanos Sa De Cv

1.7

13.5

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Telecommunications

20.3

Cable TV

11.3

Chemicals

5.8

Broadcasting

5.4

Electric Utilities

4.2

Effective with this report, industry classifications follow Merrill Lynch industry sector classifications. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Quality Diversification as of June 30, 2001

(Moody's Ratings)

% of fund's
investments

Aaa, Aa, A

0.0

Baa

3.2

Ba

14.5

B

44.0

Caa, Ca, C

17.4

Not Rated

1.6

Table excludes short-term investments. Where Moody's ratings are not available, we have used S&P ratings. Unrated debt securities that are equivalent to Ba and below at June 30, 2001 account for 1.6% of the fund's investments.

Semiannual Report

Fidelity Variable Insurance Products: High Income Portfolio - Service Class 2

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflects an asset based distribution fee (12b-1 fee). Returns from November 3, 1997 to January 12, 2000 are those of Service Class which reflect a different 12b-1 fee. Service Class 2 returns prior to November 3, 1997 are those of Initial Class and do not include the effects of a 12b-1 fee. Had Service Class 2's 12b-1 fee been reflected, returns prior to January 12, 2000 would have been lower. If Fidelity had not reimbursed certain fund expenses, the past 10 years total return would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: High Income -
Service Class 2

-24.57%

-1.56%

7.01%

ML High Yield Master II

-0.92%

4.86%

9.15%

Variable Annuity High Current
Yield Funds Average

-4.96%

3.54%

7.97%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Merrill Lynch High Yield Master II Index - a market value-weighted index of all domestic and yankee high-yield bonds, including deferred interest bonds and payment-in-kind securities. Issues included in the index have maturities of one year or more and have a credit rating lower than BBB-/Baa3, but are not in default. To measure how the Service Class 2's performance stacked up against its peers, you can compare it to the variable annuity high current yield funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 83 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

This fund includes high yielding, lower rated securities which are subject to greater price volatility and may involve greater risk of default. The market for these securities may be less liquid.


Understanding Performance

How a fund did yesterday is no guarantee of
how it will do tomorrow. Bond prices, for example, generally move in the opposite direction of interest rates. In turn, the share price, return and yield of a fund that invests in bonds will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: High Income Portfolio - Service Class 2 on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $19,694 - a 96.94% increase on the initial investment. For comparison, look at how the Merrill Lynch High Yield Master II Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $23,999 - a 139.99% increase.

Investment Summary

Top Five Holdings as of June 30, 2001

(by issuer, excluding cash equivalents)

% of fund's
net assets

Nextel Communications, Inc.

3.9

EchoStar Communications Corp.

3.3

CSC Holdings, Inc.

2.6

Intermedia Communications, Inc.

2.0

Satelites Mexicanos Sa De Cv

1.7

13.5

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Telecommunications

20.3

Cable TV

11.3

Chemicals

5.8

Broadcasting

5.4

Electric Utilities

4.2

Effective with this report, industry classifications follow Merrill Lynch industry sector classifications. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Quality Diversification as of June 30, 2001

(Moody's Ratings)

% of fund's
investments

Aaa, Aa, A

0.0

Baa

3.2

Ba

14.5

B

44.0

Caa, Ca, C

17.4

Not Rated

1.6

Table excludes short-term investments. Where Moody's ratings are not available, we have used S&P ratings. Unrated debt securities that are equivalent to Ba and below at June 30, 2001 account for 1.6% of the fund's investments.

Semiannual Report

Fidelity Variable Insurance Products: High Income Portfolio

Fund Talk: The Manager's Overview

(Portfolio Manager photograph)

An interview with Barry Coffman, Portfolio Manager of High Income Portfolio

Q. How did the fund perform, Barry?

A. Not well at all. For the six-month period that ended June 30, 2001, the fund significantly lagged its competitors, as the variable annuity high current yield funds average tracked by Lipper Inc. returned 1.10%. The fund also lagged the 3.38% return of the Merrill Lynch High Yield Master II Index, which tracks the types of securities in which the fund invests. For the 12-month period that ended June 30, 2001, the results were similar. The fund's performance trailed the -4.96% return of the variable annuity high current yield funds average and the -0.92% return of the Merrill Lynch index.

Q. What caused the fund to underperform its peers and the Merrill Lynch index during the past six months?

A. The fund has been overweighted in the telecommunications sector for a number of years, and during the past year this has proven to be a very poor decision. Capital dried up and many management teams were not equipped to deal with a rapidly changing competitive environment. These factors and others led to a number of telecommunications company bankruptcies and negatively affected the securities of virtually every issuer in this sector. I pared back the fund's telecom holdings, but it continued to be the largest sector weighting in the fund. In particular, the fund was hurt the most by its holdings in competitive local exchange carriers Winstar, which filed for bankruptcy, and XO Communications (formerly known as NEXTLINK). The fund's largest holding, leading national mobile wireless provider Nextel Communications, also performed poorly when it missed its first quarter numbers due to the economic slowdown, which is affecting its business-oriented customer base. The fund's holdings in international cable companies NTL and UnitedGlobalCom's subsidiaries United Pan Europe and United International Holdings Australia/Pacific - also detracted from performance. These companies had taken on significant debt to build out advanced video and broadband networks and will need additional capital in the next 24 months, creating skepticism in this negative market environment.

Q. Despite all the gloom that hovered over the telecom sector, other parts of the high-yield market perked up a bit during the period. What factors drove that turnaround?

A. The Federal Reserve Board's surprise interest-rate cut on January 3 got things off to a good start. That cut - plus the five that followed later in the period - fueled optimism that the Fed would go to great lengths to help the U.S. economy avert a recession. Furthermore, many types of investors came off the sidelines and poured money into high-yield investments, helping to provide a better overall tone to the market. That was in stark contrast to 2000, when investors yanked money out of high-yield bonds. High-yield mutual funds received growing amounts of net new cash from investors, while pension funds - lured by attractive yields - allocated more money to the market. That said, the increase in demand was more than met by increased supply. New issuance in the first half of 2001 was greater than all of 2000, and this does not include the increase in supply from downgrades of former investment-grade companies such as Xerox and Lucent.

Q. What holdings performed well?

A. The fund's holdings in telecommunications company Intermedia benefited as a result of its impending acquisition by WorldCom. Other positive contributors included Allied Waste, Millicom and AFC Enterprises. In addition, many of the fund's holdings in stocks issued by high-yield companies - including EchoStar, Polymer Group, Fairchild Semiconductors, LNR Property Corp., Six Flags and DaVita - were winners as well.

Q. What changes did you make during the past six months?

A. For starters, I upgraded the fund's overall credit quality by roughly doubling the fund's stake in BB-rated bonds. In terms of specific investments, I emphasized electric power producers AES and CMS, which I felt could benefit from rising electricity rates and the growing need for additional generation capacity. To take advantage of a potential economic rebound, I added more cyclical, higher-quality companies that were trading at depressed prices, such as Phelps Dodge and Navistar.

Q. What's ahead for the high-yield market, and what are your plans for the portfolio?

A. I'm fairly optimistic about the prospects for the high-yield market. The economy appears to be at or near a bottom and spreads are still relatively wide by historical standards. We have been through a very rough period but there still are many healthy high-yield companies with manageable balance sheets that are doing well in this environment. As for the fund, I plan to continue to further diversify its holdings and improve the overall credit quality, while positioning the fund to benefit from an eventual rebound in the economy.

The views expressed in this report reflect those of the portfolio manager only through the end of the period of the report as stated on the cover. The manager's views are subject to change at any time based on market or other conditions. For more information, see page 2.


Fund Facts

Goal: high current income by investing primarily in all types of income-producing debt securities with an emphasis on lower-quality securities

Start date: September 19, 1985

Size: as of June 30, 2001, more than $1.5 billion

Manager: Barry Coffman, since 1990; joined Fidelity in 1986

Semiannual Report

Fidelity Variable Insurance Products: High Income Portfolio

Investments June 30, 2001

(Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 74.4%

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Convertible Bonds - 3.5%

Broadcasting - 2.0%

EchoStar Communications Corp. 4.875% 1/1/07 (f)

Caa2

$ 32,665,000

$ 31,440,060

Healthcare - 1.4%

Renal Treatment Centers, Inc. 5.625% 7/15/06

B2

5,000,000

5,087,500

Total Renal Care Holdings:

7% 5/15/09 (f)

B3

5,370,000

5,088,075

7% 5/15/09

B2

11,120,000

10,536,200

20,711,775

Telecommunications - 0.1%

Covad Communications Group, Inc. 6% 9/15/05 (f)

Caa3

9,000,000

1,215,000

TOTAL CONVERTIBLE BONDS

53,366,835

Nonconvertible Bonds - 70.9%

Air Transportation - 0.6%

Air Canada
10.25% 3/15/11

B1

5,000,000

4,600,000

Northwest Airlines, Inc. 8.875% 6/1/06

Ba2

5,000,000

4,875,000

9,475,000

Auto Parts Distribution - 0.4%

Accuride Corp.
9.25% 2/1/08

B2

10,230,000

6,649,500

Automotive - 1.0%

Hayes Lemmerz International, Inc. 11.875% 6/15/06 (f)

B2

2,280,000

2,240,100

Navistar International Corp. 7% 2/1/03

Ba1

5,000,000

4,850,000

9.375% 6/1/06 (f)

Ba1

7,000,000

7,105,000

Venture Holdings Trust
9.5% 7/1/05

B2

500,000

380,000

14,575,100

Broadcasting - 1.8%

CD Radio, Inc.:

0% 12/1/07 (d)

Caa1

8,500,000

2,890,000

14.5% 5/15/09

Caa1

6,000,000

3,060,000

Echostar Broadband Corp. 10.375% 10/1/07

B1

10,000,000

9,950,000

EchoStar DBS Corp.
9.375% 2/1/09

B1

10,000,000

9,850,000

Radio One, Inc.
8.875% 7/1/11 (f)

B3

2,115,000

2,115,000

27,865,000

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Cable TV - 8.5%

Adelphia
Communications Corp.:

9.875% 3/1/07

B2

$ 3,540,000

$ 3,495,750

10.5% 7/15/04

B2

2,000,000

2,020,000

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

8.625% 4/1/09

B2

3,000,000

2,827,500

10% 5/15/11 (f)

B2

7,000,000

7,070,000

11.125% 1/15/11

B2

5,000,000

5,200,000

Diamond Cable Communications PLC yankee:

0% 2/15/07 (d)

B2

19,341,000

10,830,960

11.75% 12/15/05

B2

9,875,000

6,616,250

FrontierVision Holdings LP/FrontierVision Holdings Capital Corp.
0% 9/15/07 (d)

B2

210,000

214,725

International Cabletel, Inc. 11.5% 2/1/06

B2

20,000,000

13,500,000

Mediacom LLC/Mediacom Capital Corp.
9.5% 1/15/13 (f)

B2

7,000,000

6,702,500

NTL Communications Corp. 11.5% 10/1/08

B3

10,000,000

6,600,000

NTL, Inc. 0% 4/1/08 (d)

B3

22,375,000

10,292,500

Olympus Communications LP/Olympus Capital Corp. 10.625% 11/15/06

B2

5,245,000

5,297,450

Pegasus
Communications Corp.:

9.625% 10/15/05

B3

3,655,000

3,252,950

9.75% 12/1/06

B3

1,190,000

1,059,100

Pegasus Satellite Communication, Inc.:

0% 3/1/07 (d)

Caa1

19,665,000

11,405,700

12.375% 8/1/06

B3

1,410,000

1,290,150

Telewest PLC yankee
11% 10/1/07

B2

10,252,000

8,509,160

UIH Australia/Pacific, Inc.:

14% 5/15/06

Caa2

40,240,000

12,072,000

14% 5/15/06

Caa2

5,620,000

1,686,000

United Pan-Europe Communications NV yankee:

10.875% 8/1/09

Caa1

16,408,000

5,742,800

11.25% 2/1/10

B2

6,005,000

2,221,850

11.5% 2/1/10

B2

6,210,000

2,297,700

130,205,045

Capital Goods - 1.2%

Stewart Enterprises, Inc. 10.75% 7/1/08 (f)

B2

7,520,000

7,745,600

Corporate Bonds - continued

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Nonconvertible Bonds - continued

Capital Goods - continued

Telecommunications Techniques Co. LLC 9.75% 5/15/08

B3

$ 4,705,000

$ 3,905,150

Terex Corp.:

8.875% 4/1/08

B2

2,000,000

1,920,000

10.375% 4/1/11 (f)

B2

4,360,000

4,403,600

17,974,350

Chemicals - 5.3%

Acetex Corp. yankee
9.75% 10/1/03

B3

4,500,000

4,410,000

Applied Extrusion Technologies, Inc.
10.75% 7/1/11 (f)

B2

3,160,000

3,175,800

Avecia Group PLC yankee 11% 7/1/09

B2

12,080,000

12,019,600

Geo Specialty Chemicals, Inc. 10.125% 8/1/08

B3

4,465,000

4,286,400

Huntsman Corp.:

9.5% 7/1/07 (f)

Caa1

28,195,000

17,480,900

9.5% 7/1/07 (f)

Caa1

8,585,000

5,322,700

Huntsman ICI Chemicals LLC 10.125% 7/1/09

B2

7,200,000

7,128,000

IMC Global, Inc.
11.25% 6/1/11 (f)

Ba1

5,000,000

4,975,000

Lyondell Chemical Co. 9.875% 5/1/07

Ba3

10,420,000

10,420,000

PMD Group, Inc.
11% 2/28/11 (f)

B3

2,100,000

2,131,500

Polymer Group, Inc.:

8.75% 3/1/08

B3

13,940,000

5,157,800

9% 7/1/07

B3

11,710,000

4,332,700

80,840,400

Conglomerates - 0.1%

USI American Holdings, Inc. 7.25% 12/1/06

Ba2

2,000,000

1,320,000

Consumer Products - 1.2%

AKI Holding Corp.
0% 7/1/09 (d)

Caa1

9,120,000

4,651,200

American Greetings Corp. 11.75% 7/15/08 (f)

Ba3

8,000,000

7,740,000

Hasbro, Inc.
7.95% 3/15/03

Ba3

7,000,000

6,755,000

19,146,200

Department Stores - 0.6%

Kmart Corp.
8.375% 12/1/04

Baa3

5,000,000

4,900,000

Saks, Inc. 7.25% 12/1/04

Ba1

5,000,000

4,750,000

9,650,000

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Diversified Financial Services - 1.1%

BRL Universal Equipment 2001 A LP/BRL Universal Equipment Corp.
8.875% 2/15/08

Ba3

$ 4,620,000

$ 4,712,400

Delta Financial Corp.
9.5% 8/1/04

Caa2

1,350,000

553,500

Mediacom Broadband LLC/Mediacom Broadband Corp. 11% 7/15/13 (f)

B2

10,000,000

10,200,000

Millennium America, Inc. 9.25% 6/15/08 (f)

Ba1

1,750,000

1,763,125

17,229,025

Diversified Media - 0.7%

Fox Family Worldwide, Inc. 0% 11/1/07 (d)

B1

8,000,000

7,080,000

Nextmedia Operating, Inc. 10.75% 7/1/11

B3

3,580,000

3,580,000

10,660,000

Drug Stores - 1.3%

Rite Aid Corp.:

7.125% 1/15/07

Caa2

4,990,000

4,141,700

7.625% 4/15/05

Caa2

15,060,000

13,102,200

11.25% 7/1/08 (f)

Caa2

2,970,000

2,992,275

20,236,175

Electric Utilities - 4.2%

AES Corp.
9.375% 9/15/10

Ba1

14,770,000

14,770,000

CMS Energy Corp.:

8.5% 4/15/11

Ba3

7,000,000

6,877,500

9.875% 10/15/07

Ba3

10,000,000

10,400,000

Edison Mission Energy 9.875% 4/15/11

Baa3

2,000,000

1,860,000

Pacific Gas & Electric Co.:

6.25% 8/1/03

B3

3,625,000

3,262,500

6.25% 3/1/04

B3

2,875,000

2,501,250

7.875% 3/1/02

B3

8,670,000

7,889,700

8.375% 5/1/25

B3

1,390,000

1,237,100

PG&E National
Energy Group, Inc.
10.375% 5/16/11 (f)

Baa2

15,000,000

15,000,000

63,798,050

Energy - 3.3%

Canadian Forest Oil Ltd. yankee 8.75% 9/15/07

B1

4,420,000

4,508,400

Chesapeake Energy Corp.:

7.875% 3/15/04

B2

5,336,000

5,229,280

8.125% 4/1/11 (f)

B2

7,970,000

7,451,950

Cross Timbers Oil Co. 9.25% 4/1/07

B1

5,225,000

5,381,750

DI Industries, Inc.
8.875% 7/1/07

B1

7,000,000

6,930,000

Nuevo Energy Co.
9.375% 10/1/10

B1

5,000,000

4,950,000

Corporate Bonds - continued

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Nonconvertible Bonds - continued

Energy - continued

Plains Resources, Inc.:

10.25% 3/15/06

B2

$ 5,860,000

$ 6,035,800

10.25% 3/15/06

B2

4,585,000

4,722,550

10.25% 3/15/06

B2

3,020,000

3,133,250

SESI LLC
8.875% 5/15/11 (f)

B1

2,710,000

2,682,900

51,025,880

Entertainment/Film - 0.9%

AMC Entertainment, Inc.:

9.5% 3/15/09

Caa3

4,915,000

4,423,500

9.5% 2/1/11

Caa3

5,115,000

4,552,350

Cinemark USA, Inc.:

8.5% 8/1/08

Caa2

5,000,000

4,075,000

9.625% 8/1/08

Caa2

1,730,000

1,487,800

14,538,650

Food/Beverage/Tobacco - 0.1%

Del Monte Corp.
9.25% 5/15/11 (f)

B3

1,955,000

1,974,550

Gaming - 2.5%

Hollywood Casino Corp. 11.25% 5/1/07

B3

8,120,000

8,465,100

Horseshoe Gaming LLC 8.625% 5/15/09

B2

7,000,000

7,035,000

MGM Mirage, Inc.:

8.375% 2/1/11

Ba2

7,000,000

7,070,000

9.75% 6/1/07

Ba2

5,000,000

5,337,500

Park Place Entertainment Corp.
8.125% 5/15/11 (f)

Ba2

10,000,000

9,925,000

37,832,600

Healthcare - 2.0%

DaVita, Inc.
9.25% 4/15/11 (f)

B2

8,050,000

8,251,250

Iasis Healthcare Corp.
13% 10/15/09

B3

1,000,000

1,060,000

Mariner Post-Acute Network, Inc.
9.5% 11/1/07 (c)

C

11,630,000

1,163

Meditrust Exercisable Put Options Securities Trust 7.114% 8/15/04 (f)

Ba3

13,000,000

12,090,000

Service Corp.
International (SCI):

6% 12/15/05

B1

3,000,000

2,550,000

7.2% 6/1/06

B1

1,000,000

860,000

Triad Hospitals, Inc.
8.75% 5/1/09 (f)

B1

5,460,000

5,582,850

30,395,263

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Homebuilding/Real Estate - 2.0%

LNR Property Corp.:

9.375% 3/15/08

B1

$ 6,090,000

$ 5,876,850

10.5% 1/15/09

B1

10,000,000

10,000,000

Ryland Group, Inc.
9.125% 6/15/11

B1

5,000,000

4,950,000

WCI Communities, Inc. 10.625% 2/15/11 (f)

B1

10,000,000

10,425,000

31,251,850

Hotels - 1.3%

HMH Properties, Inc. 7.875% 8/1/05

Ba2

2,965,000

2,890,875

Host Marriott LP
8.375% 2/15/06

Ba2

8,200,000

8,036,000

KSL Recreation Group, Inc. 10.25% 5/1/07

B2

5,000,000

5,050,000

La Quinta Inns, Inc.
7.25% 3/15/04

Ba3

4,440,000

4,151,400

20,128,275

Insurance - 0.7%

Conseco, Inc.
8.75% 2/9/04

B1

10,910,000

10,309,950

Leisure - 1.1%

Intrawest Corp. yankee 10.5% 2/1/10

B1

6,000,000

6,120,000

Premier Parks, Inc.
9.25% 4/1/06

B3

10,000,000

10,000,000

16,120,000

Metals/Mining - 3.2%

Better Minerals & Aggregates Co.
13% 9/15/09

B3

4,875,000

4,241,250

Century Aluminum Co. 11.75% 4/15/08 (f)

Ba3

7,435,000

7,806,750

International Utility Structures, Inc. yankee 10.75% 2/1/08

Caa1

9,200,000

4,600,000

Oxford Automotive, Inc. 10.125% 6/15/07

Caa1

4,995,000

3,046,950

P&L Coal Holdings Corp. 9.625% 5/15/08

B2

14,509,000

15,234,450

Phelps Dodge Corp.
8.75% 6/1/11

Baa2

14,725,000

14,526,213

49,455,613

Miscellaneous - 0.2%

Pinnacle Holdings, Inc.
0% 3/15/08 (d)

B3

7,000,000

3,570,000

Paper - 3.2%

Doman Industries Ltd. yankee 8.75% 3/15/04

Caa1

2,000,000

1,180,000

Gaylord Container Corp.:

9.375% 6/15/07

Caa1

14,080,000

8,870,400

9.75% 6/15/07

Caa1

7,285,000

4,589,550

Packaging Corp. of America 9.625% 4/1/09

B1

15,000,000

15,900,000

Corporate Bonds - continued

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Nonconvertible Bonds - continued

Paper - continued

Potlatch Corp.
10% 7/15/11 (f)

Ba1

$ 7,000,000

$ 7,052,500

Stone Container Corp.:

9.75% 2/1/11 (f)

B2

9,775,000

9,970,500

12.58% 8/1/16 (g)

B2

1,150,000

1,201,750

Tembec Industries, Inc. yankee 8.625% 6/30/09

Ba1

1,000,000

1,015,000

49,779,700

Publishing/Printing - 1.7%

American Color Graphics, Inc. 12.75% 8/1/05

Caa1

21,340,000

20,913,200

CanWest Media, Inc. 10.625% 5/15/11 (f)

B2

5,620,000

5,690,250

26,603,450

Restaurants - 1.2%

AFC Enterprises, Inc. 10.25% 5/15/07

B2

8,000,000

8,320,000

Tricon Global Restaurants, Inc. 8.875% 4/15/11

Ba1

10,000,000

10,200,000

18,520,000

Services - 0.4%

AP Holdings, Inc.
0% 3/15/08 (d)

Ca

2,470,000

172,900

Iron Mountain, Inc.
8.625% 4/1/13

B2

5,130,000

5,130,000

5,302,900

Shipping - 0.3%

Teekay Shipping Corp. 8.875% 7/15/11 (f)

Ba2

4,980,000

5,054,700

Specialty Retailing - 0.6%

Kmart Corp.
9.875% 6/15/08 (f)

Baa3

5,000,000

4,912,500

Office Depot, Inc.
10% 7/15/08 (f)

Ba1

5,000,000

4,937,950

9,850,450

Steels - 0.2%

WCI Steel, Inc.
10% 12/1/04

B3

3,750,000

2,662,500

Supermarkets - 0.3%

Great Atlantic & Pacific Tea, Inc. 7.7% 1/15/04

B2

5,000,000

4,500,000

Jitney-Jungle Stores of America, Inc.
12% 3/1/06 (c)

-

2,590,000

19,425

4,519,425

Technology - 2.0%

Alliant Techsystems, Inc. 8.5% 5/15/11 (f)

B2

6,455,000

6,519,550

ChipPAC International Ltd. 12.75% 8/1/09

B3

7,000,000

6,755,000

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Fairchild Semiconductor Corp. 10.375% 10/1/07

B2

$ 1,000,000

$ 960,000

Micron Technology, Inc. 6.5% 9/30/05 (h)

B3

10,000,000

8,600,000

Rhythms
NetConnections, Inc.:

0% 5/15/08 (d)

Ca

20,810,000

624,300

12.75% 4/15/09

Ca

8,475,000

762,750

14% 2/15/10

Ca

6,340,000

317,000

Spectrasite Holdings, Inc. 12.5% 11/15/10

B3

420,000

399,000

Xerox Capital (Europe) PLC 5.75% 5/15/02

Ba1

3,420,000

3,180,600

Xerox Credit Corp.
6.1% 12/16/03

Ba1

3,490,000

2,722,200

30,840,400

Telecommunications - 15.4%

AirGate PCS, Inc.
0% 10/1/09 (d)

Caa1

12,900,000

7,417,500

Allegiance Telecom, Inc.
0% 2/15/08 (d)

B3

6,000,000

3,360,000

American Mobile Satellite Corp. 12.25% 4/1/08

-

9,750,000

2,145,000

American Tower Corp. 9.375% 2/1/09 (f)

B3

4,000,000

3,740,000

Asia Global Crossing Ltd. 13.375% 10/15/10

B2

10,000,000

7,700,000

AXXENT, Inc.
15% 12/30/04 (h)

-

17,227,552

2,584,133

Concentric Network Corp. 12.75% 12/15/07

B

12,760,000

4,083,200

Covad Communications Group, Inc.:

12% 2/15/10

Caa3

17,000,000

2,380,000

12.5% 2/15/09

Caa3

7,684,000

1,229,440

Crown Castle International Corp. 10.75% 8/1/11

B3

5,000,000

4,850,000

Dobson Communications Corp. 10.875% 7/1/10

B3

10,000,000

10,000,000

FirstWorld Communications, Inc. 0% 4/15/08 (d)

-

31,865,000

1,593,250

Focal Communications Corp. 11.875% 1/15/10

B3

20,000,000

6,000,000

Globix Corp.
12.5% 2/1/10

B-

38,020,000

11,025,800

Hyperion Telecommunications, Inc. 13% 4/15/03

B3

4,480,000

3,360,000

Intermedia
Communications, Inc.:

0% 7/15/07 (d)

B2

9,235,000

8,149,888

8.6% 6/1/08

B2

4,800,000

4,680,000

Intrawest Corp. yankee 9.75% 8/15/08

B1

3,225,000

3,192,750

KMC Telecom Holdings, Inc.:

0% 2/15/08 (d)

Caa2

19,640,000

1,374,800

Corporate Bonds - continued

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Nonconvertible Bonds - continued

Telecommunications - continued

KMC Telecom Holdings, Inc.: - continued

13.5% 5/15/09

Caa2

$ 22,500,000

$ 3,825,000

Loral Space & Communications Ltd.
9.5% 1/15/06

B3

3,000,000

2,250,000

McCaw International Ltd.
0% 4/15/07 (d)

Caa1

33,735,000

9,445,800

McLeodUSA, Inc.:

9.25% 7/15/07

B1

360,000

212,400

11.375% 1/1/09

B1

5,240,000

3,301,200

Metrocall, Inc.:

9.75% 11/1/07 (c)

Caa3

8,100,000

405,000

10.375% 10/1/07 (c)

Caa3

13,555,000

677,750

11% 9/15/08 (c)

Caa3

2,280,000

114,000

Microcell Telecommunications, Inc. yankee 0% 6/1/06 (d)

B3

7,205,000

5,187,600

Millicom International Cellular SA yankee
13.5% 6/1/06

Caa1

29,000,000

25,230,000

Nextel
Communications, Inc.:

9.375% 11/15/09

B1

14,610,000

10,957,500

12% 11/1/08

B1

2,495,000

2,195,600

Nextel International, Inc.:

0% 4/15/08 (d)

Caa1

21,475,000

4,939,250

12.75% 8/1/10

Caa1

14,525,000

4,502,750

NEXTLINK
Communications, Inc.:

0% 6/1/09 (d)

B2

695,000

118,150

0% 12/1/09 (d)

B2

20,070,000

3,211,200

9% 3/15/08

B2

20,779,000

5,402,540

10.75% 11/15/08

B3

13,250,000

4,240,000

Orbital Imaging Corp.:

11.625% 3/1/05 (c)

-

7,110,000

639,900

11.625% 3/1/05 (c)

-

3,680,000

331,200

PageMart Nationwide, Inc. 15% 2/1/05

Caa2

33,040,000

7,268,800

Pathnet, Inc.
12.25% 4/15/08 (c)

-

20,255,000

1,417,850

ProNet, Inc.
11.875% 6/15/05 (c)

Caa3

1,180,000

82,600

Satelites Mexicanos SA
de CV:

8.21% 6/30/04 (f)(g)

B1

12,569,000

11,563,480

yankee 10.125% 11/1/04

B3

20,460,000

13,708,200

Spectrasite Holdings, Inc.:

0% 4/15/09 (d)

B3

11,000,000

5,060,000

10.75% 3/15/10

B3

7,885,000

6,702,250

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

TeleCorp PCS, Inc.
0% 4/15/09 (d)

B3

$ 3,000,000

$ 1,860,000

US Unwired, Inc.
0% 11/1/09 (d)

Caa1

15,033,000

7,366,170

VoiceStream Wireless Corp. 10.375% 11/15/09

Baa1

5,540,000

6,315,600

237,397,551

Textiles & Apparel - 0.3%

Foamex LP 13.5% 8/15/05

Caa2

5,000,000

3,750,000

WestPoint Stevens, Inc. 7.875% 6/15/08

Ca

2,000,000

740,000

4,490,000

TOTAL NONCONVERTIBLE BONDS

1,091,247,552

TOTAL CORPORATE BONDS

(Cost $1,480,242,753)

1,144,614,387

Asset-Backed Securities - 0.0%

Airplanes pass thru trust 10.875% 3/15/19
(Cost $1,489,903)

Ba2

1,372,903

782,555

Commercial Mortgage Securities - 1.6%

Commercial Mortgage Asset Trust Series 1999-C1 Class F,
6.25% 11/17/13 (f)

Ba1

4,750,000

3,300,508

LB Multifamily Mortgage Trust Series 1991-4
Class A1,
7.0187% 4/25/21 (g)

Caa1

2,084,310

1,865,457

Meritor Mortgage Security Corp. Series 1987-1
Class B, 9.4% 2/1/10 (f)

-

1,350,000

109,215

Mortgage Capital Funding, Inc. Series 1998-MC3 Class F,
7.3172% 11/18/31 (f)(g)

Ba1

4,500,000

3,752,719

Nationslink Funding Corp. Series 1998-2 Class F, 7.105% 8/20/30

BB

4,500,000

3,606,328

Nomura Asset Securities Corp. Series 1998-D6 Class B1, 6% 3/15/30

BB+

2,553,000

1,777,127

Nomura Depositor Trust:

floater Series 1998-ST1A Class B2,
8.6225% 1/15/03 (f)(g)

-

2,200,000

2,082,560

Series 1998-ST1A
Class B1A,
6.8725% 1/15/03 (f)(g)

-

4,000,000

3,825,632

Commercial Mortgage Securities - continued

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Structured Asset
Securities Corp.:

Series 1994-C1 Class F, 6.87% 8/25/26

BB+

$ 2,600,000

$ 2,260,070

Series 1995-C1 Class F, 7.375% 9/25/24 (f)

-

2,000,000

1,741,797

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $23,941,432)

24,321,413

Common Stocks - 5.9%

Shares

Automotive - 0.0%

Insilco Corp. warrants 8/15/07 (a)

7,380

7

Broadcasting - 1.5%

EchoStar Communications Corp.
Class A (a)

625,200

19,612,524

Pegasus Communications Corp. (a)

213,400

3,676,882

23,289,406

Cable TV - 0.0%

CS Wireless Systems, Inc. (a)(f)

1,024

10

UIH Australia/Pacific, Inc.
warrants 5/15/06 (a)

26,805

6,701

6,711

Capital Goods - 0.1%

Tokheim Corp. (a)(e)

182,235

1,649,227

Chemicals - 0.5%

Lyondell Chemical Co.

100,000

1,538,000

Polymer Group, Inc. (e)

3,004,860

6,790,984

Sterling Chemicals Holdings, Inc. warrants 8/15/08 (a)

340

3

8,328,987

Diversified Financial Services - 0.0%

Delta Financial Corp. warrants 12/21/10 (a)

14,310

143

ECM Corp. LP (f)

3,000

258,750

258,893

Energy - 0.8%

Grey Wolf, Inc. (a)

490,000

1,960,000

Plains Resources, Inc. (a)

430,700

10,336,800

12,296,800

Healthcare - 0.5%

DaVita, Inc. (a)

361,900

7,357,427

Wright Medical Technology, Inc.
warrants 6/30/03 (a)

3,212

32

7,357,459

Homebuilding/Real Estate - 0.5%

LNR Property Corp.

214,700

7,514,500

Swerdlow Real Estate Group, Inc.:

Class A (h)

79,800

1

Class B (h)

19,817

0

7,514,501

Shares

Value (Note 1)

Hotels - 0.0%

Moa Hospitality, Inc. (a)

3,000

$ 15,000

Leisure - 0.4%

Six Flags, Inc. (a)

250,000

5,260,000

Metals/Mining - 0.0%

International Utility Structures, Inc. warrants 2/1/03 (a)

2,500

0

Paper - 0.6%

Packaging Corp. of America (a)

591,600

9,187,548

Specialty Retailing - 0.1%

Mothers Work, Inc. (a)(e)

284,100

2,096,658

Mothers Work, Inc. (a)(h)

2,952

21,786

2,118,444

Supermarkets - 0.5%

Pathmark Stores, Inc. (a)

298,657

7,108,037

Technology - 0.3%

Fairchild Semiconductor International, Inc. Class A (a)

200,000

4,600,000

Telecommunications - 0.0%

AXXENT, Inc. Class B (a)

448,319

11,845

KMC Telecom Holdings, Inc.
warrants 4/15/08 (a)(f)

12,650

127

Loral Orion Network Systems, Inc.:

warrants 1/15/07 (CV ratio .47) (a)

45,930

22,965

warrants 1/15/07 (CV ratio .6) (a)

5,585

2,793

McCaw International Ltd.
warrants 4/16/07 (a)(f)

42,305

42,305

Pathnet, Inc. warrants 4/15/08 (a)(f)

20,255

10,128

90,163

Textiles & Apparel - 0.1%

Arena Brands Holdings Corp. Class B

48,889

1,222,225

TOTAL COMMON STOCKS

(Cost $93,988,701)

90,303,408

Nonconvertible Preferred Stocks - 9.5%

Broadcasting - 0.1%

Granite Broadcasting Corp.
$127.50 pay-in-kind

5,118

921,240

Cable TV - 2.6%

CSC Holdings, Inc.:

Series H, $11.75 pay-in-kind

198,461

21,185,712

Series M, $11.125 pay-in-kind

184,123

19,609,100

40,794,812

Diversified Financial Services - 0.6%

American Annuity Group Capital
Trust II $88.75

8,910

8,862,936

Healthcare - 0.3%

Fresenius Medical Care Capital
Trust II $7.875

5,000

4,964,530

Homebuilding/Real Estate - 0.7%

Swerdlow Real Estate Group, Inc.:

junior (h)

19,817

63,170

Nonconvertible Preferred Stocks - continued

Shares

Value (Note 1)

Homebuilding/Real Estate - continued

Swerdlow Real Estate Group, Inc.: - continued

mezzanine (h)

79,800

$ 1,039,804

senior (h)

79,800

9,499,254

10,602,228

Metals/Mining - 0.0%

International Utility Structures, Inc. $130.00 pay-in-kind (f)

3,644

728,800

Publishing/Printing - 0.4%

PRIMEDIA, Inc. Series H, $8.625

73,249

5,420,426

Technology - 0.0%

Ampex Corp. 8% non-cumulative

386

602,160

Telecommunications - 4.8%

Adelphia Business Solution, Inc. Series B, $128.75 pay-in-kind

3,391

779,930

Intermedia Communications, Inc.
Series B, $135.00 pay-in-kind

18,746

18,183,620

Nextel Communications, Inc.:

Series D, $130.00 pay-in-kind

35,150

21,090,000

Series E, $111.25 pay-in-kind

45,463

25,913,910

XO Communications, Inc.:

$7.00 pay-in-kind

1,099,216

4,396,864

Series B, $135.00 pay-in-kind

27,683

2,768,300

73,132,624

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $256,486,978)

146,029,756

Floating Rate Loans - 2.8%

Moody's Ratings
(unaudited) (b)

Principal
Amount

Automotive - 0.8%

Accuride Corp. Tranche
B term loan 7.3125% 1/23/06 (g)

-

$ 4,617,037

4,247,674

Tenneco Automotive, Inc.:

Tranche B term loan
8.09% 12/30/07 (g)

B2

4,391,667

3,776,833

Tranche C term loan
8.34% 6/30/08 (g)

B2

4,391,667

3,776,833

11,801,340

Cable TV - 0.2%

Charter Communication Operating LLC Tranche
B term loan
6.91% 3/18/08 (g)

Ba3

2,500,000

2,468,750

Capital Goods - 0.5%

Acterna LLC Tranche B term loan 6.96% 9/30/07 (g)

-

1,960,784

1,823,529

Moody's Ratings
(unaudited) (b)

Principal
Amount

Value
(Note 1)

Thermadyne
Manufacturing LLC:

Tranche B term loan
6.76% 5/22/05 (g)

B3

$ 3,985,881

$ 3,387,999

Tranche C term loan
7.01% 5/22/06 (g)

B3

3,985,881

3,387,999

8,599,527

Environmental - 1.1%

Allied Waste North America, Inc.:

Tranche B term loan 6.6644% 7/21/06 (g)

Ba3

7,693,564

7,635,862

Tranche C term loan 6.9399% 7/21/07 (g)

Ba3

9,232,279

9,163,037

16,798,899

Textiles & Apparel - 0.2%

Pillowtex Corp. Tranche
B term loan
7.4239% 1/31/02 (g)

Caa2

3,000,000

1,500,000

Synthetic Industries, Inc. term loan
17% 6/14/08 (g)

-

3,600,000

1,980,000

3,480,000

TOTAL FLOATING RATE LOANS

(Cost $44,280,397)

43,148,516

Cash Equivalents - 3.6%

Maturity
Amount

Investments in repurchase agreements (U.S. Treasury Obligations), in a joint trading account at:

3.75%, dated 6/29/01
due 7/2/01

$ 9,702,028

9,699,000

3.99%, dated 6/29/01
due 7/2/01

46,302,373

46,287,000

TOTAL CASH EQUIVALENTS

(Cost $55,986,000)

55,986,000

TOTAL INVESTMENT PORTFOLIO - 97.8%

(Cost $1,956,416,164)

1,505,186,035

NET OTHER ASSETS - 2.2%

34,140,900

NET ASSETS - 100%

$ 1,539,326,935

Legend

(a) Non-income producing

(b) S&P credit ratings are used in the absence of a rating by Moody's Investors Service, Inc.

(c) Non-income producing - issuer filed for protection under the Federal Bankruptcy Code or is in default of interest payment.

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

(e) Affiliated company

Transactions during the period with companies which are or were affiliates are as follows:

Affiliate

Purchase
Cost

Sales
Cost

Dividend
Income

Value

Mothers Work, Inc.

$ -

$ 208,056

$ -

$ 2,096,658

Polymer Group, Inc.

663,660

1,554,442

-

6,790,984

Tokheim Corp.

-

141,231

-

1,649,227

TOTALS

$ 663,660

$ 1,903,729

$ -

$ 10,536,869

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $287,390,466 or 18.7% of net assets.

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

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

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

AXXENT, Inc. 15% 12/30/04

12/31/97 - 12/31/00

$ 16,468,192

Micron Technology, Inc. 6.5% 9/30/05

3/3/99 - 10/7/99

$ 7,794,500

Mothers Work, Inc.

6/18/98

$ 26,172

Swerdlow Real Estate Group, Inc. Class A

1/15/99

$ 11,132

Swerdlow Real Estate Group, Inc. Class B

1/15/99

$ 2,760

Swerdlow Real Estate Group, Inc. junior

1/15/99

$ 2,760

Swerdlow Real Estate Group, Inc. mezzanine

1/15/99

$ 78,520

Swerdlow Real Estate Group, Inc. senior

1/15/99

$ 7,618,828

Other Information

The composition of long-term debt holdings as a percentage of total value of investments in securities, is as follows (ratings are unaudited):

Moody's Ratings

S&P Ratings

Aaa, Aa, A

0.0%

AAA, AA, A

0.0%

Baa

3.2%

BBB

3.4%

Ba

13.9%

BB

16.3%

B

43.0%

B

49.8%

Caa

17.2%

CCC

6.7%

Ca, C

0.2%

CC, C

0.0%

D

0.3%

The percentage not rated by Moody's or S&P amounted to 1.6%. FMR has determined that unrated debt securities that are lower quality account for 1.6% of the total value of investment in securities.

Purchases and sales of securities, other than short-term securities, aggregated $1,251,237,359 and $1,157,988,530.

The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of Fidelity Management & Research Company. The commissions paid to these affiliated firms were $6,174 for the period.

The fund invested in securities that are not registered under the Securities Act of 1933. At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $21,808,148 or 1.4% of net assets.

The fund invested in loans and loan participations, trade claims or other receivables. At period end the value of these investments amounted to $43,148,516 or 2.8% of net assets.

The fund participated in the interfund lending program as a borrower. The average daily loan balance during the period for which the loan was outstanding amounted to $16,393,833. The weighted average interest rate was 4.71%. Interest expense includes $12,892 paid under the interfund lending program.

The fund participated in the interfund lending program as a lender. The average daily loan balance during the period for which the loan was outstanding amounted to $9,712,000. The weighted average interest rate was 6.1%. Interest earned from the interfund lending program amounted to $1,647 and is included in interest income on the Statement of Operations. At period end there were no interfund loans outstanding.

The fund participated in the bank borrowing program. The average daily loan balance during the period for which the loan was outstanding amounted to $10,089,000. The weighted average interest rate was 5.79%. Interest expense includes $4,868 paid under the bank borrowing program. At period end there were no bank borrowings outstanding.

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

United States of America

89.3%

Canada

2.9

United Kingdom

2.7

Mexico

1.7

Luxembourg

1.6

Others (individually less than 1%)

1.8

100.0%

Income Tax Information

At June 30, 2001, the aggregate cost of investment securities for income tax purposes was $1,942,872,680. Net unrealized depreciation aggregated $437,686,645, of which $49,430,109 related to appreciated investment securities and $487,116,754 related to depreciated investment securities.

At December 31, 2000, the fund had a capital loss carryforward of approximately $456,970,000 of which $78,331,000 and $378,639,000 will expire on December 31, 2007 and 2008, respectively.

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

High Income Portfolio

Fidelity Variable Insurance Products: High Income Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2001 (Unaudited)

Assets

Investment in securities, at value (including repurchase
agreements of $55,986,000)
(cost $1,956,416,164) -
See accompanying schedule

$ 1,505,186,035

Cash

263

Receivable for investments sold

26,684,356

Receivable for fund shares sold

2,386,662

Dividends receivable

1,648,396

Interest receivable

38,750,057

Total assets

1,574,655,769

Liabilities

Payable for investments purchased

$ 33,850,938

Payable for fund shares redeemed

513,035

Accrued management fee

773,207

Distribution fees payable

22,444

Other payables and
accrued expenses

169,210

Total liabilities

35,328,834

Net Assets

$ 1,539,326,935

Net Assets consist of:

Paid in capital

$ 2,603,874,200

Undistributed net investment income

180,999,768

Accumulated undistributed net realized gain (loss) on investments

(794,316,758)

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

(451,230,275)

Net Assets

$ 1,539,326,935

Initial Class:
Net Asset Value, offering price
and redemption price per share
($1,295,104,466 ÷
192,029,983 shares)

$6.74

Service Class:
Net Asset Value, offering price
and redemption price per share
($233,574,539 ÷
34,732,341 shares)

$6.72

Service Class 2:
Net Asset Value, offering price
and redemption price per share
($10,647,930 ÷
1,588,896 shares)

$6.70

Statement of Operations

Six months ended June 30, 2001 (Unaudited)

Investment Income

Dividends

$ 12,162,490

Interest

105,825,941

Total income

117,988,431

Expenses

Management fee

$ 5,116,373

Transfer agent fees

579,025

Distribution fees

137,394

Accounting fees and expenses

253,711

Non-interested trustees' compensation

2,270

Custodian fees and expenses

28,857

Audit

23,032

Legal

5,166

Interest

17,760

Reports to shareholders

136,933

Total expenses before reductions

6,300,521

Expense reductions

(47,589)

6,252,932

Net investment income

111,735,499

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on investment securities (including realized loss of $1,298,471 on sales of investments in affiliated issuers)

(346,854,131)

Change in net unrealized appreciation (depreciation) on:

Investment securities

115,801,042

Assets and liabilities in
foreign currencies

(146)

115,800,896

Net gain (loss)

(231,053,235)

Net increase (decrease) in net assets resulting from operations

$ (119,317,736)

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

Semiannual Report

Fidelity Variable Insurance Products: High Income Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six months ended
June 30, 2001
(Unaudited)

Year ended
December 31,
2000

Operations
Net investment income

$ 111,735,499

$ 241,029,869

Net realized gain (loss)

(346,854,131)

(394,809,674)

Change in net unrealized appreciation (depreciation)

115,800,896

(345,968,584)

Net increase (decrease) in net assets resulting from operations

(119,317,736)

(499,748,389)

Distributions to shareholders from net investment income

(225,311,206)

(160,774,241)

Share transactions - net increase (decrease)

184,414,217

(151,517,210)

Total increase (decrease) in net assets

(160,214,725)

(812,039,840)

Net Assets

Beginning of period

1,699,541,660

2,511,581,500

End of period (including undistributed net investment income of $180,999,768 and $308,860,512, respectively)

$ 1,539,326,935

$ 1,699,541,660

Other Information:

Six months ended June 30, 2001
(Unaudited)

Year ended
December 31, 2000

Shares

Dollars

Shares

Dollars

Share transactions
Initial Class
Sold

78,854,242

$ 613,772,345

68,262,740

$ 656,033,666

Reinvested

24,517,471

193,933,192

13,813,362

144,073,366

Redeemed

(90,722,658)

(686,625,189)

(102,114,895)

(1,010,388,142)

Net increase (decrease)

12,649,055

$ 121,080,348

(20,038,793)

$ (210,281,110)

Service Class
Sold

15,954,749

$ 123,210,246

14,344,038

$ 139,520,383

Reinvested

3,882,761

30,634,983

1,603,673

16,694,232

Redeemed

(13,011,890)

(98,062,929)

(10,538,595)

(102,893,478)

Net increase (decrease)

6,825,620

$ 55,782,300

5,409,116

$ 53,321,137

Service Class 2 A
Sold

963,540

$ 7,185,865

583,490

$ 5,445,535

Reinvested

94,413

743,031

639

6,643

Redeemed

(52,079)

(377,327)

(1,107)

(9,415)

Net increase (decrease)

1,005,874

$ 7,551,569

583,022

$ 5,442,763

Distributions

From net investment income
Initial Class

$ 193,933,192

$ 144,073,366

Service Class

30,634,983

16,694,232

Service Class 2 A

743,031

6,643

Total

$ 225,311,206

$ 160,774,241

A Service Class 2 commenced sale of shares January 12, 2000.

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

High Income Portfolio

Financial Highlights - Initial Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997

1996

Net asset value, beginning of period

$ 8.180

$ 11.320

$ 11.530

$ 13.580

$ 12.520

$ 12.050

Income from Investment Operations

Net investment income

.475 D, G

1.123 D

1.095 D

1.111 D

1.124 D

.927

Net realized and unrealized gain (loss)

(.915) G

(3.513)

(.195)

(1.591)

.936

.643

Total from investment operations

(.440)

(2.390)

.900

(.480)

2.060

1.570

Less Distributions

From net investment income

(1.000)

(.750)

(1.075)

(.970)

(.890)

(.920)

From net realized gain

-

-

(.030)

(.600)

(.110)

(.180)

In excess of net realized gain

-

-

(.005)

-

-

-

Total distributions

(1.000)

(.750)

(1.110)

(1.570)

(1.000)

(1.100)

Net asset value, end of period

$ 6.740

$ 8.180

$ 11.320

$ 11.530

$ 13.580

$ 12.520

Total Return B

(7.19)%

(22.54)%

8.25%

(4.33)%

17.67%

14.03%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 1,295,104

$ 1,467,250

$ 2,257,610

$ 2,348,954

$ 2,329,516

$ 1,588,822

Ratio of expenses to average net assets

.70% A

.68%

.69%

.70%

.71%

.71%

Ratio of net investment income to average net assets

12.73% A, G

11.38%

9.80%

9.14%

8.88%

9.09%

Portfolio turnover rate

143% A

68%

82%

92%

118%

123%

Financial Highlights - Service Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997 E

Net asset value, beginning of period

$ 8.150

$ 11.290

$ 11.520

$ 13.570

$ 13.380

Income from Investment Operations

Net investment income D

.467 G

1.102

1.074

1.082

.203

Net realized and unrealized gain (loss)

(.907) G

(3.502)

(.194)

(1.562)

(.013)

Total from investment operations

(.440)

(2.400)

.880

(.480)

.190

Less Distributions

From net investment income

(.990)

(.740)

(1.075)

(.970)

-

From net realized gain

-

-

(.030)

(.600)

-

In excess of net realized gain

-

-

(.005)

-

-

Total distributions

(.990)

(.740)

(1.110)

(1.570)

-

Net asset value, end of period

$ 6.720

$ 8.150

$ 11.290

$ 11.520

$ 13.570

Total Return B, C

(7.20)%

(22.68)%

8.08%

(4.34)%

1.42%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 233,575

$ 227,549

$ 253,972

$ 129,587

$ 2,919

Ratio of expenses to average net assets

.80% A

.78%

.79%

.82%

.81% A

Ratio of expenses to average net assets after all expense reductions

.80% A

.78%

.79%

.82%

.80% A,F

Ratio of net investment income to average net assets

12.63% A, G

11.28%

9.69%

9.51%

10.75% A

Portfolio turnover rate

143% A

68%

82%

92%

118%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income per share has been calculated based on average shares outstanding during the period.

E For the period November 3, 1997 (commencement of sale of Service Class shares) to December 31, 1997.

F FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

G Effective January 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. The effect of this change during the period was to increase net investment income per share by $.058 for Initial Class and $.057 for Service Class and decrease net realized and unrealized gain (loss) per share by $.058 for Initial Class and $.057 for Service Class. Without this change the Ratio of net investment income to average net assets would have been 11.18% for Initial Class and 11.08% for Service Class. Per share, ratios and supplemental data for prior periods have not been restated to reflect this change in presentation.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended June 30, 2001

Year ended December 31,

Selected Per-Share Data

(Unaudited)

2000 E

Net asset value, beginning of period

$ 8.130

$ 11.140

Income from Investment Operations

Net investment income D

.445 G

.936

Net realized and unrealized gain (loss)

(.885) G

(3.206)

Total from investment operations

(.440)

(2.270)

Less Distributions

From net investment income

(.990)

(.740)

Net asset value, end of period

$ 6.700

$ 8.130

Total Return B, C

(7.22)%

(21.83)%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 10,648

$ 4,742

Ratio of expenses to average net assets

.98% A

1.01% A

Ratio of expenses to average net assets after all expense reductions

.97% A, F

1.01% A

Ratio of net investment income to average net assets

12.45% A, G

11.04% A

Portfolio turnover rate

143% A

68%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income per share has been calculated based on average shares outstanding during the period.

E For the period January 12, 2000 (commencement of sale of Service Class 2 shares) to December 31, 2000.

F FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

G Effective January 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. The effect of this change during the period was to increase net investment income per share by $.055 and decrease net realized and unrealized gain (loss) per share by $.055. Without this change the Ratio of net investment income to average net assets would have been 10.91%. Per share, ratios and supplemental data for prior periods have not been restated to reflect this change in presentation.

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

High Income Portfolio

Notes to Financial Statements

For the period ended June 30, 2001 (Unaudited)

1. Significant Accounting Policies.

High Income Portfolio (the fund) is a fund of Variable Insurance Products Fund (the trust) (referred to in this report as Fidelity Variable Insurance Products: High Income Portfolio) 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. Shares of the fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. 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 distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Each class calculates its net asset value per share as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Debt securities for which quotations are readily available are valued by a pricing service at their market values as determined by their most recent bid prices in the principal market (sales prices if the principal market is an exchange) in which such securities are normally traded. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value. Equity securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price. Foreign equity securities are valued based on quotations from the principal market in which such securities are normally traded. If trading or events occurring in other markets after the close of the principal market in which foreign securities are traded, and before the close of business of the fund, are expected to materially affect the value of those securities, then they are valued at their fair value taking this trading or these events into account. Fair value is determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost or original cost plus accrued interest, both of which approximate current value. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency Translation. The accounting records of the fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing rates of exchange at period end. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.

Net realized gains and losses on foreign currency transactions represent net gains and losses from sales and maturities of foreign currency contracts, disposition of foreign currencies, the difference between the amount of net investment income accrued and the U.S. dollar amount actually received, and gains and losses between trade and settlement date on purchases and sales of securities. The effects of changes in foreign currency exchange rates on investments in securities are included with the net realized and unrealized gain or loss on investment securities.

Income Taxes. As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes, if any, under the caption "Income Tax Information."

Investment Income. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. The fund may place a debt obligation on non-accrual status and reduce related interest income by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures, under the general supervision of the Board of Trustees of the fund. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

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

Distributions to Shareholders. Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for paydown gains/losses on certain securities, foreign

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Distributions to Shareholders - continued

currency transactions, defaulted bonds, market discount, non-taxable dividends, capital loss carryforwards, and losses deferred due to wash sales.

Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to paid in capital. Undistributed net investment income and accumulated undistributed net realized gain (loss) on investments may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year.

Security Transactions. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost.

Change in Accounting Principle. Effective January 1, 2001, the fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and discount on all debt securities, as required. The cumulative effect of this accounting change had no impact on total net assets of the fund, but resulted in a $13,869,788 increase to the cost of securities held and a corresponding increase to accumulated net undistributed realized gain (loss), based on securities held by the fund on January 1, 2001.

The effect of this change during the period, was to increase net investment income by $13,587,542, decrease net unrealized appreciation/depreciation by $7,074,645; and decrease net realized gain (loss) by $6,512,897. The Statement of Changes in net assets and financial highlights for the prior periods have not been restated to reflect this change in presentation.

2. Operating Policies.

Foreign Currency Contracts. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms. The U.S. dollar value of foreign currency contracts is determined using contractual currency exchange rates established at the time of each trade.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the funds, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

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

Loans and Other Direct Debt Instruments. The fund may invest in loans and loan participations, trade claims or other receivables. These investments may include standby financing commitments that obligate the fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary. Information regarding loans and other direct debt instruments is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

3. Purchases and Sales of Investments.

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

4. Fees and Other Transactions with Affiliates.

Management Fee. As the fund's investment adviser, FMR receives a monthly fee that is calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of the fund. The group fee rate is the weighted average of a series of rates and is based on the monthly average net assets of all the mutual funds advised by FMR. The rates ranged from .0920% to .3700% for the period. The annual individual fund fee rate is .45%. In the event that these rates were lower than the contractual rates in effect during the period, FMR voluntarily implemented the above rates, as they resulted in the same or a lower management fee. For the period, the management fee was equivalent to an annualized rate of .58% of average net assets.

Sub-Adviser Fee. FMR Co., Inc. (FMRC) serves as sub-adviser for the fund. FMRC is an affiliate of FMR and receives a fee from FMR of 50% of the management fee payable to FMR with respect to that portion of the fund's assets that are managed by FMRC.

High Income Portfolio

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Board of Trustees has adopted separate Distribution and Service Plans with respect to each Service Class of shares (collectively referred to as "the Plans"). Under certain of the Plans, the class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a 12b-1 fee. For the period, this fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets. Initial Class shares are not subject to a 12b-1 fee.

For the period, each class paid FDC the following amounts, all of which was reallowed to insurance companies, for the distribution of shares and providing shareholder support services.

Service Class

$ 127,380

Service Class 2

10,014

$ 137,394

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees of the fund were equivalent to an annualized rate of .07% of average net assets.

For the period, the following amounts were paid to FIIOC:

Initial Class

$ 489,638

Service Class

85,855

Service Class 2

3,532

$ 579,025

Accounting Fees. Fidelity Service Company, Inc., an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

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

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.475 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period there were no borrowings on this line of credit.

6. Bank Borrowings.

The fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. Information regarding the fund's participation in the program is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

7. Expense Reductions.

Certain security trades were directed to brokers who paid $41,643 of the fund's expenses. 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, credits reduced the fund's custody expenses by $5,946.

8. Beneficial Interest.

At the end of the period, Fidelity Investments Life Insurance Company (FILI) and its subsidiaries, affiliates of FMR, were the record owners of approximately 12% of the outstanding shares of the fund. In addition, two unaffiliated insurance companies were each record owners of more than 10% of the total outstanding shares of the fund, totaling 60%.

9. Transactions with Affiliated Companies.

An affiliated company is a company which the fund has ownership of at least 5% of the voting securities. Information regarding transactions with affiliated companies is included under "Legend" at the end of the fund's Schedule of Investments.

High Income Portfolio

Proxy Voting Results

A special meeting of the fund's shareholders was held on March 29, 2001. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To continue the effectiveness of Article VIII, Section 4 of the Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,776,348,518.30

92.680

Against

448,126,395.47

1.677

Withheld

Abstain

1,508,636,275.13

5.643

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,496,494,437.66

91.634

Against

707,781,202.09

2.647

Withheld

Abstain

1,528,835,549.15

5.719

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

PROPOSAL 3

To elect as Trustees the fourteen nominees presented below.*

# of
Votes Cast

% of
Votes Cast

J. Michael Cook

Affirmative

26,118,185,004.24

97.700

Against

Withheld

614,926,184.66

2.300

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Ralph F. Cox

Affirmative

26,095,601,985.58

97.615

Against

Withheld

637,509,203.32

2.385

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Phyllis Burke Davis

Affirmative

26,083,791,943.91

97.571

Against

Withheld

649,319,244.99

2.429

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

# of
Votes Cast

% of
Votes Cast

Robert M. Gates

Affirmative

26,102,950,511.88

97.643

Against

Withheld

630,160,677.02

2.357

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Abigail P. Johnson

Affirmative

26,037,276,918.63

97.397

Against

Withheld

695,834,270.27

2.603

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Edward C. Johnson 3d

Affirmative

26,080,170,223.36

97.558

Against

Withheld

652,940,965.54

2.442

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Donald J. Kirk

Affirmative

26,106,883,271.10

97.657

Against

Withheld

626,227,917.80

2.343

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Marie L. Knowles

Affirmative

26,112,825,107.54

97.680

Against

Withheld

620,286,081.36

2.320

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Ned C. Lautenbach

Affirmative

26,118,368,287.41

97.700

Against

Withheld

614,742,901.49

2.300

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Peter S. Lynch

Affirmative

26,123,601,514.95

97.720

Against

Withheld

609,509,673.95

2.280

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

# of
Votes Cast

% of
Votes Cast

Marvin L. Mann

Affirmative

26,109,956,160.87

97.669

Against

Withheld

623,155,028.03

2.331

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

William O. McCoy

Affirmative

26,111,093,172.07

97.673

Against

Withheld

622,018,016.83

2.327

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

Robert C. Pozen

Affirmative

26,115,314,548.99

97.689

Against

Withheld

617,796,639.91

2.311

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

William S. Stavropoulos

Affirmative

26,080,088,758.45

97.557

Against

Withheld

653,022,430.45

2.443

Abstain

TOTAL

26,733,111,188.90

100.000

Broker Non-Votes

PROPOSAL 4

To ratify the selection of PricewaterhouseCoopers LLP as independent accountants of the fund.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,680,073,979.22

94.189

Against

16,137,221.51

0.904

Withheld

Abstain

87,524,110.83

4.907

TOTAL

1,783,735,311.56

100.000

Broker Non-Votes

PROPOSAL 6

To approve an amended and restated sub-advisory agreement with Fidelity Management & Research (U.K.) for the fund.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,639,349,558.52

91.905

Against

37,872,449.53

2.124

Withheld

Abstain

106,513,303.51

5.971

TOTAL

1,783,735,311.56

100.000

Broker Non-Votes

PROPOSAL 7

To approve an amended and restated sub-advisory agreement with Fidelity Management & Research (Far East) for the fund.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,633,310,950.92

91.567

Against

40,844,607.29

2.290

Withheld

Abstain

109,579,753.35

6.143

TOTAL

1,783,735,311.56

100.000

Broker Non-Votes

PROPOSAL 11

To eliminate a fundamental policy of High Income Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,611,599,844.60

90.350

Against

54,953,711.11

3.081

Withheld

Abstain

117,181,755.85

6.569

TOTAL

1,783,735,311.56

100.000

Broker Non-Votes

PROPOSAL 13

To amend the fund's fundamental investment limitation concerning underwriting.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,623,823,177.31

91.035

Against

45,798,458.68

2.568

Withheld

Abstain

114,113,675.57

6.397

TOTAL

1,783,735,311.56

100.000

Broker Non-Votes

*Denotes trust-wide proposals and voting results.

High Income Portfolio

Semiannual Report

High Income Portfolio

High Income Portfolio

High Income Portfolio

High Income Portfolio

High Income Portfolio

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity Investments Japan Limited

Officers

Edward C. Johnson 3d, President

Abigail P. Johnson, Senior Vice President

Robert A. Lawrence, Vice President

Barry J. Coffman, Vice President

Eric D. Roiter, Secretary

Robert A. Dwight, Treasurer

Maria F. Dwyer, Deputy Treasurer

John H. Costello, Assistant Treasurer

Paul F. Maloney, Assistant Treasurer

Thomas J. Simpson, Assistant Treasurer

Board of Trustees

J. Michael Cook *

Ralph F. Cox *

Phyllis Burke Davis *

Robert M. Gates *

Abigail P. Johnson

Edward C. Johnson 3d

Donald J. Kirk *

Marie L. Knowles *

Ned C. Lautenbach *

Peter S. Lynch

Marvin L. Mann *

William O. McCoy *

William S. Stavropoulos*

Advisory Board

Robert C. Pozen

* Independent trustees

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder Servicing Agent

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPHI-SANN-0801 141542
1.705694.103

Fidelity® Variable Insurance Products:

Money Market Portfolio

Semiannual Report

June 30, 2001

(2_fidelity_logos)(registered trademark)

Contents

Performance

3

How the fund has done over time.

Fund Talk

6

The manager's review of fund performance, strategy
and outlook.

Investments

7

A complete list of the fund's investments.

Financial Statements

11

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

15

Notes to the financial statements.

Proxy Voting Results

17

Fidelity Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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

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

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

The views expressed in this report reflect those of the fund's portfolio manager only through the end of the period of the report as stated on the cover 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.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Fidelity Variable Insurance Products: Money Market Portfolio - Initial Class

Performance

To measure a money market fund's performance, you can look at either total return or yield. Total return reflects the change in value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). Yield measures the income paid by a fund. Since a money market fund tries to maintain a $1 share price, yield is an important measure of performance.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Money Market -
Initial Class

5.90%

5.56%

5.05%

Average annual total returns take the fund's cumulative return and show you what would have happened if the fund had achieved that return by performing at a constant rate each year.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

A money market fund's total returns and yields will vary, and reflect past results rather than predict future performance.

Yield

6/27/01

3/28/01

1/3/01

9/27/00

6/28/00

Fidelity VIP:

Money Market -

Initial Class

3.92%

5.16%

6.35%

6.42%

6.41%

MMDA

1.78%

1.97%

2.11%

2.11%

2.11%



Yield refers to the income paid by the fund over a given period. Yields for money market funds are usually for seven-day periods, expressed as annual percentage rates. A yield that assumes income earned is reinvested or compounded is called an effective yield. The chart above shows the fund's current seven-day yield at quarterly intervals over the past year. You can compare these yields to the bank money market deposit account (MMDA) average. The MMDA average is supplied by BANK RATE MONITOR.(TM)


Comparing Performance

There are some important differences between a bank money market deposit account (MMDA) and a money market fund. First, the U.S. government neither insures nor guarantees a money market fund. In fact, there is no assurance that a money market fund will maintain a $1 share price. Second, a money market fund returns to its shareholders income earned by the fund's investments after expenses. This is in contrast to banks, which set their MMDA rates periodically based on current interest rates, competitors' rates, and internal criteria.

Semiannual Report

Fidelity Variable Insurance Products: Money Market Portfolio - Service Class

Performance

To measure a money market fund's performance, you can look at either total return or yield. Total return reflects the change in value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). Yield measures the income paid by a fund. Since a money market fund tries to maintain a $1 share price, yield is an important measure of performance. The initial offering of Service Class shares took place on July 7, 2000. Performance for Service Class shares reflects an asset based distribution fee (12b-1 fee), and returns prior to July 7, 2000 are those of Initial Class and do not include the effects of a 12b-1 fee. Had Service Class' 12b-1 fee been reflected, returns and yields prior to July 7, 2000 would have been lower. If Fidelity had not reimbursed certain fund expenses, the total returns would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Money Market -
Service Class

5.70%

5.52%

5.03%

Average annual total returns take the fund's cumulative return and show you what would have happened if the fund had achieved that return by performing at a constant rate each year.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

A money market fund's total returns and yields will vary, and reflect past results rather than predict future performance.

Yield

6/27/01

3/28/01

1/3/01

9/27/00

6/28/00

Fidelity VIP:

Money Market -

Service Class

3.82%

5.08%

6.25%

6.35%

6.41%

MMDA

1.78%

1.97%

2.11%

2.11%

2.11%



Yield refers to the income paid by the fund over a given period. Yields for money market funds are usually for seven-day periods, expressed as annual percentage rates. A yield that assumes income earned is reinvested or compounded is called an effective yield. The chart above shows the fund's current seven-day yield at quarterly intervals over the past year. You can compare these yields to the bank money market deposit account (MMDA) average. The MMDA average is supplied by BANK RATE MONITOR.(TM)


Comparing Performance

There are some important differences between a bank money market deposit account (MMDA) and a money market fund. First, the U.S. government neither insures nor guarantees a money market fund. In fact, there is no assurance that a money market fund will maintain a $1 share price. Second, a money market fund returns to its shareholders income earned by the fund's investments after expenses. This is in contrast to banks, which set their MMDA rates periodically based on current interest rates, competitors' rates, and internal criteria.

Semiannual Report

Fidelity Variable Insurance Products: Money Market Portfolio - Service Class 2

Performance

To measure a money market fund's performance, you can look at either total return or yield. Total return reflects the change in value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). Yield measures the income paid by a fund. Since a money market fund tries to maintain a $1 share price, yield is an important measure of performance. The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflects an asset based distribution fee (12b-1 fee), and returns prior to January 12, 2000 are those of Initial Class and do not include the effects of a 12b-1 fee. Had Service Class 2's 12b-1 fee been reflected, returns and yields prior to January 12, 2000 would have been lower. If Fidelity had not reimbursed certain fund expenses, the total returns would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Money Market -
Service Class 2

5.66%

5.46%

5.00%

Average annual total returns take the fund's cumulative return and show you what would have happened if the fund had achieved that return by performing at a constant rate each year.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

A money market fund's total returns and yields will vary, and reflect past results rather than predict future performance.

Yield

6/27/01

3/28/01

1/3/01

9/27/00

6/28/00

Fidelity VIP:

Money Market -

Service Class 2

3.67%

4.96%

6.10%

6.16%

6.16%

MMDA

1.78%

1.97%

2.11%

2.11%

2.11%



Yield refers to the income paid by the fund over a given period. Yields for money market funds are usually for seven-day periods, expressed as annual percentage rates. A yield that assumes income earned is reinvested or compounded is called an effective yield. The chart above shows the fund's current seven-day yield at quarterly intervals over the past year. You can compare these yields to the bank money market deposit account (MMDA) average. The MMDA average is supplied by BANK RATE MONITOR.(TM)


Comparing Performance

There are some important differences between a bank money market deposit account (MMDA) and a money market fund. First, the U.S. government neither insures nor guarantees a money market fund. In fact, there is no assurance that a money market fund will maintain a $1 share price. Second, a money market fund returns to its shareholders income earned by the fund's investments after expenses. This is in contrast to banks, which set their MMDA rates periodically based on current interest rates, competitors' rates, and internal criteria.

Semiannual Report

Fidelity Variable Insurance Products: Money Market Portfolio

Fund Talk: The Manager's Overview

(Portfolio Manager photograph)

An interview with
Robert Duby,
Portfolio Manager of
Money Market Portfolio

Q. Bob, what was the investment environment like during the six months that ended June 30, 2001?

A. The Federal Reserve Board moved aggressively to ward off a sharp drop in economic activity. Early in January, the Fed lowered the rate banks charge each other for overnight loans - known as the fed funds target rate - by 0.50 percentage points, a highly unusual move because the cut came well in advance of the Fed's regularly scheduled meeting at the end of January. The Fed's rate cut came on the heels of a National Association of Purchasing Managers report indicating that manufacturing activity was contracting for the fifth consecutive month. The reading sank to a level that in the past had been associated with a contraction of the overall economy. As January progressed, more data became available demonstrating sharp deterioration in consumer and business spending as well as consumer and business expectations about the future. As a result, the Fed implemented another 0.50 percentage point reduction in the fed funds target rate in late January. The Fed continued to lower the target rate by 0.50 percentage points in March, April and May, and added another cut of 0.25 percentage points at the end of June. All in all, the Fed lowered the rate from 6.50% at the beginning of the year to 3.75% at the end of June 2001, which in percentage terms surpassed any similar period in history. The April rate cut was the second intra-meeting move in the first four months of 2001, demonstrating the sense of urgency on the part of the Fed to respond forcefully to slower economic growth and weaker sentiment. The final rate action during the period was significant in that it marked a change in magnitude from the previous five cuts.

Q. How did the economy perform during the period?

A. Gross domestic product (GDP) in the first quarter of 2001 was initially reported at 2.0%, but was subsequently revised down to 1.3%. However, aggressive monetary policy action and signs that the equity markets may be nearing a bottom seemed to stabilize consumer sentiment toward the end of the period. Business investment has slowed as more difficult financial conditions made it harder to attract capital for some companies. Unemployment claims trended higher during the period as woes inflicting the technology and telecommunications sectors sparked massive layoffs.

Q. What was your strategy with the fund?

A. During the period, my investment strategy shifted to capitalize on changing monetary policy while maintaining adequate liquidity. When money market yields plunged at year-end 2000, I allowed the average maturity to shorten gradually as expectations for very aggressive interest-rate cuts began to be priced into the market. The shortened average maturity detracted somewhat from performance because money market yields continued to decline in January. As it became clear that the Fed would continue to respond aggressively to the developing economic slowdown, I gradually increased the fund's average maturity in order to lock in higher rates before they declined. I used more government discount notes to lengthen maturity, because concerns lingered regarding the credit quality of longer-term corporate obligations.

Q. What's your outlook?

A. Economic data suggests that the Fed's aggressive moves may have been enough to avert a recession. The economy remains weak, however, with accelerating unemployment claims and softer consumer and business spending. Market participants continue to anticipate additional monetary easing over the next few months, a view that I share. At the same time, the easing cycle may be nearing an end. Another potential positive influence on future economic growth is the $1.35 trillion federal tax cut recently implemented by Congress, with rebate checks scheduled to go out as early as this summer. The tax cut is expected to put $90 billion in the hands of taxpayers; economists expect approximately half of this amount will be spent by consumers. This fiscal stimulus should bolster the economy at the same time that the full effects of the early 2001 rate cuts begin to work their way through the economy. One wildcard for the recovery scenario remains the energy crisis in California, because economic activity in the state is a significant component of overall growth in U.S. gross domestic product.

The views expressed in this report reflect those of the portfolio manager only through the end of the period of the report as stated on the cover. The manager's views are subject to change at any time based upon market or other conditions. For more information, please see page 2.


Fund Facts

Goal: income and share-price stability by investing in high-quality, short-term investments

Start date: April 1, 1982

Size: as of June 30, 2001, more than $2.5 billion

Manager: Robert Duby, since 1997; joined Fidelity in 1982

Semiannual Report

Fidelity Variable Insurance Products: Money Market Portfolio

Investments June 30, 2001

(Unaudited)

Showing Percentage of Net Assets

Certificates of Deposit - 35.7%

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

Domestic Certificates Of Deposit - 0.6%

Chase Manhattan Bank USA NA

9/4/01

3.88%

$ 5,000,000

$ 5,000,000

Firstar Bank NA

9/6/01

4.00

5,000,000

5,000,000

11/5/01

3.88

5,000,000

5,000,000

15,000,000

London Branch, Eurodollar, Foreign Banks - 22.2%

Abbey National Treasury Services PLC

7/18/01

4.70

50,000,000

50,000,000

Bank of Nova Scotia

8/17/01

4.03

50,000,000

50,000,000

Bank of Scotland Treasury Services PLC

11/19/01

3.95

20,000,000

19,997,564

Barclays Bank PLC

8/3/01

4.18

30,000,000

30,001,703

8/15/01

3.99

10,000,000

10,000,000

10/24/01

4.25

25,000,000

25,000,000

11/16/01

4.06

15,000,000

15,000,000

BNP Paribas SA

8/20/01

5.21

20,000,000

20,000,000

11/19/01

3.92

50,000,000

50,000,000

Commerzbank AG

9/18/01

3.77

15,000,000

15,000,000

Credit Agricole Indosuez

10/18/01

3.85

32,000,000

32,066,447

Deutsche Bank AG

7/16/01

4.06

10,000,000

10,000,041

7/20/01

4.75

50,000,000

50,000,000

10/22/01

4.65

15,000,000

15,000,000

Dresdner Bank AG

12/10/01

3.83

15,000,000

15,000,000

Halifax PLC

7/5/01

4.76

25,000,000

25,000,000

8/24/01

4.27

25,000,000

25,000,000

9/21/01

3.65

20,000,000

20,000,000

ING Bank NV

7/23/01

4.04

10,000,000

10,000,000

9/4/01

3.90

15,000,000

15,000,000

Landesbank Baden-Wuerttemberg

11/19/01

4.03

25,000,000

25,000,480

Landesbank Hessen-Thuringen

7/25/01

4.25

25,000,000

25,000,651

Lloyds TSB Bank PLC

8/9/01

4.00

5,000,000

5,000,000

Nationwide Building Society

7/23/01

4.31

15,000,000

15,000,045

UBS AG

8/28/01

3.95

5,000,000

5,002,016

577,068,947

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

New York Branch, Yankee Dollar, Foreign Banks - 12.9%

BNP Paribas SA

9/12/01

3.81%

$ 30,000,000

$ 30,000,000

Canadian Imperial Bank of Commerce

7/2/01

3.87 (a)

25,000,000

24,999,849

7/9/01

4.08

25,000,000

25,000,000

Commerzbank AG

12/19/01

3.65

5,000,000

5,001,399

Credit Agricole Indosuez

8/1/01

4.00

30,000,000

30,000,000

9/21/01

3.66

5,000,000

5,000,000

Den Danske Corp., Inc.

11/15/01

4.00

25,000,000

25,000,000

Merita Bank PLC

12/4/01

3.88

5,000,000

5,000,000

National Westminster Bank PLC

7/5/02

4.10

30,000,000

29,996,858

Norddeutsche Landesbank Girozentrale

11/19/01

3.90

29,000,000

29,013,361

RaboBank Nederland Coop. Central

11/15/01

4.00

25,000,000

25,000,000

Societe Generale

7/16/01

4.04

10,000,000

10,000,021

7/23/01

3.77 (a)

10,000,000

9,998,877

8/15/01

3.99

50,000,000

50,000,000

UBS AG

8/13/01

3.99

30,000,000

30,000,000

334,010,365

TOTAL CERTIFICATES OF DEPOSIT

926,079,312

Commercial Paper - 45.9%

Alliance & Leicester PLC

8/16/01

4.03

20,000,000

19,898,033

Amsterdam Funding Corp.

8/9/01

4.01

75,000,000

74,677,436

Aspen Funding Corp.

7/17/01

4.04

10,000,000

9,982,178

8/21/01

5.10

5,000,000

4,964,760

Associates First Capital BV

7/9/01

4.00

5,000,000

4,995,567

AT&T Corp.

7/12/01

5.24

10,000,000

9,984,203

7/25/01

4.15

15,065,000

15,023,483

8/16/01

4.38

5,000,000

4,972,336

8/20/01

4.38

5,000,000

4,969,931

CIESCO LP

8/15/01

3.91

9,430,000

9,384,265

Citibank Credit Card Master Trust I (Dakota Certificate Program)

7/23/01

3.93

20,000,000

19,952,211

Commercial Paper - continued

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

Citicorp

8/14/01

3.84%

$ 25,000,000

$ 24,883,278

ConAgra Foods, Inc.

7/20/01

4.25

10,000,000

9,977,728

8/14/01

4.15

5,000,000

4,974,822

Corporate Receivables Corp.

8/22/01

3.85

10,000,000

9,944,822

Delaware Funding Corp.

7/13/01

3.95

50,000,000

49,934,333

7/16/01

3.94

47,751,000

47,672,808

Den Danske Corp., Inc.

8/16/01

5.17

22,000,000

21,858,320

8/16/01

5.20

25,000,000

24,838,042

Deutsche Bank Financial, Inc.

7/17/01

4.02

5,000,000

4,991,127

11/19/01

4.03

50,000,000

49,226,458

Dexia Delaware LLC

9/5/01

3.84

20,000,000

19,860,667

Edison Asset Securitization LLC

8/23/01

3.64

35,000,000

34,813,469

Falcon Asset Securitization Corp.

7/23/01

3.90

41,070,000

40,972,618

7/26/01

3.74

20,000,000

19,948,194

Ford Motor Credit Co.

7/13/01

4.04

50,000,000

49,933,167

7/17/01

4.52

10,000,000

9,980,133

7/19/01

4.45

10,000,000

9,978,000

7/27/01

3.95

10,000,000

9,971,689

8/17/01

3.68

10,000,000

9,952,217

General Electric Capital Corp.

7/2/01

4.12

15,000,000

14,998,296

7/13/01

4.70

25,000,000

24,961,250

9/7/01

3.78

50,000,000

49,645,833

12/14/01

3.95

25,000,000

24,555,028

General Motors Acceptance Corp.

7/5/01

4.12

5,000,000

4,997,728

Goldman Sachs Group, Inc.

10/11/01

3.92

5,000,000

4,945,317

J.P. Morgan Chase & Co.

8/8/01

3.90

15,000,000

14,938,725

Kitty Hawk Funding Corp.

9/4/01

3.87

10,000,000

9,930,847

12/3/01

3.84

10,000,000

9,837,681

Lehman Brothers Holdings, Inc.

8/6/01

5.43

10,000,000

9,947,260

New Center Asset Trust

7/20/01

4.27

25,000,000

24,944,188

Northern Rock PLC

8/8/01

3.97

35,000,000

34,854,808

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

Preferred Receivables Funding Corp.

7/20/01

3.81%

$ 25,000,000

$ 24,949,861

8/10/01

4.01

10,105,000

10,060,426

Qwest Capital Funding, Inc.

8/15/01

4.36

5,000,000

4,973,063

8/23/01

4.37

5,000,000

4,968,200

Santander Finance, Inc.

10/18/01

4.24

12,500,000

12,342,934

Sears Roebuck Acceptance Corp.

8/16/01

4.31

5,000,000

4,972,783

Societe Generale NA

7/3/01

4.74

50,000,000

49,987,000

Triple-A One Funding Corp.

7/13/01

4.04

57,787,000

57,709,758

7/24/01

3.73

18,038,000

17,995,130

Tyco International Group SA

7/30/01

4.55

5,000,000

4,981,875

8/14/01

4.29

5,000,000

4,974,089

8/28/01

4.19

15,000,000

14,899,708

UBS Finance, Inc.

7/18/01

4.31

40,000,000

39,919,533

8/20/01

4.65

15,000,000

14,904,583

Variable Funding Capital Corp.

7/6/01

3.99

19,987,000

19,975,952

Westpac Trust Securities Ltd.

10/23/01

3.96

35,000,000

34,568,858

12/4/01

3.90

5,000,000

4,917,233

Windmill Funding Corp.

7/3/01

4.72

5,000,000

4,998,703

TOTAL COMMERCIAL PAPER

1,193,172,945

Federal Agencies - 4.3%

Fannie Mae - 4.3%

Discount Notes - 4.3%

11/1/01

3.92

23,695,000

23,383,312

2/22/02

4.05

25,000,000

24,357,556

4/19/02

3.98

25,000,000

24,223,361

5/3/02

4.03

40,000,000

38,680,800

TOTAL FEDERAL AGENCIES

110,645,029

Bank Notes - 1.9%

Bank of America NA

9/7/01

4.15

20,000,000

20,000,000

9/17/01

4.26

10,000,000

10,000,000

Bank One NA, Chicago

7/2/01

3.88 (a)

20,000,000

19,999,107

TOTAL BANK NOTES

49,999,107

Master Notes - 0.8%

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

Goldman Sachs Group, Inc.

8/6/01

4.11% (b)

$ 10,000,000

$ 10,000,000

9/20/01

4.07 (b)

10,000,000

10,000,000

TOTAL MASTER NOTES

20,000,000

Medium-Term Notes - 4.0%

Associates Corp. of North America

10/1/01

3.71 (a)

25,000,000

25,000,000

BMW U.S. Capital Corp.

7/23/01

3.81 (a)

5,000,000

5,000,000

6/7/02

4.25

5,000,000

4,997,084

CIESCO LP

7/16/01

3.95 (a)

5,000,000

5,000,000

Citigroup, Inc.

7/12/01

3.96 (a)

5,000,000

5,000,000

GE Life & Annuity Assurance Co.

7/2/01

4.17 (a)(b)

15,000,000

15,000,000

General Motors Acceptance Corp.

7/30/01

3.69 (a)

10,000,000

9,999,533

General Motors Acceptance Corp. Mortgage Credit

7/2/01

4.11 (a)

10,000,000

9,998,862

7/2/01

4.12 (a)

5,000,000

4,999,430

7/2/01

4.13 (a)

10,000,000

9,998,856

Merrill Lynch & Co., Inc.

7/20/01

3.91 (a)

5,000,000

5,000,000

Variable Funding Capital Corp.

7/23/01

3.82 (a)

5,000,000

5,000,000

TOTAL MEDIUM-TERM NOTES

104,993,765

Short-Term Notes - 2.4%

Jackson National Life Insurance Co.

7/1/01

5.03 (a)(b)

7,000,000

7,000,000

Monumental Life Insurance Co.

7/2/01

4.20 (a)(b)

5,000,000

5,000,000

7/2/01

4.21 (a)(b)

5,000,000

5,000,000

New York Life Insurance Co.

7/1/01

5.00 (a)(b)

15,000,000

15,000,000

8/28/01

4.13 (a)(b)

5,000,000

5,000,000

SMM Trust 2000 M

9/13/01

3.91 (a)(b)

15,000,000

15,000,000

Transamerica Occidental Life Insurance Co.

8/1/01

4.51 (a)(b)

10,000,000

10,000,000

TOTAL SHORT-TERM NOTES

62,000,000

Repurchase Agreements - 4.2%

Maturity
Amount

Value
(Note 1)

In a joint trading account (U.S. Government Obligations) dated 6/29/01 due 7/2/01 At 4.12%

$ 678,233

$ 678,000

With:

Credit Suisse First Boston, Inc. At 4.21%, dated 6/29/01 due 7/2/01 (Commercial Paper Obligations) (principal amount $62,040,000) 0%, 7/9/01 - 3/19/02

60,021,050

60,000,000

Goldman Sachs & Co. At 4.2%, dated 6/29/01 due 7/2/01 (Commercial Paper Obligations) (principal amount $49,110,000) 0%, 7/11/01 - 7/31/01

48,016,780

48,000,000

TOTAL REPURCHASE AGREEMENTS

108,678,000

TOTAL INVESTMENT
PORTFOLIO - 99.2%

2,575,568,158

NET OTHER ASSETS - 0.8%

21,680,368

NET ASSETS - 100%

$ 2,597,248,526

Total Cost for Income Tax Purposes $ 2,575,568,158

Legend

(a) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. The due dates on these types of securities reflects the next interest rate reset date or, when applicable, the final maturity date.

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

Additional information on each holding is as follows:

Security

Acquisition Date

Cost

GE Life & Annuity Assurance Co. 4.17%, 7/2/01

3/30/01

$ 15,000,000

Goldman Sachs Group, Inc.
4.07%, 9/20/01

5/24/01

$ 10,000,000

4.11%, 8/6/01

5/8/01

$ 10,000,000

Jackson National Life Insurance Co.
5.03%, 7/1/01

7/6/99

$ 7,000,000

Monumental Life Insurance Co. 4.20%, 7/2/01

9/17/98

$ 5,000,000

4.21%, 7/2/01

3/12/99

$ 5,000,000

New York Life Insurance Co.
4.13%, 8/28/01

8/28/00

$ 5,000,000

5.00%, 7/1/01

12/20/00

$ 15,000,000

SMM Trust 2000 M 3.91%, 9/13/01

12/11/00

$ 15,000,000

Transamerica Occidental Life Insurance Co. 4.51%, 8/1/01

4/28/00

$ 10,000,000

Other Information

The fund invested in securities that are not registered under the Securities Act of 1933. At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $97,000,000 or 3.7% of net assets.

Income Tax Information

At December 31, 2000, the fund had a capital loss carryforward of approximately $70,000 all of which will expire on December 31, 2007.

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

Money Market Portfolio

Fidelity Variable Insurance Products: Money Market Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2001 (Unaudited)

Assets

Investment in securities, at value (including repurchase
agreements of $108,678,000) - See accompanying schedule

$ 2,575,568,158

Receivable for investments sold

5,004,468

Receivable for fund shares sold

24,659,375

Interest receivable

6,605,645

Prepaid expenses

37,990

Total assets

2,611,875,636

Liabilities

Payable to custodian bank

$ 32,614

Payable for fund shares redeemed

14,051,188

Accrued management fee

342,747

Distribution fees payable

1,105

Other payables and accrued expenses

199,456

Total liabilities

14,627,110

Net Assets

$ 2,597,248,526

Net Assets consist of:

Paid in capital

$ 2,597,239,165

Accumulated net realized gain (loss) on investments

9,361

Net Assets

$ 2,597,248,526

Initial Class:
Net Asset Value, offering price
and redemption price
per share ($2,591,204,250 ÷
2,591,179,890 shares)

$1.00

Service Class:
Net Asset Value, offering price
and redemption price
per share ($100,524 ÷
100,522 shares)

$1.00

Service Class 2:
Net Asset Value, offering price
and redemption price
per share ($5,943,752 ÷
5,943,697 shares)

$1.00

Statement of Operations

Six months ended June 30, 2001 (Unaudited)

Investment Income

Interest

$ 65,449,655

Expenses

Management fee

$ 2,347,792

Transfer agent fees

818,179

Distribution fees

2,496

Accounting fees and expenses

112,619

Non-interested trustees' compensation

4,219

Custodian fees and expenses

32,745

Registration fees

687

Audit

14,828

Legal

4,384

Reports to shareholders

144,958

Miscellaneous

38,042

Total expenses

3,520,949

Net investment income

61,928,706

Net Realized Gain (Loss)
on Investments

79,664

Net increase in net assets
resulting from operations

$ 62,008,370

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

Semiannual Report

Fidelity Variable Insurance Products: Money Market Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six months ended
June 30,
2001

Year ended
December 31,
2000

Operations
Net investment income

$ 61,928,706

$ 129,065,682

Net realized gain (loss)

79,664

31,844

Net increase (decrease) in net assets resulting from operations

62,008,370

129,097,526

Distributions to shareholders from net investment income

(61,928,706)

(129,065,682)

Share transactions - net increase (decrease)

363,616,074

294,030,275

Total increase (decrease) in net assets

363,695,738

294,062,119

Net Assets

Beginning of period

2,233,552,788

1,939,490,669

End of period

$ 2,597,248,526

$ 2,233,552,788

Other Information:

Six months ended
June 30, 2001
(Unaudited)

Year ended
December 31,
2000

Share transactions at net asset value of $1.00 per share
Initial Class
Proceeds from sales of shares

$ 3,482,474,885

$ 5,928,688,982

Reinvestment of distributions from net investment income

61,879,770

128,280,587

Cost of shares redeemed

(3,186,571,846)

(5,763,150,248)

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

$ 357,782,809

$ 293,819,321

Service Class A
Proceeds from sales of shares

$ -

$ 100,000

Reinvestment of distributions from net investment income

2,561

3,061

Cost of shares redeemed

(5,100)

-

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

$ (2,539)

$ 103,061

Service Class 2 B
Proceeds from sales of shares

$ 15,838,291

$ 102,001

Reinvestment of distributions from net investment income

42,040

5,900

Cost of shares redeemed

(10,044,527)

(8)

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

$ 5,835,804

$ 107,893

Distributions
From net investment income
Initial Class

$ 61,879,770

$ 129,056,642

Service Class A

2,561

3,095

Service Class 2 B

46,375

5,945

Total

$ 61,928,706

$ 129,065,682

A Service Class commenced sale of shares July 7, 2000.

B Service Class 2 commenced sale of shares January 12, 2000.

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

Money Market Portfolio

Financial Highlights - Initial Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997

1996

Net asset value, beginning of period

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

Income from Investment Operations

Net investment income

.025

.062

.050

.053

.053

.052

Less Distributions

From net investment income

(.025)

(.062)

(.050)

(.053)

(.053)

(.052)

Net asset value, end of period

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

$ 1.000

Total Return B

2.59%

6.30%

5.17%

5.46%

5.51%

5.41%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 2,591,204

$ 2,233,342

$ 1,939,491

$ 1,507,489

$ 1,020,794

$ 1,126,155

Ratio of expenses to average net assets

.29% A

.33%

.27%

.30%

.31%

.30%

Ratio of net investment income to average net assets

5.04% A

6.18%

5.06%

5.33%

5.32%

5.28%

Financial Highlights - Service Class

Six months ended June 30, 2001

Year ended December 31,

Selected Per-Share Data

(Unaudited)

2000 D

Net asset value, beginning of period

$ 1.000

$ 1.000

Income from Investment Operations

Net investment income

.025

.031

Less Distributions

From net investment income

(.025)

(.031)

Net asset value, end of period

$ 1.000

$ 1.000

Total Return B, C

2.54%

3.06%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 101

$ 103

Ratio of expenses to average net assets before expense reductions

.38% A

.47% A

Ratio of expenses to average net assets after voluntary waivers

.38% A

.45% A

Ratio of net investment income to average net assets

4.99% A

6.28% A

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D For the period July 7, 2000 (commencement of sale of Service Class shares) to December 31, 2000.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended June 30, 2001

Year ended December 31,

Selected Per-Share Data

(Unaudited)

2000 D

Net asset value, beginning of period

$ 1.000

$ 1.000

Income from Investment Operations

Net investment income

.024

.058

Less Distributions

From net investment income

(.024)

(.058)

Net asset value, end of period

$ 1.000

$ 1.000

Total Return B, C

2.48%

5.89%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 5,944

$ 108

Ratio of expenses to average net assets before expense reductions

.57% A

.96% A

Ratio of expenses to average net assets after voluntary waivers

.57% A

.60% A

Ratio of net investment income to average net assets

4.60% A

5.94% A

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D For the period January 12, 2000 (commencement of sale of Service Class 2 shares) to December 31, 2000.

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

Money Market Portfolio

Notes to Financial Statements

For the period ended June 30, 2001 (Unaudited)

1. Significant Accounting Policies.

Money Market Portfolio (the fund) is a fund of Variable Insurance Products Fund (the trust) (referred to in this report as Fidelity Variable Insurance Products: Money Market Portfolio) 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. Shares of the fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. 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 distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Each class calculates its net asset value per share as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. As permitted under Rule 2a-7 of the 1940 Act, and certain conditions therein, securities are valued initially at cost and thereafter assume a constant amortization to maturity of any discount or premium.

Income Taxes. As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes, if any, under the caption "Income Tax Information."

Investment Income. Interest income, which includes amortization of premium and accretion of discount, is accrued as earned.

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

Distributions to Shareholders. Dividends are declared daily and paid monthly from net investment income. Income dividends are declared separately for each class.

Security Transactions. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost.

2. Operating Policies.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the funds, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

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

3. Fees and Other Transactions with Affiliates.

Management Fee. From January 1, 2001 to April 30, 2001, as the fund's investment adviser, FMR received a monthly fee that was calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of the fund and an income-based fee ("prior contract"). The group fee rate is the weighted average of a series of rates and is based on the monthly average net assets of all the mutual funds advised by FMR. The rates ranged from .0920% to .3700% for the period. The annual individual fund fee rate was .03%. In the event that these rates were lower than the contractual rates in effect during the period, FMR voluntarily implemented the above rates, as they resulted in the same or a lower management fee. The income-based fee was added only when the fund's gross yield exceeded 5%. At that time the income-based fee would have equaled 6% of that portion of the fund's gross income that represented a gross yield of more than 5% per year. The maximum income-based component was .24% of average net assets.

On May 1, 2001, a new management fee contract ("present contract") took effect. FMR has voluntarily agreed to limit the fund's management fee to the lesser of the amount that is paid under the present contract or the prior contract for a period of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

six months beginning on May 1, 2001. Under the present contract the management fee rate is calculated on the basis of the group fee rate plus a total income based component, which is calculated according to a graduated schedule providing for different rates based on the fund's gross annualized yield. The minimum income-based component is .05% of average net assets (at a fund annualized gross yield of 0%), and the maximum income-based component is .27% of average net assets (at a fund annualized gross yield of 15% or more). The individual fund fee rate has been eliminated. For the period, the total management fee was equivalent to an annualized rate of .19% of average net assets. The income based portion of this fee was equal to $416,664, or an annualized rate of .03% of the fund's average net assets.

Sub-Adviser Fee. As the fund's investment sub-adviser, Fidelity Investments Money Management, Inc., an affiliate of FMR, receives a fee from FMR of 50% of the management fee payable to FMR. The fee is paid prior to any voluntary expense reimbursements which may be in effect.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Board of Trustees has adopted separate Distribution and Service Plans with respect to each Service Class of shares (collectively referred to as "the Plans"). Under certain of the Plans, the class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a 12b-1 fee. For the period, this fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets. Initial Class shares are not subject to a 12b-1 fee.

For the period, each class paid FDC the following amounts, all of which was reallowed to insurance companies, for the distribution of shares and providing shareholder support services.

Service Class

$ 41

Service Class 2

2,455

$ 2,496

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees of the fund were equivalent to an annualized rate of .07% of average net assets.

For the period, the following amounts were paid to FIIOC:

Initial Class

$ 816,589

Service Class

34

Service Class 2

1,556

$ 818,179

Accounting Fees. Fidelity Service Company, Inc., an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Money Market Insurance. Pursuant to an Exemptive Order issued by the the SEC, the fund, along with other money market funds advised by FMR or its affiliates, has entered into insurance agreements with FIDFUNDS Mutual Limited (FIDFUNDS), an affiliated mutual insurance company. FIDFUNDS provides limited coverage for certain loss events including issuer default as to payment of principal or interest and bankruptcy or insolvency of a credit enhancement provider. The insurance does not cover losses resulting from changes in interest rates, ratings downgrades or other market conditions. The fund may be subject to a special assessment of up to approximately 2.5 times the fund's annual gross premium if covered losses exceed certain levels. The fund pays premiums to FIDFUNDS on a calendar year basis, which are amortized over one year.

4. Beneficial Interest.

At the end of the period, Fidelity Investments Life Insurance Company and its subsidiaries, affiliates of FMR, were the record owners of approximately 61% of the outstanding shares of the fund.

Money Market Portfolio

Proxy Voting Results

A special meeting of the fund's shareholders was held on March 29, 2001. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To continue the effectiveness of Article VIII, Section 4 of the Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,776,348,518.30

92.680

Against

448,126,395.47

1.677

Abstain

1,508,636,275.13

5.643

TOTAL

26,733,111,188.90

100.000

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,496,494,437.66

91.634

Against

707,781,202.09

2.647

Abstain

1,528,835,549.15

5.719

TOTAL

26,733,111,188.90

100.000

PROPOSAL 3

To elect the fourteen nominees specified below as Trustees.*

# of
Votes Cast

% of
Votes Cast

J. Michael Cook

Affirmative

26,118,185,004.24

97.700

Withheld

614,926,184.66

2.300

TOTAL

26,733,111,188.90

100.000

Ralph F. Cox

Affirmative

26,095,601,985.58

97.615

Withheld

637,509,203.32

2.385

TOTAL

26,733,111,188.90

100.000

Phyllis Burke Davis

Affirmative

26,083,791,943.91

97.571

Withheld

649,319,244.99

2.429

TOTAL

26,733,111,188.90

100.000

Robert M. Gates

Affirmative

26,102,950,511.88

97.643

Withheld

630,160,677.02

2.357

TOTAL

26,733,111,188.90

100.000

Abigail P. Johnson

Affirmative

26,037,276,918.63

97.397

Withheld

695,834,270.27

2.603

TOTAL

26,733,111,188.90

100.000

Edward C. Johnson 3d

Affirmative

26,080,170,223.36

97.558

Withheld

652,940,965.54

2.442

TOTAL

26,733,111,188.90

100.000

Donald J. Kirk

Affirmative

26,106,883,271.10

97.657

Withheld

626,227,917.80

2.343

TOTAL

26,733,111,188.90

100.000

# of
Votes Cast

% of
Votes Cast

Marie L. Knowles

Affirmative

26,112,825,107.54

97.680

Withheld

620,286,081.36

2.320

TOTAL

26,733,111,188.90

100.000

Ned C. Lautenbach

Affirmative

26,118,368,287.41

97.700

Withheld

614,742,901.49

2.300

TOTAL

26,733,111,188.90

100.000

Peter S. Lynch

Affirmative

26,123,601,514.95

97.720

Withheld

609,509,673.95

2.280

TOTAL

26,733,111,188.90

100.000

Marvin L. Mann

Affirmative

26,109,956,160.87

97.669

Withheld

623,155,028.03

2.331

TOTAL

26,733,111,188.90

100.000

William O. McCoy

Affirmative

26,111,093,172.07

97.673

Withheld

622,018,016.83

2.327

TOTAL

26,733,111,188.90

100.000

Robert C. Pozen

Affirmative

26,115,314,548.99

97.689

Withheld

617,796,639.91

2.311

TOTAL

26,733,111,188.90

100.000

William S. Stavropoulos

Affirmative

26,080,088,758.45

97.557

Withheld

653,022,430.45

2.443

TOTAL

26,733,111,188.90

100.000

PROPOSAL 4

To ratify the selection of PricewaterhouseCoopers LLP as independent accountants of the fund.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,755,221,728.54

92.794

Against

47,789,969.62

2.527

Abstain

88,510,226.64

4.679

TOTAL

1,891,521,924.80

100.000

PROPOSAL 5

To approve an amended management contract for Money Market Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,590,382,646.57

84.080

Against

199,914,788.57

10.569

Abstain

101,224,489.66

5.351

TOTAL

1,891,521,924.80

100.000

PROPOSAL 13

To amend the fund's fundamental investment limitation concerning underwriting.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,657,386,964.61

87.622

Against

102,466,078.06

5.417

Abstain

131,668,882.13

6.961

TOTAL

1,891,521,924.80

100.000

*Denotes trust-wide proposals and voting results.

Money Market Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

Fidelity Investments Money Management, Inc.
Merrimack, NH

Officers

Edward C. Johnson 3d, President
Abigail P. Johnson, Senior Vice President
Robert K. Duby, Vice President
Dwight D. Churchill, Vice President
Boyce I. Greer, Vice President
Stanley N. Griffith, Assistant Vice President
Eric D. Roiter, Secretary
Robert A. Dwight, Treasurer
Maria F. Dwyer, Deputy Treasurer
John H. Costello, Assistant Treasurer
Paul F. Maloney, Assistant Treasurer
Thomas J. Simpson, Assistant Treasurer

Board of Trustees

J. Michael Cook *
Ralph F. Cox *
Phyllis Burke Davis *
Robert M. Gates *
Abigail P. Johnson
Edward C. Johnson 3d
Donald J. Kirk *
Marie L. Knowles *
Ned C. Lautenbach *
Peter S. Lynch
Marvin L. Mann *
William O. McCoy *
William S. Stavropoulos *

Advisory Board

Robert C. Pozen

* Independent trustees

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder Servicing Agent

Fidelity Investments Institutional Operations Co., Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPMM-SANN-0801 140997
1.705628.103

Fidelity® Variable Insurance Products:

Overseas Portfolio

Semiannual Report

June 30, 2001

(2_fidelity_logos)(registered trademark)

Contents

Market Environment

3

A review of what happened in world markets during the past six months.

Performance and Investment Summary

4

How the fund has done over time, and an overview of the fund's investments at the end of the period.

Fund Talk

7

The manager's review of fund performance, strategy,
and outlook.

Investments

8

A complete list of the fund's investments with their
market values.

Financial Statements

11

Statements of assets and liabilities, operations, and
changes in net assets, as well as financial highlights.

Notes

15

Notes to the financial statements.

Proxy Voting Results

19

Fidelity Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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

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

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

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

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

The views expressed in this report reflect those of the fund's portfolio manager only through the end of the period of the report as stated on the cover 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.

Semiannual Report

Market Environment

There's an expression in financial quarters that says, "When the United States sneezes, the world catches cold." That would seem to be a pretty fair statement judging by the performance of the global economy during the six-month period ending June 30, 2001. Considering that more than a third of all goods sold in the U.S. are imports - compared to 20% a decade ago - the sharp deceleration of the domestic economy had far-reaching ramifications. Asia, the Pacific Rim, Europe and many other parts of the world - particularly technology exporters - were negatively affected by slowing U.S. demand. Higher energy costs also put a damper on global economic growth through the first half of 2001. The news was better in the second quarter of the year, at least for U.S. stocks. The second quarter gains of U.S. equity stock funds were the biggest since the fourth quarter of 1999, according to Lipper Inc.

U.S. Stock Markets

Despite extreme volatility during the first half of 2001, opportunities for strong returns were still abundant for equity investors. In short, big was anything but better during the first half of the year. Small- and mid-cap value stocks were the top performers, while large-cap growth fell from favor. The technology and telecommunications industries were the primary victims of this fallout. The "irrational exuberance" - a phrase coined by Federal Reserve Board chairman Alan Greenspan a few years ago to describe the extraordinary run-up in these new economy stocks - quickly evaporated as economic growth slowed and earnings disappointments piled up. In response, investors turned to the long-neglected value arena, where many companies demonstrated real earnings growth and reasonable valuations. A look at the numbers reveals the performance discrepancy between the large-cap growth and mid- to small-cap value styles: For the six-month period ending June 30, 2001, the Russell 2000® Value Index - a measure of small-cap value stock performance - gained 12.72%. Its large-cap growth counterpart, the Russell 1000® Growth Index, declined 14.24%. Other growth-oriented indexes demonstrated a similar shortfall. The large-cap weighted Standard & Poor's 500SM Index fell 6.70%, while the tech- and telecom-heavy NASDAQ Composite® Index lost 12.40%. The Dow Jones Industrial AverageSM, a blend of 30 blue-chip companies - 23 of which fall into the value category - finished the six-month period down 1.86%.

Foreign Stock Markets

The performance of international equity markets echoed that of their U.S. counterparts during the first half of 2001. Slowing economic growth led to a sell-off in the so-called TMT sectors - meaning technology, media and telecommunications. As a result, margin pressures and a decline in capital expenditures took a heavy toll on corporate earnings, causing the Morgan Stanley Capital InternationalSM Europe, Australasia and Far East (MSCI® EAFE®) Index to drop 14.45%. Europe accounted for much of the weakness. The global slowdown reduced export activity, and the European Central Bank's reluctance to cut interest rates due to inflation fears was greeted negatively by investors. Japan also suffered a sharp drop in exports, particularly in technology-related sectors. The Tokyo Stock Exchange Index (TOPIX), a benchmark of the Japanese stock market, fell 6.86%. On the other hand, South Korea posted one of the best performances, as the Korea Composite Stock Price Index (KOSPI) jumped 11.30% during the past six months thanks to renewed strength in semiconductor demand. Latin American stocks rebounded in the second quarter of 2001, helping the Morgan Stanley Capital International Emerging Markets Free - Latin America Index record a 6.16% gain for the first half of the year.

U.S. Bond Markets

Investment-grade bonds extended their recent dominance over most major stock indexes for the six-month period ending June 30, 2001. The Lehman Brothers Aggregate Bond Index - a popular measure of taxable-bond performance - returned 3.62% during this time frame. Treasuries relinquished market leadership to the spread sectors, particularly corporate bonds, which stormed out of the gates in 2001. Still, the Lehman Brothers Treasury Index returned 1.95%. Overwhelming evidence of deteriorating economic growth spurred the Federal Reserve Board to aggressively ease interest rates, with a total of six cuts during the first six months of 2001. This strong positive signal of support for the economy triggered one of the best months ever for corporate bonds in January. Further yield spread tightening in the spring ensured top billing for the Lehman Brothers Credit Bond Index, which returned 5.38%. Agencies benefited from reduced political risk surrounding government-sponsored enterprises, while a still-robust housing market aided discount mortgage securities. The Lehman Brothers U.S. Agency and Mortgage-Backed Securities indexes returned 3.06% and 3.78%, respectively. High-yield bonds also chipped in with a positive six-month return, despite a negative second quarter. Overall, the Merrill Lynch High Yield Master II Index gained 3.38% in the first half of 2001.

Foreign Bond Markets

In general, emerging-markets debt outperformed developed nation investment-grade government bonds during the past six months. The J.P. Morgan Emerging Markets Bond Index Global returned 5.82% in that time frame. Russia stood out among the index's top performers, helped by a continuation of economic reforms and several credit rating upgrades. Argentina was at the opposite end of the spectrum, plagued by its slumping economy and potential debt defaults. Meanwhile, international government bonds fell 6.78%, according to the Salomon Smith Barney Non-U.S. Dollar World Government Bond Index. European government bond performance was held back somewhat as the euro had a difficult time competing with the strong U.S. dollar.

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio - Initial Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value).

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity® VIP: Overseas -
Initial Class

-24.50%

6.26%

8.17%

MSCI EAFE

-23.40%

3.10%

6.49%

Variable Annuity
International Funds Average

-24.01%

4.94%

8.77%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Morgan Stanley Capital International Europe, Australasia, Far East (MSCI EAFE) Index - a market capitalization-weighted index of over 1,000 equity securities of companies domiciled in 20 countries that is designed to represent the performance of developed stock markets outside the United States and Canada. To measure how the Initial Class' performance stacked up against its peers, you can compare it to the variable annuity international funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 161 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

Foreign investments involve greater risks and potential rewards than U.S. investments. These risks include political and economic uncertainties of foreign countries, as well as the risk of currency fluctuations.

Past performance is no guarantee of future results. Principal and investment return will vary and you may have a gain or loss when you withdraw your money.


Understanding Performance

Many markets around the globe offer the potential for significant growth over time; however, investing in foreign markets means assuming greater risks than investing in the United States. Factors like changes in a country's financial markets, its local political and economic climate, and the fluctuating value of its currency create these risks. For these reasons an international fund's performance may be more volatile than a fund that invests exclusively in the United States.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity® Variable Insurance Products: Overseas Portfolio - Initial Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $21,925 - a 119.25% increase on the initial investment. For comparison, look at how the Morgan Stanley Capital International EAFE Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $18,756 - an 87.56% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

TotalFinaElf SA Series B (France)

4.0

Vodafone Group PLC (United Kingdom)

2.9

GlaxoSmithKline PLC (United Kingdom)

2.4

Nestle SA (Reg.) (Switzerland)

2.4

Sony Corp. (Japan)

2.0

13.7

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Financials

20.6

Information Technology

15.5

Telecommunication Services

10.5

Consumer Discretionary

10.0

Health Care

9.9

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Top Five Countries as of June 30, 2001

(excluding cash equivalents)

% of fund's
net assets

Japan

23.3

United Kingdom

13.4

France

12.4

Netherlands

7.5

Germany

7.3

Percentages are adjusted for the effect of open futures contracts, if applicable.

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio - Service Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class shares took place on November 3, 1997. Performance for Service Class shares reflects an asset based distribution fee (12b-1 fee), and returns prior to November 3, 1997 are those of Initial Class and do not include the effects of Service Class' 12b-1 fee. Had Service Class shares' 12b-1 fee been reflected, returns prior to November 3, 1997 would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Overseas -
Service Class

-24.60%

6.18%

8.13%

MSCI EAFE

-23.40%

3.10%

6.49%

Variable Annuity
International Funds Average

-24.01%

4.94%

8.77%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Morgan Stanley Capital International Europe, Australasia, Far East (MSCI EAFE) Index - a market capitalization-weighted index of over 1,000 equity securities of companies domiciled in 20 countries that is designed to represent the performance of developed stock markets outside the United States and Canada. To measure how the Service Class' performance stacked up against its peers, you can compare it to the variable annuity international funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 161 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

Foreign investments involve greater risks and potential rewards than U.S. investments. These risks include political and economic uncertainties of foreign countries, as well as the risk of currency fluctuations.

Past performance is no guarantee of future results. Principal and investment return will vary and you may have a gain or loss when you withdraw your money.


Understanding Performance

Many markets around the globe offer the potential for significant growth over time; however, investing in foreign markets means assuming greater risks than investing in the United States. Factors like changes in a country's financial markets, its local political and economic climate, and the fluctuating value of its currency create these risks. For these reasons an international fund's performance may be more volatile than a fund that invests exclusively in the United States.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: Overseas Portfolio - Service Class on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $21,847 - a 118.47% increase on the initial investment. For comparison, look at how the Morgan Stanley Capital International EAFE Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $18,756 - an 87.56% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

TotalFinaElf SA Series B (France)

4.0

Vodafone Group PLC (United Kingdom)

2.9

GlaxoSmithKline PLC (United Kingdom)

2.4

Nestle SA (Reg.) (Switzerland)

2.4

Sony Corp. (Japan)

2.0

13.7

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Financials

20.6

Information Technology

15.5

Telecommunication Services

10.5

Consumer Discretionary

10.0

Health Care

9.9

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Top Five Countries as of June 30, 2001

(excluding cash equivalents)

% of fund's
net assets

Japan

23.3

United Kingdom

13.4

France

12.4

Netherlands

7.5

Germany

7.3

Percentages are adjusted for the effect of open futures contracts, if applicable.

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio - Service Class 2

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflects an asset based distribution fee (12b-1 fee). Returns from November 3, 1997 to January 12, 2000 are those of Service Class which reflect a different 12b-1 fee. Service Class 2 returns prior to November 3, 1997 are those of Initial Class, and do not include the effects of a 12b-1 fee. Had Service Class 2 shares' 12b-1 fee been reflected, returns prior to January 12, 2000 would have been lower.

Average Annual Total Returns

Periods ended
June 30, 2001

Past 1
year

Past 5
years

Past 10
years

Fidelity VIP: Overseas -
Service Class 2

-24.73%

6.12%

8.10%

MSCI EAFE

-23.40%

3.10%

6.49%

Variable Annuity
International Funds Average

-24.01%

4.94%

8.77%

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year.

You can compare the fund's returns to the performance of the Morgan Stanley Capital International Europe, Australasia, Far East (MSCI EAFE) Index - a market capitalization-weighted index of over 1,000 equity securities of companies domiciled in 20 countries that is designed to represent the performance of developed stock markets outside the United States and Canada. To measure how the Service Class 2's performance stacked up against its peers, you can compare it to the variable annuity international funds average, which reflects the performance of variable annuities with similar objectives tracked by Lipper Inc. The past six months average represents a peer group of 161 variable annuities. These benchmarks include reinvested dividends and capital gains, if any.

Figures for more than one year assume a steady compounded rate of return and are not the fund's year-by-year results, which fluctuated over the periods shown.

Performance numbers are net of all fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower.

Foreign investments involve greater risks and potential rewards than U.S. investments. These risks include political and economic uncertainties of foreign countries, as well as the risk of currency fluctuations.

Past performance is no guarantee of future results. Principal and investment return will vary and you may have a gain or loss when you withdraw your money.


Understanding Performance

Many markets around the globe offer the potential for significant growth over time; however, investing in foreign markets means assuming greater risks than investing in the United States. Factors like changes in a country's financial markets, its local political and economic climate, and the fluctuating value of its currency create these risks. For these reasons an international fund's performance may be more volatile than a fund that invests exclusively in the United States.

$10,000 Over 10 Years



$10,000 Over 10 Years: Let's say hypothetically that $10,000 was invested in Fidelity Variable Insurance Products: Overseas Portfolio - Service Class 2 on June 30, 1991. As the chart shows, by June 30, 2001, the value of the investment would have grown to $21,781 - a 117.81% increase on the initial investment. For comparison, look at how the Morgan Stanley Capital International EAFE Index did over the same period. With dividends and capital gains, if any, reinvested, the same $10,000 investment would have grown to $18,756 - an 87.56% increase.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

TotalFinaElf SA Series B (France)

4.0

Vodafone Group PLC (United Kingdom)

2.9

GlaxoSmithKline PLC (United Kingdom)

2.4

Nestle SA (Reg.) (Switzerland)

2.4

Sony Corp. (Japan)

2.0

13.7

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Financials

20.6

Information Technology

15.5

Telecommunication Services

10.5

Consumer Discretionary

10.0

Health Care

9.9

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Top Five Countries as of June 30, 2001

(excluding cash equivalents)

% of fund's
net assets

Japan

23.3

United Kingdom

13.4

France

12.4

Netherlands

7.5

Germany

7.3

Percentages are adjusted for the effect of open futures contracts, if applicable.

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio

Fund Talk: The Manager's Overview

(Portfolio Manager photograph)

An interview with Rick Mace, Portfolio Manager of Overseas Portfolio

Q. How did the fund perform, Rick?

A. For the six-month period that ended June 30, 2001, the fund outperformed the -14.45% return of the Morgan Stanley Capital International Europe, Australasia, Far East (MSCI® EAFE ®) Index. The fund's return also outperformed the Lipper Inc. variable annuity international funds average, which fell 14.34%. For the 12-month period that ended June 30, 2001, the fund lagged the MSCI EAFE index and the Lipper peer group, which declined 23.40% and 24.01%, respectively.

Q. What factors helped the fund outperform its index and peer group during the past six months?

A. Relatively good stock selection in the telecommunication services, information technology and financial sectors was the difference. Our overweighting of telecom stocks hurt the fund's performance on an absolute basis, but our mix of stocks in the sector outperformed those in the index. The same was true in technology, where we emphasized semiconductor stocks - such as Samsung Electronics in South Korea - that rebounded from weakness in 2000. Turning to financials, our overweighted positions in Japan's Nomura Securities and Nikko Securities did relatively well compared to other financials. These brokerage firms were major beneficiaries of proposed tax cuts on investment income derived from appreciated securities and dividends, a move aimed at attracting more retail investors to the nation's faltering stock market.

Q. What other strategies did you pursue during the six-month period?

A. Given the poor market environment, it was difficult to find good investment ideas. However, I did a number of things. I continued to consolidate the portfolio, reducing the number of names in the fund to focus on my favorite securities. This consolidation freed up a lot of cash in the fund, which I used to purchase futures contracts as a way of keeping the fund fully invested and diversified. Additionally, in another strategy that worked out well, I overweighted Japan relative to the MSCI EAFE index for most of the period, compared to an underweighting six months ago. As I have said in the past, this country positioning versus the index is a function of our bottom-up security selection process, and not a bet on an individual country. Elsewhere, I sold off our positions in oil tanker stocks - such as Teekay Shipping, based in the Marshall Islands, and U.S.-based Overseas Shipholding - because I felt the supply and demand fundamentals of oil grew less favorable, and I believed these stocks had reached their upside potential.

Q. What happened in the Japanese markets to cause you to look for more compelling opportunities in that country?

A. Basically, many Japanese stocks hit historically low valuations and I decided to buy them. Our team of international analysts has been doing a lot of historical valuation work, looking at past market corrections and economic slowdowns to determine a number of patterns, such as where stocks typically trough - or reach a bottom in their valuation. For example, energy stocks historically trough somewhere below the marginal cost of production. Our overweighting in Japan for much of the period was a direct result of this valuation work. We believed that a lot of stocks hit their valuation "buy" prices. The overweighting also was a result of my intention to make the fund more concentrated, and many of the best investment opportunities I found were in Japan.

Q. What were some of the fund's top-performing stocks? Which disappointed?

A. Top-contributor Samsung Electronics benefited from its cheap valuation and the market's cyclical perception that its share price had bottomed. The issuance of strong sales and earnings forecasts in the pharmaceuticals industry boosted shares of France-based drug company Sanofi-Synthelabo. The fund's biggest detractors were Finland's Nokia, the U.K.'s Vodafone and Sweden's Ericsson. These three telecom companies generally suffered from a slowdown in corporate capital spending on telecom equipment, massive restructuring costs and increased competitive pricing pressures.

Q. What's your outlook for the next six months, Rick?

A. I expect to continue to see volatile international equity markets, as various sectors vie for market leadership and global economies continue to struggle. While this market environment is challenging, it can provide rare opportunities to own very good companies at very cheap prices. Along with Fidelity's international research staff, I will be looking to identify these companies while keeping an eye on the corporate earnings front. The future performance of overseas stocks should be closely tied to the health of corporate earnings.

The views expressed in this report reflect those of the portfolio manager only through the end of the period of the report as stated on the cover. The manager's views are subject to change at any time based on market or other conditions. For more information, see page 2.


Fund Facts

Goal: seeks growth of capital primarily through investments in foreign securities

Start date: January 28, 1987

Size: as of June 30, 2001, more than
$2.1 billion

Manager: Richard Mace, since 1996; joined Fidelity in 1987

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio

Investments June 30, 2001

(Unaudited)

Showing Percentage of Net Assets

Common Stocks - 86.5%

Shares

Value (Note 1)

Australia - 2.7%

BHP Ltd.

954,093

$ 5,059,113

BHP Ltd. (a)

1,016,203

5,523,294

BRL Hardy Ltd.

598,360

3,191,148

Cable & Wireless Optus Ltd. (a)

4,076,100

7,717,682

News Corp. Ltd.

796,575

7,398,192

News Corp. Ltd. sponsored ADR

649,800

21,053,520

WMC Ltd.

1,670,100

8,165,374

TOTAL AUSTRALIA

58,108,323

Canada - 1.8%

Canadian Natural Resources Ltd.

274,100

8,119,805

Nortel Networks Corp.

971,652

8,832,317

Rio Alto Exploration Ltd. (a)

571,300

9,905,301

Talisman Energy, Inc.

312,500

11,919,997

TOTAL CANADA

38,777,420

Finland - 1.6%

Nokia AB

1,402,000

30,984,199

Sampo Oyj (A Shares)

327,500

2,796,352

TOTAL FINLAND

33,780,551

France - 10.9%

Alcatel SA (RFD)

87,300

1,810,602

Aventis SA

72,060

5,751,829

AXA SA de CV

740,104

21,158,863

BNP Paribas SA

274,240

23,951,814

Castorama Dubois Investissements SA

67,650

14,593,014

Nexans SA

76,900

1,862,026

Sanofi-Synthelabo SA

575,700

37,906,391

Suez SA

246,500

7,958,203

Television Francaise 1 SA

113,340

3,318,280

TotalFinaElf SA Series B

626,944

87,809,781

Vivendi Environnement

248,000

10,473,937

Vivendi Universal SA

331,300

19,379,380

TOTAL FRANCE

235,974,120

Germany - 4.8%

Allianz AG (Reg. D)

86,700

25,394,395

BASF AG

266,500

10,551,097

Deutsche Boerse AG

126,710

4,489,122

Deutsche Lufthansa AG (Reg.)

383,700

6,066,702

Deutsche Telekom AG (Reg.)

544,760

12,366,054

Infineon Technologies AG

72,700

1,710,916

Muenchener Rueckversicherungs-Gesellschaft
AG (Reg.)

36,000

10,068,780

SAP AG

119,300

16,613,472

Schering AG (a)

167,200

8,807,293

Siemens AG (Reg. D)

141,900

8,740,472

TOTAL GERMANY

104,808,303

Hong Kong - 2.7%

China Mobile (Hong Kong) Ltd. (a)

4,883,500

26,165,790

Shares

Value (Note 1)

China Unicom Ltd. sponsored ADR

461,600

$ 8,170,320

CNOOC Ltd.

3,628,000

3,441,993

Hutchison Whampoa Ltd.

1,552,600

15,675,489

Johnson Electric Holdings Ltd.

3,368,000

4,620,264

TOTAL HONG KONG

58,073,856

Ireland - 1.3%

Bank of Ireland, Inc.

1,360,338

13,522,195

Elan Corp. PLC sponsored ADR (a)

230,700

14,072,700

TOTAL IRELAND

27,594,895

Israel - 0.4%

Check Point Software
Technologies Ltd. (a)

176,450

8,940,722

Italy - 1.5%

Olivetti Spa

1,883,500

3,357,265

San Paolo IMI Spa

241,600

3,136,424

Telecom Italia Spa

2,058,124

18,111,499

Unicredito Italiano Spa

2,037,700

8,813,692

TOTAL ITALY

33,418,880

Japan - 21.3%

Advantest Corp.

30,400

2,605,645

Anritsu Corp.

473,000

7,148,853

Asahi Breweries Ltd.

602,000

6,752,710

Asahi Chemical Industry Co. Ltd.

527,000

2,214,144

Canon, Inc.

610,000

25,009,999

Credit Saison Co. Ltd.

463,300

11,255,604

Daiwa Securities Group, Inc.

1,821,000

19,053,920

Fujitsu Ltd.

790,000

8,297,787

Furukawa Electric Co. Ltd.

896,000

7,148,172

Hitachi Ltd.

663,000

6,546,462

Ito-Yokado Co. Ltd.

499,000

23,005,532

JAFCO Co. Ltd.

126,900

12,118,176

Japan Telecom Co. Ltd.

227

4,713,999

KDDI Corp.

1,067

4,979,105

Konami Corp.

113,300

5,168,994

Kyocera Corp.

173,500

15,450,175

Matsushita Electric Industrial Co. Ltd.

504,000

7,963,200

Mitsubishi Electric Corp.

2,546,000

12,615,683

Mitsubishi Estate Co. Ltd. (a)

646,000

5,941,004

Mitsui Fudosan Co. Ltd.

288,000

3,103,528

NEC Corp.

790,000

10,673,107

Nikko Securities Co. Ltd.

4,510,000

36,124,839

Nikon Corp.

232,000

2,202,437

Nippon Telegraph & Telephone Corp.

4,130

21,971,599

Nomura Securities Co. Ltd.

1,846,000

35,374,758

NTT DoCoMo, Inc.

635

11,048,348

ORIX Corp.

208,500

20,278,263

Rohm Co. Ltd.

57,700

8,965,891

Sony Corp.

668,200

43,967,559

Sumitomo Electric Industries Ltd.

328,000

3,718,666

Takeda Chemical Industries Ltd. (a)

540,000

25,112,251

Terumo Corp.

47,300

868,481

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Tokyo Electron Ltd.

42,500

$ 2,572,763

Toshiba Corp.

2,990,000

15,798,669

Toyota Motor Corp.

779,400

27,454,364

Yamanouchi Pharmaceutical Co. Ltd.

117,000

3,283,355

TOTAL JAPAN

460,508,042

Korea (South) - 1.8%

Hynix Semiconductor, Inc. (a)

2,266,580

4,871,273

Hynix Semiconductor, Inc. unit (a)(c)

467,800

5,028,850

Samsung Electronics Co. Ltd.

165,600

24,448,442

SK Telecom Co. Ltd. sponsored ADR

253,200

4,279,080

TOTAL KOREA (SOUTH)

38,627,645

Netherlands - 7.5%

Akzo Nobel NV

169,500

7,200,360

ASML Holding NV (a)

301,900

6,794,532

Heineken NV

149,250

6,039,617

ING Groep NV
(Certificaten Van Aandelen)

432,462

28,364,802

Koninklijke Ahold NV

993,687

31,236,750

Koninklijke Philips Electronics NV

696,924

18,538,859

Royal Dutch Petroleum Co.
(Hague Registry)

654,400

38,138,434

STMicroelectronics NV (NY Shares)

102,400

3,481,600

Unilever NV (Certificaten
Van Aandelen) (a)

105,700

6,358,033

Vendex KBB NV

699,457

8,913,880

VNU NV

106,700

3,626,093

Wolters Kluwer NV
(Certificaten Van Aandelen)

119,800

3,231,581

TOTAL NETHERLANDS

161,924,541

Norway - 0.2%

Norsk Hydro AS

125,300

5,316,214

Singapore - 0.8%

Chartered Semiconductor
Manufacturing Ltd. ADR (a)

368,100

9,309,249

Overseas Union Bank Ltd.

862,296

4,468,712

United Overseas Bank Ltd.

539,472

3,402,209

TOTAL SINGAPORE

17,180,170

Spain - 2.3%

Banco Popular Espanol SA (Reg.)

187,600

6,581,005

Banco Santander Central Hispano SA

1,723,968

15,672,110

Telefonica SA

2,166,800

26,803,697

TOTAL SPAIN

49,056,812

Sweden - 0.7%

Telefonaktiebolaget LM Ericsson AB
(B Shares)

2,872,600

15,483,314

Switzerland - 6.5%

Credit Suisse Group (Reg.)

146,734

24,176,134

Shares

Value (Note 1)

Julius Baer Holding AG (Bearer)

982

$ 3,786,189

Nestle SA (Reg.)

240,520

51,228,681

Novartis AG (Reg.)

434,970

15,776,302

Swiss Reinsurance Co. (Reg.)

3,270

6,549,116

Swisscom AG

20,580

4,911,202

UBS AG (Reg. D)

122,658

17,610,502

Zurich Financial Services AG

48,440

16,556,298

TOTAL SWITZERLAND

140,594,424

Taiwan - 2.8%

Siliconware Precision Industries Co. Ltd.

8,255,000

4,675,356

Taiwan Semiconductor
Manufacturing Co. Ltd.

14,837,166

27,579,977

United Microelectronics Corp.

19,136,400

25,400,333

Winbond Electronics Corp.

3,111,000

2,611,324

TOTAL TAIWAN

60,266,990

United Kingdom - 11.9%

Amvescap PLC

280,900

4,910,012

AstraZeneca PLC

260,200

12,164,350

BHP Billiton PLC

3,156,500

15,826,304

British Telecommunications PLC

1,344,900

8,694,769

Carlton Communications PLC

1,076,700

5,120,329

Diageo PLC

760,700

8,397,923

GlaxoSmithKline PLC

1,872,894

52,628,331

HSBC Holdings PLC
(United Kingdom) (Reg.)

1,214,200

14,546,120

Lloyds TSB Group PLC

4,214,300

42,438,908

Reed International PLC

537,300

4,790,946

Rio Tinto PLC (Reg. D)

594,700

10,622,363

Shell Transport & Trading Co. PLC
(Reg. D)

871,900

7,265,839

Spirent PLC

1,081,100

3,381,598

Vodafone Group PLC

27,979,103

62,533,109

WPP Group PLC

465,700

4,613,899

TOTAL UNITED KINGDOM

257,934,800

United States of America - 3.0%

Bristol-Myers Squibb Co.

430,600

22,520,380

Micron Technology, Inc. (a)

567,100

23,307,810

Pfizer, Inc.

374,600

15,002,730

Phelps Dodge Corp.

81,200

3,369,800

TOTAL UNITED STATES OF AMERICA

64,200,720

TOTAL COMMON STOCKS

(Cost $1,866,412,662)

1,870,570,742

Investment Companies - 0.1%

Multi-National - 0.1%

European Warrant Fund, Inc.
(Cost $5,021,599)

306,000

1,897,200

Government Obligations - 1.5%

Moody's Ratings (unaudited)

Principal Amount (e)

Value
(Note 1)

Germany - 1.0%

Germany Federal Republic 4.45% 7/13/01

-

EUR

24,000,000

$ 20,357,775

United States of America - 0.5%

U.S. Treasury Bills, yield at date of purchase 3.54% to 3.68% 7/12/01 to 8/16/01 (d)

-

11,500,000

11,453,633

TOTAL GOVERNMENT OBLIGATIONS

(Cost $32,716,175)

31,811,408

Cash Equivalents - 20.0%

Shares

Fidelity Cash Central Fund, 4.09% (b)

252,041,856

252,041,856

Fidelity Securities Lending
Cash Central Fund, 4.02% (b)

180,436,325

180,436,325

TOTAL CASH EQUIVALENTS

(Cost $432,478,181)

432,478,181

TOTAL INVESTMENT PORTFOLIO - 108.1%

(Cost $2,336,628,617)

2,336,757,531

NET OTHER ASSETS - (8.1)%

(174,343,346)

NET ASSETS - 100%

$ 2,162,414,185

Futures Contracts

Expiration Date

Underlying Face Amount at Value

Unrealized Gain/(Loss)

Purchased

741 CAC 40 Index Contracts (France)

Sept. 2001

$ 33,048,416

$ 112,285

248 DAX 30 Index Contracts (Germany)

Sept. 2001

32,210,885

(893,741)

867 Dow Jones Euro Stoxx 50 Index Contracts

Sept. 2001

31,600,277

(1,533,476)

409 FTSE 100 Index Contracts (United Kingdom)

Sept. 2001

32,712,404

(1,810,443)

138 Nikkei 225 Index Contracts (Japan)

Sept. 2001

8,914,800

69,277

334 Topix Index Contracts (Japan)

Sept. 2001

34,706,862

(339,063)

$ 173,193,644

$ (4,395,161)

The face value of futures purchased as a percentage of net assets - 8%

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

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

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $5,028,850 or 0.2% of net assets.

(d) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $11,228,838.

(e) Principal amount is stated in United States dollars unless otherwise noted.

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $989,597,072 and $1,118,033,215, respectively.

The market value of futures contracts opened and closed during the
period amounted to $572,681,490 and $420,666,736, respectively.

The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of Fidelity Management & Research Company. The commissions paid to these affiliated firms were $6,925 for the period.

The fund participated in the security lending program during the period. At period end the fund received as collateral U.S. Treasury obligations valued
at $12,966,274.

Income Tax Information

At June 30, 2001, the aggregate cost of investment securities for income tax purposes was $2,363,260,925. Net unrealized depreciation aggregated $26,503,394, of which $270,270,441 related to appreciated investment securities and $296,773,835 related to depreciated investment securities.

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

Overseas Portfolio

Fidelity Variable Insurance Products: Overseas Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2001 (Unaudited)

Assets

Investment in securities, at value (including securities loaned
of $184,695,932)
(cost $2,336,628,617) -
See accompanying schedule

$ 2,336,757,531

Cash

13,301

Foreign currency held at value
(cost $31,931,785)

31,015,361

Receivable for investments sold

6,433,255

Receivable for fund shares sold

1,934,134

Dividends receivable

3,702,422

Interest receivable

897,847

Receivable for daily variation on futures contracts

1,894,505

Other receivables

192,113

Total assets

2,382,840,469

Liabilities

Payable for investments purchased

$ 24,530,070

Payable for fund shares redeemed

13,747,413

Accrued management fee

1,318,457

Distribution fees payable

27,022

Other payables and
accrued expenses

366,997

Collateral on securities loaned,
at value

180,436,325

Total liabilities

220,426,284

Net Assets

$ 2,162,414,185

Net Assets consist of:

Paid in capital

$ 2,328,658,059

Distributions in excess of net investment income

(88,471,969)

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

(72,401,385)

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

(5,370,520)

Net Assets

$ 2,162,414,185

Initial Class:
Net Asset Value, offering price
and redemption price per share
($1,850,314,154 ÷
118,645,989 shares)

$15.60

Service Class:
Net Asset Value, offering price
and redemption price per share
($293,365,903 ÷ 18,864,733
shares)

$15.55

Service Class 2:
Net Asset Value, offering price
and redemption price per share
($18,734,128 ÷ 1,209,369
shares)

$15.49

Statement of Operations

Six months ended June 30, 2001 (Unaudited)

Investment Income

Dividends

$ 20,601,997

Interest

9,082,136

Security lending

727,320

30,411,453

Less foreign taxes withheld

(3,064,834)

Total income

27,346,619

Expenses

Management fee

$ 8,627,540

Transfer agent fees

775,122

Distribution fees

158,755

Accounting and security lending fees

576,107

Custodian fees and expenses

523,125

Registration fees

1,728

Audit

48,197

Legal

5,593

Reports to shareholders

232,881

Miscellaneous

701

Total expenses before reductions

10,949,749

Expense reductions

(661,887)

10,287,862

Net investment income

17,058,757

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

(130,955,286)

Foreign currency transactions

(741,626)

Futures contracts

(1,775,736)

(133,472,648)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(158,480,845)

Assets and liabilities in
foreign currencies

(1,049,619)

Futures contracts

(2,493,578)

(162,024,042)

Net gain (loss)

(295,496,690)

Net increase (decrease) in net assets resulting from operations

$ (278,437,933)

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

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

Six months ended
June 30, 2001
(Unaudited)

Year ended
December 31,
2000

Operations
Net investment income

$ 17,058,757

$ 24,067,131

Net realized gain (loss)

(133,472,648)

265,613,586

Change in net unrealized appreciation (depreciation)

(162,024,042)

(848,849,479)

Net increase (decrease) in net assets resulting from operations

(278,437,933)

(559,168,762)

Distributions to shareholders
From net investment income

(28,968,027)

(34,503,154)

In excess of net investment income

(91,583,892)

(6,990,235)

From net realized gain

(190,776,039)

(261,723,629)

Total distributions

(311,327,958)

(303,217,018)

Share transactions - net increase (decrease)

215,064,932

518,278,056

Total increase (decrease) in net assets

(374,700,959)

(344,107,724)

Net Assets

Beginning of period

2,537,115,144

2,881,222,868

End of period (including under (over) distribution of net investment income of $(88,471,969) and
$11,909,270, respectively)

$ 2,162,414,185

$ 2,537,115,144

Other Information:

Six months ended June 30, 2001
(Unaudited)

Year ended
December 31, 2000

Shares

Dollars

Shares

Dollars

Share transactions
Initial Class
Sold

109,651,878

$ 1,903,147,125

180,026,822

$ 4,102,377,245

Reinvested

15,519,663

275,163,625

11,650,005

284,959,118

Redeemed

(119,910,078)

(2,073,704,388)

(178,033,342)

(4,052,515,974)

Net increase (decrease)

5,261,463

$ 104,606,362

13,643,485

$ 334,820,389

Service Class
Sold

57,275,196

$ 966,249,746

68,519,615

$ 1,560,576,350

Reinvested

1,933,710

34,207,331

747,241

18,247,616

Redeemed

(53,243,095)

(900,457,119)

(61,639,680)

(1,408,864,371)

Net increase (decrease)

5,965,811

$ 99,999,958

7,627,176

$ 169,959,595

Service Class 2 A
Sold

1,783,928

$ 30,258,744

734,419

$ 15,878,729

Reinvested

110,941

1,957,001

421

10,284

Redeemed

(1,305,951)

(21,757,133)

(114,389)

(2,390,941)

Net increase (decrease)

588,918

$ 10,458,612

620,451

$ 13,498,072

Distributions
From net investment income
Initial Class

$ 25,621,675

$ 32,471,354

Service Class

3,164,127

2,030,655

Service Class 2 A

182,225

1,145

Total

$ 28,968,027

$ 34,503,154

In excess of net investment income
Initial Class

$ 81,004,230

$ 6,578,599

Service Class

10,003,549

411,405

Service Class 2 A

576,113

231

Total

$ 91,583,892

$ 6,990,235

From net realized gain
Initial Class

$ 168,537,721

$ 245,909,165

Service Class

21,039,655

15,805,556

Service Class 2 A

1,198,663

8,908

Total

$ 190,776,039

$ 261,723,629

$ 311,327,958

$ 303,217,018

A Service Class 2 commenced sale of shares January 12, 2000.

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

Overseas Portfolio

Financial Highlights - Initial Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997

1996

Net asset value, beginning of period

$ 20.00

$ 27.44

$ 20.06

$ 19.20

$ 18.84

$ 17.06

Income from Investment Operations

Net investment income D

.12

.19 F

.24

.23

.30

.32 G

Net realized and unrealized gain (loss)

(2.12)

(4.93)

7.95

2.13

1.70

1.88

Total from investment operations

(2.00)

(4.74)

8.19

2.36

2.00

2.20

Less Distributions

From net investment income

(.22)

(.31)

(.31)

(.38)

(.33)

(.20)

In excess of net investment income

(.71)

(.06)

-

-

-

-

From net realized gain

(1.47)

(2.33)

(.50)

(1.12)

(1.31)

(.22)

Total distributions

(2.40)

(2.70)

(.81)

(1.50)

(1.64)

(.42)

Net asset value, end of period

$ 15.60

$ 20.00

$ 27.44

$ 20.06

$ 19.20

$ 18.84

Total Return B, C

(11.44)%

(19.07)%

42.55%

12.81%

11.56%

13.15%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 1,850,314

$ 2,267,507

$ 2,736,851

$ 2,074,843

$ 1,926,322

$ 1,667,601

Ratio of expenses to average net assets

.92% A

.89%

.91%

.91%

.92%

.93%

Ratio of expenses to average net assets after all
expense reductions

.86% A, H

.87% H

.87% H

.89% H

.90% H

.92% H

Ratio of net investment income to average net assets

1.47% A

.84%

1.10%

1.19%

1.55%

1.84%

Portfolio turnover rate

100% A

136%

78%

84%

67%

92%

Financial Highlights - Service Class

Six months ended June 30, 2001

Years ended December 31,

Selected Per-Share Data

(Unaudited)

2000

1999

1998

1997 E

Net asset value, beginning of period

$ 19.94

$ 27.39

$ 20.04

$ 19.20

$ 19.36

Income from Investment Operations

Net investment income D

.11

.17 F

.22

.15

.01

Net realized and unrealized gain (loss)

(2.11)

(4.93)

7.94

2.19

(.17)

Total from investment operations

(2.00)

(4.76)

8.16

2.34

(.16)

Less Distributions

From net investment income

(.22)

(.30)

(.31)

(.38)

-

In excess of net investment income

(.70)

(.06)

-

-

-

From net realized gain

(1.47)

(2.33)

(.50)

(1.12)

-

Total distributions

(2.39)

(2.69)

(.81)

(1.50)

-

Net asset value, end of period

$ 15.55

$ 19.94

$ 27.39

$ 20.04

$ 19.20

Total Return B, C

(11.48)%

(19.18)%

42.44%

12.69%

(0.83)%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 293,366

$ 257,257

$ 144,371

$ 34,720

$ 931

Ratio of expenses to average net assets

1.02% A

.99%

1.01%

1.01%

1.02% A

Ratio of expenses to average net assets after all expense reductions

.96% A, H

.97% H

.98% H

.97% H

1.01% A, H

Ratio of net investment income to average net assets

1.36% A

.74%

1.00%

.80%

.31% A

Portfolio turnover rate

100% A

136%

78%

84%

67%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income per share has been calculated based on average shares outstanding during the period.

E For the period November 3, 1997 (commencement of sale of Service Class shares) to December 31, 1997.

F Investment income per share reflects a special dividend which amounted to $.04 per share.

G Investment income per share reflects a special dividend which amounted to $.05 per share.

H FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended June 30, 2001

Year ended December 31,

Selected Per-Share Data

(Unaudited)

2000 E

Net asset value, beginning of period

$ 19.91

$ 26.16

Income from Investment Operations

Net investment income D

.10

.12 F

Net realized and unrealized gain (loss)

(2.12)

(3.68)

Total from investment operations

(2.02)

(3.56)

Less Distributions

From net investment income

(.22)

(.30)

In excess of net investment income

(.71)

(.06)

From net realized gain

(1.47)

(2.33)

Total distributions

(2.40)

(2.69)

Net asset value, end of period

$ 15.49

$ 19.91

Total Return B, C

(11.61)%

(15.50)%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 18,734

$ 12,351

Ratio of expenses to average net assets

1.18% A

1.15% A

Ratio of expenses to average net assets after all expense reductions

1.12% A, G

1.13% A, G

Ratio of net investment income to average net assets

1.21% A

.58% A

Portfolio turnover rate

100% A

136%

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income per share has been calculated based on average shares outstanding during the period.

E For the period January 12, 2000 (commencement of sale of Service Class 2 shares) to December 31, 2000.

F Investment income per share reflects a special dividend which amounted to $.04 per share.

G FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

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

Overseas Portfolio

Notes to Financial Statements

For the period ended June 30, 2001 (Unaudited)

1. Significant Accounting Policies.

Overseas Portfolio (the fund) is a fund of Variable Insurance Products Fund (the trust) (referred to in this report as Fidelity Variable Insurance Products: Overseas Portfolio) 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. Shares of the fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. 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 distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Each class calculates its net asset value per share as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Securities for which quotations are readily available are valued using the official closing price or at the last sale price in the principal market in which they are traded. If the last sale price (on the local exchange) is unavailable, the last evaluated quote or closing bid price normally is used. If trading or events occurring in other markets after the close of the principal market in which securities are traded are expected to materially affect the value of those securities, then they are valued at their fair value taking this trading or these events into account. Fair value is determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Securities (including restricted securities) for which quotations are not readily available are valued primarily using dealer-supplied valuations or at their fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost or original cost plus accrued interest, both of which approximate current value. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency Translation. The accounting records of the fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing rates of exchange at period end. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.

Net realized gains and losses on foreign currency transactions represent net gains and losses from sales and maturities of foreign currency contracts, disposition of foreign currencies, the difference between the amount of net investment income accrued and the U.S. dollar amount actually received, and gains and losses between trade and settlement date on purchases and sales of securities. The effects of changes in foreign currency exchange rates on investments in securities are included with the net realized and unrealized gain or loss on investment securities.

Income Taxes. As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, the fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The Schedule of Investments includes information regarding income taxes, if any, under the caption "Income Tax Information."

Investment Income. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

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

Distributions to Shareholders. Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Distributions to Shareholders - continued

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for futures transactions, passive foreign investment companies (PFIC), foreign currency transactions, non-taxable dividends and losses deferred due to wash sales.

Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to paid in capital. Distributions in excess of net investment income and accumulated undistributed net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year.

Security Transactions. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost.

2. Operating Policies.

Foreign Currency Contracts. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms. The U.S. dollar value of foreign currency contracts is determined using contractual currency exchange rates established at the time of each trade.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the funds, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

Futures Contracts. The fund may use futures contracts to manage its exposure to the stock markets and to fluctuations in currency values. Buying futures tends to increase the fund's exposure to the underlying instrument, while selling futures tends to decrease the fund's exposure to the underlying instrument or hedge other fund investments. Futures contracts involve, to varying degrees, risk of loss in excess of the futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contracts' terms. Gains (losses) are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

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

3. Purchases and Sales of Investments.

Information regarding purchases and sales of securities and the market value of futures contracts opened and closed, is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

4. Fees and Other Transactions with Affiliates.

Management Fee. As the fund's investment adviser, FMR receives a monthly fee that is calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of the fund. The group fee rate is the weighted average of a series of rates and is based on the monthly average net assets of all the mutual funds advised by FMR. The rates ranged from .2167% to .5200% for the period. The annual individual fund fee rate is .45%. In the event that these rates were lower than the contractual rates in effect during the period, FMR voluntarily implemented the above rates, as they resulted in the same or a lower management fee. For the period, the management fee was equivalent to an annualized rate of .73% of average net assets.

Overseas Portfolio

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

Sub-Adviser Fee. FMR Co., Inc. (FMRC) serves as a sub-adviser for the fund. FMRC may provide investment research and advice and may also provide investment advisory services for the fund. FMR, on behalf of the fund, has also entered into sub-advisory agreements with Fidelity Management & Research (U.K.) Inc., Fidelity Management & Research (Far East) Inc., and Fidelity International Investment Advisors. FMR may receive investment advice and research services and may grant the sub-advisers investment management authority to buy and sell securities. FMR pays its sub-advisers either a portion of its management fee or a fee based on costs incurred for these services.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Board of Trustees has adopted separate Distribution and Service Plans with respect to each Service Class of shares (collectively referred to as "the Plans"). Under certain of the Plans, the class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a 12b-1 fee. For the period, this fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets. Initial Class shares are not subject to a 12b-1 fee.

For the period, each class paid FDC the following amounts, all of which was reallowed to insurance companies, for the distribution of shares and providing shareholder support services.

Service Class

$ 138,038

Service Class 2

20,717

$ 158,755

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees of the fund were equivalent to an annualized rate of .07% of average net assets.

For the period, the following amounts were paid to FIIOC:

Initial Class

$ 677,203

Service Class

91,800

Service Class 2

6,119

$ 775,122

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

Fidelity Cash Central Funds. Pursuant to an Exemptive Order issued by the SEC, the fund may invest in the Fidelity Cash Central Fund and the Fidelity Securities Lending Cash Central Fund (the Cash Funds) managed by Fidelity Investments Money Management, Inc., an affiliate of FMR. The Cash Funds are open-end money market funds available only to investment companies and other accounts managed by FMR and its affiliates. The Cash Funds seek preservation of capital, liquidity, and current income and do not pay a management fee. Income distributions from the Cash Funds are declared daily and paid monthly from net investment income. Income distributions earned by the fund are recorded as either interest income or security lending income in the accompanying financial statements.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $3.475 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. The fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities. Additional information regarding security lending is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

Overseas Portfolio

Notes to Financial Statements (Unaudited) - continued

7. Expense Reductions.

Certain security trades were directed to brokers who paid $661,848 of the fund's expenses. 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, credits reduced the fund's custody expenses by $39.

8. Beneficial Interest.

At the end of the period, Fidelity Investments Life Insurance Company and its subsidiaries (FILI), affiliates of FMR, were the record owners of approximately 12% of the outstanding shares of the fund. In addition, one unaffiliated insurance company was record owner of 33% of the total outstanding shares of the fund.

Overseas Portfolio

Proxy Voting Results

A special meeting of the fund's shareholders was held on March 29, 2001. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To continue the effectiveness of the Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,776,348,518.30

92.680

Against

448,126,395.47

1.677

Abstain

1,508,636,275.13

5.643

TOTAL

26,733,111,188.90

100.000

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Declaration of Trust.*

# of
Votes Cast

% of
Votes Cast

Affirmative

24,496,494,437.66

91.634

Against

707,781,202.09

2.647

Abstain

1,528,835,549.15

5.719

TOTAL

26,733,111,188.90

100.000

PROPOSAL 3

To elect the fourteen nominees specified below as Trustees.*

# of
Votes Cast

% of
Votes Cast

J. Michael Cook

Affirmative

26,118,185,004.24

97.700

Withheld

614,926,184.66

2.300

TOTAL

26,733,111,188.90

100.000

Ralph F. Cox

Affirmative

26,095,601,985.58

97.615

Withheld

637,509,203.32

2.385

TOTAL

26,733,111,188.90

100.000

Phyllis Burke Davis

Affirmative

26,083,791,943.91

97.571

Withheld

649,319,244.99

2.429

TOTAL

26,733,111,188.90

100.000

Robert M. Gates

Affirmative

26,102,950,511.88

97.643

Withheld

630,160,677.02

2.357

TOTAL

26,733,111,188.90

100.000

Abigail P. Johnson

Affirmative

26,037,276,918.63

97.397

Withheld

695,834,270.27

2.603

TOTAL

26,733,111,188.90

100.000

Edward C. Johnson 3d

Affirmative

26,080,170,223.36

97.558

Withheld

652,940,965.54

2.442

TOTAL

26,733,111,188.90

100.000

Donald J. Kirk

Affirmative

26,106,883,271.10

97.657

Withheld

626,227,917.80

2.343

TOTAL

26,733,111,188.90

100.000

# of
Votes Cast

% of
Votes Cast

Marie L. Knowles

Affirmative

26,112,825,107.54

97.680

Withheld

620,286,081.36

2.320

TOTAL

26,733,111,188.90

100.000

Ned C. Lautenbach

Affirmative

26,118,368,287.41

97.700

Withheld

614,742,901.49

2.300

TOTAL

26,733,111,188.90

100.000

Peter S. Lynch

Affirmative

26,123,601,514.95

97.720

Withheld

609,509,673.95

2.280

TOTAL

26,733,111,188.90

100.000

Marvin L. Mann

Affirmative

26,109,956,160.87

97.669

Withheld

623,155,028.03

2.331

TOTAL

26,733,111,188.90

100.000

William O. McCoy

Affirmative

26,111,093,172.07

97.673

Withheld

622,018,016.83

2.327

TOTAL

26,733,111,188.90

100.000

Robert C. Pozen

Affirmative

26,115,314,548.99

97.689

Withheld

617,796,639.91

2.311

TOTAL

26,733,111,188.90

100.000

William S. Stavropoulos

Affirmative

26,080,088,758.45

97.557

Withheld

653,022,430.45

2.443

TOTAL

26,733,111,188.90

100.000

PROPOSAL 4

To ratify the selection of PricewaterhouseCoopers LLP as independent accountants of the fund.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,815,569,546.71

94.215

Against

25,464,262.95

1.321

Abstain

86,021,534.20

4.464

TOTAL

1,927,055,343.86

100.000

PROPOSAL 6

To approve an amended sub-advisory agreement with Fidelity Management & Research (U.K.) Inc. for High Income Portfolio and Overseas Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,775,689,405.28

92.145

Against

44,179,285.29

2.293

Abstain

107,186,653.29

5.562

TOTAL

1,927,055,343.86

100.000

PROPOSAL 7

To approve an amended sub-advisory agreement with Fidelity Management & Research (Far East) Inc. for High Income Portfolio and Overseas Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,774,000,083.53

92.058

Against

45,297,103.43

2.350

Abstain

107,758,156.90

5.592

TOTAL

1,927,055,343.86

100.000

PROPOSAL 8

To approve an amended sub-advisory agreement with Fidelity International Investment Advisors (FIIA) for Overseas Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,774,591,133.57

92.088

Against

44,316,720.04

2.300

Abstain

108,147,490.25

5.612

TOTAL

1,927,055,343.86

100.000

PROPOSAL 9

To approve an amended sub-advisory agreement between Fidelity International Investment Advisors (FIIA) and Fidelity International Investment Advisors U.K. Limited (FIIA(U.K.)L) for Overseas Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,771,807,754.08

91.944

Against

44,657,180.60

2.317

Abstain

110,590,409.18

5.739

TOTAL

1,927,055,343.86

100.000

PROPOSAL 10

To approve a new sub-advisory agreement between Fidelity International Investment Advisors (FIIA) and Fidelity Investments Japan Limited (FIJ) for Overseas Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,770,295,043.97

91.865

Against

45,881,834.47

2.381

Abstain

110,878,465.42

5.754

TOTAL

1,927,055,343.86

100.000

PROPOSAL 12

To eliminate a fundamental investment policy for
Overseas Portfolio.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,726,857,388.38

89.611

Against

83,196,273.38

4.317

Abstain

117,001,682.10

6.072

TOTAL

1,927,055,343.86

100.000

PROPOSAL 13

To amend the fund's fundamental investment limitation concerning underwriting.

# of
Votes Cast

% of
Votes Cast

Affirmative

1,759,986,437.38

91.330

Against

51,725,023.93

2.685

Abstain

115,343,882.55

5.985

TOTAL

1,927,055,343.86

100.000

*Denotes trust-wide proposals and voting results.

Overseas Portfolio

Semiannual Report

Overseas Portfolio

Overseas Portfolio

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

Officers

Edward C. Johnson 3d, President

Abigail P. Johnson, Senior Vice President

Phillip L. Bullen, Vice President

Richard R. Mace Jr., Vice President

Eric D. Roiter, Secretary

Robert A. Dwight, Treasurer

Marie F. Dwyer, Deputy Treasurer

John H. Costello, Assistant Treasurer

Paul F. Maloney, Assistant Treasurer

Thomas J. Simpson, Assistant Treasurer

Board of Trustees

J. Michael Cook *

Ralph F. Cox *

Phyllis Burke Davis *

Robert M. Gates *

Abigail P. Johnson

Edward C. Johnson 3d

Donald J. Kirk *

Marie L. Knowles *

Ned C. Lautenbach *

Peter S. Lynch

Marvin L. Mann *

William O. McCoy *

William S. Stavropoulos *

Advisory Board

Robert C. Pozen

* Independent trustees

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder Servicing Agent

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Custodian

The Chase Manhattan Bank
New York, NY

VIPOVRS-SANN-0801 141556
1.705696.103

Fidelity® Variable Insurance Products:

Value Portfolio

Semiannual Report

June 30, 2001

(2_fidelity_logos)(registered trademark)

Contents

Market Environment

3

A review of what happened in world markets during the past six months.

Performance and Investment Summary

4

How the fund has done over time, and an overview of the fund's investments at the end of the period.

Fund Talk

7

The manager's review of fund performance, strategy
and outlook.

Investments

8

A complete list of the fund's investments with their
market values.

Financial Statements

11

Statements of assets and liabilities, operations, and
changes in net assets, as well as financial highlights.

Notes

15

Notes to the financial statements.

Fidelity Variable Insurance Products are separate account options which are purchased through a variable insurance contract.

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

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

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

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

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

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

Neither the fund nor Fidelity Distributors Corporation is a bank.

The views expressed in this report reflect those of the fund's portfolio manager only through the end of the period of the report as stated on the cover 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.

Semiannual Report

Market Environment

There's an expression in financial quarters that says, "When the United States sneezes, the world catches cold." That would seem to be a pretty fair statement judging by the performance of the global economy during the six-month period ending June 30, 2001. Considering that more than a third of all goods sold in the U.S. are imports - compared to 20% a decade ago - the sharp deceleration of the domestic economy had far-reaching ramifications. Asia, the Pacific Rim, Europe and many other parts of the world - particularly technology exporters - were negatively affected by slowing U.S. demand. Higher energy costs also put a damper on global economic growth through the first half of 2001. The news was better in the second quarter of the year, at least for U.S. stocks. The second quarter gains of U.S. equity stock funds were the biggest since the fourth quarter of 1999, according to Lipper Inc.

U.S. Stock Markets

Despite extreme volatility during the first half of 2001, opportunities for strong returns were still abundant for equity investors. In short, big was anything but better during the first half of the year. Small- and mid-cap value stocks were the top performers, while large-cap growth fell from favor. The technology and telecommunications industries were the primary victims of this fallout. The "irrational exuberance" - a phrase coined by Federal Reserve Board chairman Alan Greenspan a few years ago to describe the extraordinary run-up in these new economy stocks - quickly evaporated as economic growth slowed and earnings disappointments piled up. In response, investors turned to the long-neglected value arena, where many companies demonstrated real earnings growth and reasonable valuations. A look at the numbers reveals the performance discrepancy between the large-cap growth and mid- to small-cap value styles: For the six-month period ending June 30, 2001, the Russell 2000® Value Index - a measure of small-cap value stock performance - gained 12.72%. Its large-cap growth counterpart, the Russell 1000® Growth Index, declined 14.24%. Other growth-oriented indexes demonstrated a similar shortfall. The large-cap weighted Standard & Poor's 500SM Index fell 6.70%, while the tech- and telecom-heavy NASDAQ Composite® Index lost 12.40%. The Dow Jones Industrial AverageSM, a blend of 30 blue-chip companies - 23 of which fall into the value category - finished the six-month period down 1.86%.

Foreign Stock Markets

The performance of international equity markets echoed that of their U.S. counterparts during the first half of 2001. Slowing economic growth led to a sell-off in the so-called TMT sectors - meaning technology, media and telecommunications. As a result, margin pressures and a decline in capital expenditures took a heavy toll on corporate earnings, causing the Morgan Stanley Capital InternationalSM Europe, Australasia and Far East (MSCI® EAFE®) Index to drop 14.45%. Europe accounted for much of the weakness. The global slowdown reduced export activity, and the European Central Bank's reluctance to cut interest rates due to inflation fears was greeted negatively by investors. Japan also suffered a sharp drop in exports, particularly in technology-related sectors. The Tokyo Stock Exchange Index (TOPIX), a benchmark of the Japanese stock market, fell 6.86%. On the other hand, South Korea posted one of the best performances, as the Korea Composite Stock Price Index (KOSPI) jumped 11.30% during the past six months thanks to renewed strength in semiconductor demand. Latin American stocks rebounded in the second quarter of 2001, helping the Morgan Stanley Capital International Emerging Markets Free - Latin America Index record a 6.16% gain for the first half of the year.

U.S. Bond Markets

Investment-grade bonds extended their recent dominance over most major stock indexes for the six-month period ending June 30, 2001. The Lehman Brothers Aggregate Bond Index - a popular measure of taxable-bond performance - returned 3.62% during this time frame. Treasuries relinquished market leadership to the spread sectors, particularly corporate bonds, which stormed out of the gates in 2001. Still, the Lehman Brothers Treasury Index returned 1.95%. Overwhelming evidence of deteriorating economic growth spurred the Federal Reserve Board to aggressively ease interest rates, with a total of six cuts during the first six months of 2001. This strong positive signal of support for the economy triggered one of the best months ever for corporate bonds in January. Further yield spread tightening in the spring ensured top billing for the Lehman Brothers Credit Bond Index, which returned 5.38%. Agencies benefited from reduced political risk surrounding government-sponsored enterprises, while a still-robust housing market aided discount mortgage securities. The Lehman Brothers U.S. Agency and Mortgage-Backed Securities indexes returned 3.06% and 3.78%, respectively. High-yield bonds also chipped in with a positive six-month return, despite a negative second quarter. Overall, the Merrill Lynch High Yield Master II Index gained 3.38% in the first half of 2001.

Foreign Bond Markets

In general, emerging-markets debt outperformed developed nation investment-grade government bonds during the past six months. The J.P. Morgan Emerging Markets Bond Index Global returned 5.82% in that time frame. Russia stood out among the index's top performers, helped by a continuation of economic reforms and several credit rating upgrades. Argentina was at the opposite end of the spectrum, plagued by its slumping economy and potential debt defaults. Meanwhile, international government bonds fell 6.78%, according to the Salomon Smith Barney Non-U.S. Dollar World Government Bond Index. European government bond performance was held back somewhat as the euro had a difficult time competing with the strong U.S. dollar.

Semiannual Report

Fidelity Variable Insurance Products: Value Portfolio - Initial Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). If Fidelity had not reimbursed certain fund expenses, the total returns would have been lower.

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year. Average annual total returns for Initial Class shares will appear once the fund is a year old. In addition, the growth of a hypothetical $10,000 investment in the fund will appear in the fund's next report six months from now.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

Mellon Financial Corp.

4.7

PNC Financial Services Group, Inc.

4.5

Exxon Mobil Corp.

4.0

Kimberly-Clark Corp.

2.3

Charles Schwab Corp.

2.2

17.7

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Financials

21.0

Industrials

18.6

Consumer Discretionary

15.0

Energy

7.5

Information Technology

7.1

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

92.3%

Short-Term
Investments and
Net Other Assets

7.7%



* Foreign investments

1.2%

Semiannual Report

Fidelity Variable Insurance Products: Value Portfolio - Service Class

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). If Fidelity had not reimbursed certain fund expenses, the total returns would have been lower.

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year. Average annual total returns for Service Class shares will appear once the fund is a year old. In addition, the growth of a hypothetical $10,000 investment in the fund will appear in the fund's next report six months from now.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

Mellon Financial Corp.

4.7

PNC Financial Services Group, Inc.

4.5

Exxon Mobil Corp.

4.0

Kimberly-Clark Corp.

2.3

Charles Schwab Corp.

2.2

17.7

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Financials

21.0

Industrials

18.6

Consumer Discretionary

15.0

Energy

7.5

Information Technology

7.1

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

92.3%

Short-Term
Investments and
Net Other Assets

7.7%



* Foreign investments

1.2%

Semiannual Report

Fidelity Variable Insurance Products: Value Portfolio - Service Class 2

Performance and Investment Summary

Performance

There are several ways to evaluate a fund's historical performance. You can look at the total percentage change in value, the average annual percentage change or the growth of a hypothetical $10,000 investment. Total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value). If Fidelity had not reimbursed certain fund expenses, the total returns would have been lower.

Average annual returns take the fund's cumulative return and show you what would have happened if the fund had performed at a constant rate each year. Average annual total returns for Service Class 2 shares will appear once the fund is a year old. In addition, the growth of a hypothetical $10,000 investment in the fund will appear in the fund's next report six months from now.


Understanding Performance

How a fund did yesterday is no guarantee of how it will do tomorrow. The stock market, for example, has a history of long-term growth and short-term volatility. In turn, the share price and return of a fund that invests in stocks will vary. That means if you sell your shares during a market downturn, you might lose money. But if you can ride out the market's ups and downs, you may have a gain.

Investment Summary

Top Five Stocks as of June 30, 2001

% of fund's
net assets

Mellon Financial Corp.

4.7

PNC Financial Services Group, Inc.

4.5

Exxon Mobil Corp.

4.0

Kimberly-Clark Corp.

2.3

Charles Schwab Corp.

2.2

17.7

Top Five Market Sectors as of June 30, 2001

% of fund's
net assets

Financials

21.0

Industrials

18.6

Consumer Discretionary

15.0

Energy

7.5

Information Technology

7.1

Effective with this report, industry classifications follow the MSCI®/S&P® Global Industry Classification Standard. This replaces the U.S. Standard Industrial Classification system that is being phased out.

Asset Allocation as of June 30, 2001

% of fund's net assets *

Stocks

92.3%

Short-Term
Investments and
Net Other Assets

7.7%



* Foreign investments

1.2%

Semiannual Report

Fidelity Variable Insurance Products: Value Portfolio

Fund Talk: The Manager's Overview

(Portfolio Manager photograph)

An interview with Steve DuFour, Portfolio Manager of Value Portfolio

Q. How did the fund perform, Steve?

A. From its inception on May 9, 2001, through June 30, 2001, the fund underperformed its benchmark, the Russell 3000® Value Index, which was flat during the same period. Going forward, we'll look at the fund's performance at six- and 12-month intervals and compare it to its Lipper peer group.

Q. What makes this fund different from other value funds?

A. I think the two differentiating factors are Fidelity's research capability, which is where many of my ideas come from, and my contrarian nature, or willingness to look away from the crowd to find the best value opportunities. Reflecting my contrarian approach, I positioned the fund to participate in the recovery I expected in some beaten-down industries that had grown out of favor, such as brokerage stocks and semiconductors. By and large, investors have been retreating from these stocks, while I have been utilizing the market's volatility in some areas to opportunistically purchase stocks that I believe have been unfairly punished. This buying allowed the fund to own what I believe is a group of high-quality companies that should benefit from an economic recovery. Also, since I'm not tied to things like a dividend yield requirement, I have the flexibility to be more nimble and to move around the market capitalization spectrum. For example, during the brief period since the fund's inception, I had the latitude to own a significant percentage of mid- and small-cap stocks, which I believed would enhance the fund's performance in the months ahead. In general, these stocks outperformed large-cap stocks during the past six months.

Q. Can you describe your definition of value?

A. I define value in terms of a company's worth in comparison to its trading price. I want to own great companies that are selling at a discount to their intrinsic value. My favorite types of value investments are companies with a catalyst for change, such as a new management team, a product launch, a significant cost-cutting measure, or a merger or acquisition. Other examples would be companies poised to benefit from a reduction in industry capacity that should lead to improved pricing, or fallen angels - former growth stocks that have fallen out of favor for short-term or nonrecurring reasons.

Q. How do you analyze a company?

A. Ultimately, the factors that play into my analysis depend on the industry I'm looking at. For some industries, I focus on price-to-earnings ratios. In other industries, I focus on dividend yield or price-to-cash-flow ratios. I don't have a set computer model or algorithm that spits out company names. It's a very hands-on process, and my goal is to finish the analysis of a company and come up with a buy/sell price before I invest. This way, when things change with the company, I already know at what price I'm willing to buy it at and at what price I'll start selling and taking profits.

Q. Will the fund be fairly concentrated or diversified?

A. The fund will be diversified, but the degree of concentration among my top-10 ideas will vary. I expect the top-10 holdings to be in the range of 25%-50% of the fund's net assets, with the top holding representing between 2%-10%. However, if I find a stock I think could be a real winner, I'm going to make the most of it, and the fund's top-10 weighting could be skewed closer to 50%. On the other hand, if the market doesn't hand me what appears to be a clear-cut winner - which is the situation currently - then the assets will be spread over a greater number of holdings. While I anticipate having between 70-170 stocks in the fund at any time, the fund currently leans toward the higher end of that range to take advantage of the market's penchant for mid- and small-cap stocks.

Q. What's your outlook for value stocks, Steve?

A. I'm optimistic that the economy will recover at some point in the near future and that, when it stabilizes, the fund should benefit from my current positioning of the portfolio. A number of recent economic stimulants - including the Federal Reserve Board's interest-rate cuts and the federal government's income-tax cut - bode well for the economy. However, I'll be closely following the economic health of consumers. The jury is still out on the direction of consumer spending due to potentially higher unemployment, higher energy prices and the uncertain economic backdrop.

The views expressed in this report reflect those of the portfolio manager only through the end of the period of the report as stated on the cover. The manager's views are subject to change at any time based on market or other conditions. For more information, see page 2.


Fund Facts

Goal: seeks capital appreciation

Start date: May 9, 2001

Size: as of June 30, 2001, more than $1 million

Manager: Steve DuFour, since inception; joined Fidelity in 1993

Semiannual Report

Fidelity Variable Insurance Products: Value Portfolio

Investments June 30, 2001

(Unaudited)

Showing Percentage of Net Assets

Common Stocks - 91.6%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 15.0%

Auto Components - 1.5%

Dana Corp.

250

$ 5,835

Delphi Automotive Systems Corp.

760

12,107

Snap-On, Inc.

50

1,208

19,150

Automobiles - 0.2%

Winnebago Industries, Inc.

100

3,075

Hotels Restaurants & Leisure - 2.2%

Brinker International, Inc. (a)

100

2,585

Hilton Hotels Corp.

200

2,320

Marriott International, Inc. Class A

110

5,207

McDonald's Corp.

450

12,177

MGM Mirage, Inc. (a)

170

5,093

27,382

Household Durables - 2.7%

Black & Decker Corp.

130

5,130

Clayton Homes, Inc.

350

5,502

D.R. Horton, Inc.

100

2,270

Fortune Brands, Inc.

160

6,138

Leggett & Platt, Inc.

100

2,203

The Stanley Works

70

2,932

Whirlpool Corp.

140

8,750

32,925

Leisure Equipment & Products - 0.5%

Mattel, Inc.

300

5,676

Media - 5.8%

AT&T Corp. - Liberty Media Group
Class A (a)

1,070

18,714

Dow Jones & Co., Inc.

70

4,180

E.W. Scripps Co. Class A

240

16,560

Gannett Co., Inc.

60

3,954

Interpublic Group of Companies, Inc.

140

4,109

McGraw-Hill Companies, Inc.

40

2,646

News Corp. Ltd. sponsored ADR

310

11,517

NTL, Inc. (a)

380

4,579

The New York Times Co. Class A

120

5,040

71,299

Multiline Retail - 0.5%

Costco Wholesale Corp. (a)

20

839

The May Department Stores Co.

140

4,796

5,635

Specialty Retail - 1.2%

Gap, Inc.

420

12,180

Pier 1 Imports, Inc.

250

2,875

15,055

Shares

Value (Note 1)

Textiles & Apparel - 0.4%

Jones Apparel Group, Inc. (a)

120

$ 5,184

TOTAL CONSUMER DISCRETIONARY

185,381

CONSUMER STAPLES - 7.1%

Beverages - 2.0%

The Coca-Cola Co.

550

24,750

Food Products - 0.7%

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

110

4,622

Wm. Wrigley Jr. Co.

100

4,685

9,307

Household Products - 2.3%

Kimberly-Clark Corp.

510

28,509

Personal Products - 2.1%

Avon Products, Inc.

250

11,570

Gillette Co.

480

13,915

25,485

TOTAL CONSUMER STAPLES

88,051

ENERGY - 7.5%

Energy Equipment & Services - 0.3%

Schlumberger Ltd. (NY Shares)

80

4,212

Oil & Gas - 7.2%

Chevron Corp.

190

17,195

Conoco, Inc. Class B

360

10,404

Exxon Mobil Corp.

570

49,790

Occidental Petroleum Corp.

310

8,243

Phillips Petroleum Co.

50

2,850

88,482

TOTAL ENERGY

92,694

FINANCIALS - 21.0%

Banks - 15.5%

Banknorth Group, Inc.

120

2,701

Charter One Financial, Inc.

150

4,785

City National Corp.

100

4,429

Fifth Third Bancorp

100

6,035

First Tennessee National Corp.

150

5,207

First Union Corp.

200

6,988

FleetBoston Financial Corp.

410

16,175

Hibernia Corp. Class A

150

2,670

Mellon Financial Corp.

1,260

57,947

Pacific Century Financial Corp.

210

5,416

PNC Financial Services Group, Inc.

840

55,264

Popular, Inc.

160

5,192

SouthTrust Corp.

220

5,720

Synovus Financial Corp.

170

5,335

Trustmark Corp.

180

3,870

U.S. Bancorp

200

4,558

192,292

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Diversified Financials - 3.9%

Charles Schwab Corp.

1,740

$ 26,622

Citigroup, Inc.

100

5,284

Morgan Stanley Dean Witter & Co.

250

16,058

47,964

Insurance - 0.9%

Allstate Corp.

100

4,399

Conseco, Inc.

480

6,552

10,951

Real Estate - 0.7%

Equity Office Properties Trust

280

8,856

TOTAL FINANCIALS

260,063

HEALTH CARE - 3.2%

Biotechnology - 0.2%

Serologicals Corp. (a)

120

2,550

Health Care Equipment & Supplies - 1.1%

Becton, Dickinson & Co.

160

5,726

Guidant Corp. (a)

220

7,920

13,646

Health Care Providers & Services - 0.1%

Owens & Minor, Inc.

50

950

Pharmaceuticals - 1.8%

American Home Products Corp.

150

8,766

Merck & Co., Inc.

100

6,391

Pharmacia Corp.

150

6,893

22,050

TOTAL HEALTH CARE

39,196

INDUSTRIALS - 17.9%

Aerospace & Defense - 1.4%

Lockheed Martin Corp.

430

15,932

Raytheon Co.

50

1,328

17,260

Air Freight & Couriers - 0.5%

United Parcel Service, Inc. Class B

100

5,780

Airlines - 1.5%

Delta Air Lines, Inc.

310

13,665

Northwest Airlines Corp. (a)

200

4,730

18,395

Building Products - 1.5%

Masco Corp.

620

15,475

York International Corp.

80

2,802

18,277

Commercial Services & Supplies - 2.7%

Avery Dennison Corp.

210

10,721

Cendant Corp. (a)

380

7,410

Shares

Value (Note 1)

Ecolab, Inc.

130

$ 5,326

Pitney Bowes, Inc.

230

9,688

33,145

Electrical Equipment - 0.5%

Hubbell, Inc. Class B

190

5,510

Molex, Inc. Class A (non-vtg.)

50

1,473

6,983

Industrial Conglomerates - 0.9%

Textron, Inc.

210

11,558

Machinery - 7.2%

Circor International, Inc.

50

903

Deere & Co.

120

4,542

Dover Corp.

130

4,895

Eaton Corp.

120

8,412

Flowserve Corp. (a)

250

7,688

Illinois Tool Works, Inc.

190

12,027

Ingersoll-Rand Co.

110

4,532

Navistar International Corp. (a)

890

25,036

PACCAR, Inc.

150

7,671

Pall Corp.

220

5,177

Parker-Hannifin Corp.

50

2,122

Pentair, Inc.

100

3,380

SPX Corp. (a)

20

2,504

88,889

Road & Rail - 1.7%

Burlington Northern Santa Fe Corp.

210

6,336

Norfolk Southern Corp.

320

6,624

Swift Transportation Co., Inc. (a)

200

3,826

Werner Enterprises, Inc.

210

4,612

21,398

TOTAL INDUSTRIALS

221,685

INFORMATION TECHNOLOGY - 7.1%

Communications Equipment - 1.4%

Cisco Systems, Inc. (a)

150

2,906

Corning, Inc.

350

5,849

JDS Uniphase Corp. (a)

150

1,977

Motorola, Inc.

310

5,134

Tellabs, Inc. (a)

50

933

16,799

Electronic Equipment & Instruments - 2.5%

Amphenol Corp. Class A (a)

60

2,403

SCI Systems, Inc. (a)

745

18,998

Solectron Corp. (a)

330

6,039

Thermo Electron Corp. (a)

190

4,184

31,624

Semiconductor Equipment & Products - 3.2%

Altera Corp. (a)

100

2,966

Analog Devices, Inc. (a)

100

4,325

Atmel Corp. (a)

150

1,943

Cypress Semiconductor Corp. (a)

340

8,109

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Semiconductor Equipment & Products - continued

Kulicke & Soffa Industries, Inc. (a)

125

$ 2,125

National Semiconductor Corp. (a)

375

10,920

Texas Instruments, Inc.

160

5,040

Xilinx, Inc. (a)

100

4,205

39,633

TOTAL INFORMATION TECHNOLOGY

88,056

MATERIALS - 6.7%

Chemicals - 3.5%

Air Products & Chemicals, Inc.

120

5,490

Dow Chemical Co.

320

10,640

E.I. du Pont de Nemours and Co.

390

18,814

Praxair, Inc.

130

6,110

Valspar Corp.

50

1,775

42,829

Construction Materials - 0.4%

Vulcan Materials Co.

100

5,375

Containers & Packaging - 0.2%

Packaging Corp. of America (a)

150

2,330

Metals & Mining - 1.6%

Newmont Mining Corp.

320

5,955

Nucor Corp.

70

3,422

Phelps Dodge Corp.

110

4,565

Quanex Corp.

230

5,957

19,899

Paper & Forest Products - 1.0%

Boise Cascade Corp.

100

3,517

Wausau-Mosinee Paper Corp.

520

6,703

Westvaco Corp.

100

2,429

12,649

TOTAL MATERIALS

83,082

TELECOMMUNICATION SERVICES - 2.1%

Diversified Telecommunication Services - 2.1%

ALLTEL Corp.

50

3,063

BellSouth Corp.

570

22,954

26,017

UTILITIES - 4.0%

Electric Utilities - 2.6%

American Electric Power Co., Inc.

300

13,851

Northeast Utilities

100

2,075

Southern Co.

490

11,393

Wisconsin Energy Corp.

200

4,754

32,073

Shares

Value (Note 1)

Gas Utilities - 0.9%

KeySpan Corp.

130

$ 4,742

Sempra Energy

220

6,015

10,757

Multi-Utilities - 0.2%

Utilicorp United, Inc.

100

3,055

Water Utilities - 0.3%

American Water Works, Inc.

130

4,286

TOTAL UTILITIES

50,171

TOTAL COMMON STOCKS

(Cost $1,142,096)

1,134,396

Convertible Preferred Stocks - 0.7%

INDUSTRIALS - 0.7%

Aerospace & Defense - 0.7%

Raytheon Co. $4.12
(Cost $8,952)

170

8,266

Cash Equivalents - 10.3%

Fidelity Cash Central Fund, 4.09% (b)
(Cost $128,066)

128,066

128,066

TOTAL INVESTMENT PORTFOLIO - 102.6%

(Cost $1,279,114)

1,270,728

NET OTHER ASSETS - (2.6)%

(32,529)

NET ASSETS - 100%

$ 1,238,199

Legend

(a) Non-income producing

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

Other Information

Purchases and sales of securities, other than short-term securities, aggregated $1,178,870 and $25,745, respectively.

The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of Fidelity Management & Research Company. The commissions paid to these affiliated firms were $18 for the period.

Income Tax Information

At June 30, 2001, the aggregate cost of investment securities for income tax purposes was $1,279,114. Net unrealized depreciation aggregated $8,386, of which $33,380 related to appreciated investment securities and $41,766 related to depreciated investment securities.

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

Value Portfolio

Fidelity Variable Insurance Products: Value Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2001 (Unaudited)

Assets

Investment in securities, at value
(cost $1,279,114) -
See accompanying schedule

$ 1,270,728

Receivable for fund shares sold

36,135

Dividends receivable

1,096

Interest receivable

90

Receivable from investment adviser for expense reductions

20,374

Total assets

1,328,423

Liabilities

Payable to custodian bank

$ 10,782

Payable for investments purchased

61,552

Distribution fees payable

116

Other payables and
accrued expenses

17,774

Total liabilities

90,224

Net Assets

$ 1,238,199

Net Assets consist of:

Paid in capital

$ 1,248,008

Undistributed net investment income

653

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

(2,076)

Net unrealized appreciation (depreciation) on investments

(8,386)

Net Assets

$ 1,238,199

Initial Class:
Net Asset Value, offering price
and redemption price per share
($297,145
÷ 30,001 shares)

$9.90

Service Class:
Net Asset Value, offering price and
redemption price per share
($373,630
÷ 37,729 shares)

$9.90

Service Class 2:
Net Asset Value, offering price
and redemption price per share
($567,424
÷ 57,310 shares)

$9.90

Statement of Operations

May 9, 2001 (commencement of operations) to June 30, 2001 (Unaudited)

Investment Income

Dividends

$ 2,209

Interest

842

Total income

3,051

Expenses

Management fee

$ 839

Transfer agent fees

111

Distribution fees

191

Accounting fees and expenses

8,409

Custodian fees and expenses

2,884

Audit

10,861

Total expenses before reductions

23,295

Expense reductions

(20,897)

2,398

Net investment income

653

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on
investment securities

(2,076)

Change in net unrealized appreciation (depreciation) on investment securities

(8,386)

Net gain (loss)

(10,462)

Net increase (decrease) in net assets resulting from operations

$ (9,809)

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

Semiannual Report

Fidelity Variable Insurance Products: Value Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets

May 9, 2001 (commencement
of operations) to June 30, 2001
(Unaudited)

Operations
Net investment income

$ 653

Net realized gain (loss)

(2,076)

Change in net unrealized appreciation (depreciation)

(8,386)

Net increase (decrease) in net assets resulting from operations

(9,809)

Share transactions - net increase (decrease)

1,248,008

Total increase (decrease) in net assets

1,238,199

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $653)

$ 1,238,199

Other Information:

Six months ended June 30, 2001
(Unaudited)
A

Shares

Dollars

Share transactions
Initial Class
Sold

30,001

$ 300,008

Reinvested

-

-

Redeemed

-

-

Net increase (decrease)

30,001

$ 300,008

Service Class
Sold

37,731

$ 376,442

Reinvested

-

-

Redeemed

(2)

(20)

Net increase (decrease)

37,729

$ 376,422

Service Class 2
Sold

57,312

$ 571,598

Reinvested

-

-

Redeemed

(2)

(20)

Net increase (decrease)

57,310

$ 571,578

A Share transactions are for the period May 9, 2001 (commencement of operations) to June 30, 2001.

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

Value Portfolio

Financial Highlights - Initial Class

Six months ended June 30, 2001 E

Selected Per-Share Data

(Unaudited)

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

Net investment income D

.01

Net realized and unrealized gain (loss)

(.11)

Total from investment operations

(.10)

Net asset value, end of period

$ 9.90

Total Return B, C

(1.00)%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 297

Ratio of expenses to average net assets before expense reductions

15.58% A, G

Ratio of expenses to average net assets after voluntary waivers

1.50% A

Ratio of expenses to average net assets after all expense reductions

1.48% A, F

Ratio of net investment income to average net assets

.57% A

Portfolio turnover rate

17% A

Financial Highlights - Service Class

Six months ended June 30, 2001 E

Selected Per-Share Data

(Unaudited)

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

Net investment income D

.01

Net realized and unrealized gain (loss)

(.11)

Total from investment operations

(.10)

Net asset value, end of period

$ 9.90

Total Return B, C

(1.00)%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 374

Ratio of expenses to average net assets before expense reductions

15.68% A, G

Ratio of expenses to average net assets after voluntary waivers

1.60% A

Ratio of expenses to average net assets after all expense reductions

1.59% A, F

Ratio of net investment income to average net assets

.47% A

Portfolio turnover rate

17% A

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D Net investment income per share has been calculated based on average shares outstanding during the period.

E For the period May 9, 2001 (commencement of operations) to June 30, 2001.

F FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

G The annualized expense ratio before expense reductions reflects certain fixed expenses and may not be representative of full period ratios.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended June 30, 2001 D

Selected Per-Share Data

(Unaudited)

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

Net investment income G

.00

Net realized and unrealized gain (loss)

(.10)

Total from investment operations

(.10)

Net asset value, end of period

$ 9.90

Total Return B, C

(1.00)%

Ratios and Supplemental Data

Net assets, end of period (000 omitted)

$ 567

Ratio of expenses to average net assets before expense reductions

15.83% A, F

Ratio of expenses to average net assets after voluntary waivers

1.75% A

Ratio of expenses to average net assets after all expense reductions

1.74% A, E

Ratio of net investment income to average net assets

.32% A

Portfolio turnover rate

17% A

A Annualized

B Total returns for periods of less than one year are not annualized and do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

D For the period May 9, 2001 (commencement of operations) to June 30, 2001.

E FMR or the fund has entered into varying arrangements with third parties who either paid or reduced a portion of the class' expenses.

F The annualized expense ratio before expense reductions reflects certain fixed expenses and may not be representative of full period ratios.

G Net investment income per share has been calculated based on average shares outstanding during the period.

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

Value Portfolio

Notes to Financial Statements

For the period ended June 30, 2001 (Unaudited)

1. Significant Accounting Policies.

Value Portfolio (the fund) is a fund of Variable Insurance Products Fund (the trust) (referred to in this report as Fidelity Variable Insurance Products: Value Portfolio) 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. Shares of the fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. 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 distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Each class calculates its net asset value per share as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price. Foreign securities are valued based on quotations from the principal market in which such securities are normally traded. If trading or events occurring in other markets after the close of the principal market in which foreign securities are traded, and before the close of business of the fund, are expected to materially affect the value of those securities, then they are valued at their fair value taking this trading or these events into account. Fair value is determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Securities (including restricted securities) for which quotations are not readily available (and in certain cases debt securities which trade on an exchange) are valued primarily using dealer-supplied valuations or at their fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost or original cost plus accrued interest, both of which approximate current value. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency Translation. The accounting records of the fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing rates of exchange at period end. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.

Net realized gains and losses on foreign currency transactions represent net gains and losses from sales and maturities of foreign currency contracts, disposition of foreign currencies, the difference between the amount of net investment income accrued and the U.S. dollar amount actually received, and gains and losses between trade and settlement date on purchases and sales of securities. The effects of changes in foreign currency exchange rates on investments in securities are included with the net realized and unrealized gain or loss on investment securities.

Income Taxes. The fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code. By so qualifying, the fund will not be subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The Schedule of Investments includes information, if any, regarding income taxes under the caption "Income Tax Information."

Investment Income. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Distributions to Shareholders. Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class.

Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences may result in distribution reclassifications.

Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to paid in capital. Undistributed net investment income and accumulated undistributed net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year.

Security Transactions. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Operating Policies.

Foreign Currency Contracts. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms. The U.S. dollar value of foreign currency contracts is determined using contractual currency exchange rates established at the time of each trade.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the funds, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

3. Purchases and Sales of Investments.

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

4. Fees and Other Transactions with Affiliates.

Management Fee. As the fund's investment adviser, FMR receives a monthly fee that is calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of the fund. The group fee rate is the weighted average of a series of rates and is based on the monthly average net assets of all the mutual funds advised by FMR. The rates ranged from .2167% to .5200% for the period. The annual individual fund fee rate is .30%. In the event that these rates were lower than the contractual rates in effect during the period, FMR voluntarily implemented the above rates, as they resulted in the same or a lower management fee. For the period, the management fee was equivalent to an annualized rate of .57% of average net assets.

Sub-Adviser Fee. FMR Co., Inc. (FMRC) serves as sub-adviser for the fund. FMRC is an affiliate of FMR and receives a fee from FMR of 50% of the management fee payable to FMR with respect to that portion of the fund's assets that are managed by FMRC.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Board of Trustees has adopted separate Distribution and Service Plans with respect to each Service Class of shares (collectively referred to as "the Plans"). Under certain of the Plans, the class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a 12b-1 fee. For the period, this fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets. Initial Class shares are not subject to a 12b-1 fee.

For the period, each class paid FDC the following amounts, all of which was reallowed to insurance companies, for the distribution of shares and providing shareholder support services.

Service Class

$ 44

Service Class 2

147

$ 191

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees of the fund were equivalent to an annualized rate of .07% of average net assets.

For the period, the following amounts were paid to FIIOC:

Initial Class

$ 32

Service Class

33

Service Class 2

46

$ 111

Accounting Fees. Fidelity Service Company, Inc., an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month plus out-of-pocket expenses.

Fidelity Cash Central Fund. Pursuant to an Exemptive Order issued by the SEC, the fund may invest in the Fidelity Cash Central Fund (the Cash Fund) managed by Fidelity Investments Money Management, Inc., an affiliate of FMR. The Cash Fund is an open-end money market fund available only to investment companies and other accounts managed by FMR and its affiliates. The Cash Fund seeks preservation of capital, liquidity, and current income and does not pay a management fee. Income distributions from the Cash Fund are declared daily and paid monthly from net investment income. Income distributions earned by the fund are recorded as interest income in the accompanying financial statements.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of the fund's Schedule of Investments.

Value Portfolio

Notes to Financial Statements (Unaudited) - continued

5. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Initial Class

1.50%

$ 6,103

Service Class

1.60%

6,312

Service Class 2

1.75%

8,462

$ 20,877

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, credits reduced the fund's custody expenses by $20.

6. Beneficial Interest.

At the end of the period, Fidelity Investments Life Insurance Company (FILI) and its subsidiaries, affiliates of FMR, were the record owners of approximately 80% of the outstanding shares of the fund. In addition, one unaffiliated insurance company was record owner of 20% of the total outstanding shares of the fund.

Value Portfolio

Semiannual Report

Value Portfolio

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity Investments Japan Limited

Officers

Edward C. Johnson 3d, President

Abigail P. Johnson, Senior Vice President

Richard A. Spillane, Jr., Vice President

Stephen M. DuFour, Vice President

Eric D. Roiter, Secretary

Robert A. Dwight, Treasurer

Maria F. Dwyer, Deputy Treasurer

John H. Costello, Assistant Treasurer

Paul F. Maloney, Assistant Treasurer

Thomas J. Simpson, Assistant Treasurer

Board of Trustees

J. Michael Cook *

Ralph F. Cox *

Phyllis Burke Davis *

Robert M. Gates *

Abigail P. Johnson

Edward C. Johnson 3d

Donald J. Kirk *

Marie L. Knowles *

Ned C. Lautenbach *

Peter S. Lynch

Marvin L. Mann *

William O. McCoy *

William S. Stavropoulos *

Advisory Board

Robert C. Pozen

* Independent trustees

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder Servicing Agent

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

VIPVAL-SANN-0801 141403
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