N-CSRS 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-3329

Variable Insurance Products Fund
(Exact name of registrant as specified in charter)

82 Devonshire St., Boston, Massachusetts 02109
(Address of principal executive offices) (Zip code)

Eric D. Roiter, Secretary

82 Devonshire St.

Boston, Massachusetts 02109
(Name and address of agent for service)

Registrant's telephone number, including area code: 617-563-7000

Date of fiscal year end:

December 31

Date of reporting period:

June 30, 2005

Item 1. Reports to Stockholders

Fidelity® Variable Insurance Products:

Equity-Income Portfolio

Semiannual Report

June 30, 2005

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Equity-Income Portfolio

Fidelity Variable Insurance Products: Equity-Income Portfolio

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2005 to June 30, 2005).

Actual Expenses

The first line of the table below for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Hypothetical Example for Comparison Purposes

The second line of the table below for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2005

Ending
Account Value
June 30, 2005

Expenses Paid
During Period
*
January 1, 2005
to June 30, 2005

Initial Class

Actual

$ 1,000.00

$ 987.20

$ 2.76

HypotheticalA

$ 1,000.00

$ 1,022.02

$ 2.81

Service Class

Actual

$ 1,000.00

$ 986.80

$ 3.25

HypotheticalA

$ 1,000.00

$ 1,021.52

$ 3.31

Service Class 2

Actual

$ 1,000.00

$ 986.10

$ 3.99

HypotheticalA

$ 1,000.00

$ 1,020.78

$ 4.06

Service Class 2R

Actual

$ 1,000.00

$ 986.20

$ 3.99

HypotheticalA

$ 1,000.00

$ 1,020.78

$ 4.06

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Initial Class

.56%

Service Class

.66%

Service Class 2

.81%

Service Class 2R

.81%

Semiannual Report

Fidelity Variable Insurance Products: Equity-Income Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Exxon Mobil Corp.

3.4

3.1

Bank of America Corp.

3.2

3.1

Citigroup, Inc.

2.5

2.8

American International Group, Inc.

2.5

2.6

JPMorgan Chase & Co.

2.2

2.3

SBC Communications, Inc.

1.8

1.6

Total SA sponsored ADR

1.7

1.6

General Electric Co.

1.5

1.4

Fannie Mae

1.4

1.8

Wachovia Corp.

1.4

1.4

21.6

Top Five Market Sectors as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

28.4

30.2

Consumer Discretionary

12.3

11.1

Energy

11.6

10.8

Industrials

11.1

12.1

Information Technology

8.4

7.1

Asset Allocation (% of fund's net assets)

As of June 30, 2005 *

As of December 31, 2004 **

Stocks 99.3%

Stocks 99.1%

Bonds 0.6%

Bonds 0.7%

Short-Term Investments
and Net Other Assets 0.1%

Short-Term Investments
and Net Other Assets 0.2%

* Foreign investments

10.9%

** Foreign investments

11.9%



Equity-Income Portfolio

Fidelity Variable Insurance Products: Equity-Income Portfolio

Investments June 30, 2005 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.3%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 11.8%

Auto Components - 0.4%

American Axle & Manufacturing Holdings, Inc.

231,100

$ 5,839,897

Johnson Controls, Inc.

291,600

16,425,828

TRW Automotive Holdings Corp. (a)

839,270

20,570,508

42,836,233

Automobiles - 0.7%

Ford Motor Co.

542,700

5,557,248

General Motors Corp. (d)

167,100

5,681,400

Harley-Davidson, Inc.

125,900

6,244,640

Monaco Coach Corp.

188,200

3,235,158

Renault SA

229,101

20,211,275

Toyota Motor Corp. sponsored ADR

443,400

31,698,666

72,628,387

Diversified Consumer Services - 0.0%

Service Corp. International (SCI)

416,800

3,342,736

Hotels, Restaurants & Leisure - 0.8%

Harrah's Entertainment, Inc.

229,379

16,531,345

McDonald's Corp.

2,370,400

65,778,600

82,309,945

Household Durables - 1.3%

Koninklijke Philips Electronics NV (NY Shares)

601,900

15,161,861

Maytag Corp.

1,622,720

25,411,795

Newell Rubbermaid, Inc.

2,583,200

61,583,488

The Stanley Works

128,500

5,851,890

Whirlpool Corp.

423,200

29,670,552

137,679,586

Leisure Equipment & Products - 0.4%

Eastman Kodak Co.

1,377,700

36,991,245

Media - 6.0%

Clear Channel Communications, Inc.

3,130,500

96,826,365

Comcast Corp. Class A (a)

2,654,791

81,502,084

Knight-Ridder, Inc.

345,100

21,168,434

Lagardere S.C.A. (Reg.) (d)

146,142

10,832,292

Liberty Global, Inc. Class A (a)

308,566

14,400,775

Liberty Media Corp. Class A (a)

3,681,676

37,516,278

News Corp. Class A

1,178,916

19,074,861

NTL, Inc. (a)

248,455

16,999,291

The New York Times Co. Class A

252,690

7,871,294

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

1,699,003

28,033,550

Time Warner, Inc. (a)

6,612,750

110,499,053

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

3,461,086

110,823,974

Vivendi Universal SA sponsored ADR

904,300

28,331,719

Walt Disney Co.

2,379,300

59,910,774

643,790,744

Multiline Retail - 1.1%

Big Lots, Inc. (a)

2,275,956

30,133,661

Dollar Tree Stores, Inc. (a)

1,065,300

25,567,200

Shares

Value (Note 1)

Family Dollar Stores, Inc.

706,500

$ 18,439,650

Federated Department Stores, Inc.

483,300

35,416,224

Sears Holdings Corp. (a)

67,387

10,099,290

119,656,025

Specialty Retail - 0.9%

AnnTaylor Stores Corp. (a)

1,113,050

27,024,854

Gap, Inc.

1,503,478

29,693,691

RadioShack Corp.

482,700

11,184,159

Tiffany & Co., Inc.

827,300

27,102,348

95,005,052

Textiles, Apparel & Luxury Goods - 0.2%

Liz Claiborne, Inc.

632,940

25,165,694

TOTAL CONSUMER DISCRETIONARY

1,259,405,647

CONSUMER STAPLES - 6.0%

Beverages - 0.9%

Anheuser-Busch Companies, Inc.

1,431,800

65,504,850

The Coca-Cola Co.

810,300

33,830,025

99,334,875

Food & Staples Retailing - 1.3%

CVS Corp.

1,060,800

30,837,456

Wal-Mart Stores, Inc.

2,340,200

112,797,640

143,635,096

Food Products - 0.4%

Corn Products International, Inc.

438,700

10,423,512

Kraft Foods, Inc. Class A

868,400

27,623,804

Sara Lee Corp.

333,200

6,600,692

44,648,008

Household Products - 1.9%

Colgate-Palmolive Co.

2,460,700

122,813,537

Kimberly-Clark Corp.

788,000

49,320,920

Procter & Gamble Co.

662,600

34,952,150

207,086,607

Personal Products - 0.6%

Gillette Co.

1,157,520

58,605,238

Tobacco - 0.9%

Altria Group, Inc.

1,453,200

93,963,912

TOTAL CONSUMER STAPLES

647,273,736

ENERGY - 11.6%

Energy Equipment & Services - 2.8%

Baker Hughes, Inc.

1,263,000

64,615,080

BJ Services Co.

536,645

28,163,130

Halliburton Co.

708,200

33,866,124

Noble Corp.

778,400

47,879,384

Schlumberger Ltd. (NY Shares)

1,631,210

123,874,087

298,397,805

Oil, Gas & Consumable Fuels - 8.8%

Apache Corp.

601,580

38,862,068

Common Stocks - continued

Shares

Value (Note 1)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Ashland, Inc.

127,600

$ 9,170,612

BP PLC sponsored ADR

2,269,642

141,580,268

ChevronTexaco Corp.

2,252,742

125,973,333

ConocoPhillips

166,600

9,577,834

El Paso Corp.

944,400

10,879,488

Exxon Mobil Corp.

6,423,436

369,154,861

Statoil ASA

637,700

13,028,626

Total SA:

Series B

218,300

51,016,710

sponsored ADR

1,525,196

178,219,153

947,462,953

TOTAL ENERGY

1,245,860,758

FINANCIALS - 27.9%

Capital Markets - 4.5%

Bank of New York Co., Inc.

3,013,100

86,717,018

Charles Schwab Corp.

5,409,700

61,021,416

Janus Capital Group, Inc.

2,363,700

35,550,048

Lazard Ltd. Class A

83,600

1,943,700

Mellon Financial Corp.

1,626,000

46,649,940

Merrill Lynch & Co., Inc.

1,557,300

85,667,073

Morgan Stanley

1,998,200

104,845,554

Nomura Holdings, Inc.

1,853,000

22,143,350

Nuveen Investments, Inc. Class A

387,200

14,566,464

State Street Corp.

386,200

18,634,150

477,738,713

Commercial Banks - 7.2%

Bank of America Corp.

7,527,666

343,336,846

Comerica, Inc.

581,900

33,633,820

Kookmin Bank sponsored ADR

397,000

18,095,260

Lloyds TSB Group PLC

2,282,400

19,342,749

Royal Bank of Scotland Group PLC

625,547

18,896,563

State Bank of India

463,175

8,112,461

U.S. Bancorp, Delaware

1,762,138

51,454,430

Wachovia Corp.

3,106,975

154,105,960

Wells Fargo & Co.

2,043,800

125,857,204

772,835,293

Consumer Finance - 1.1%

American Express Co.

1,230,296

65,488,656

MBNA Corp.

1,279,700

33,476,952

MoneyGram International, Inc.

1,161,000

22,198,320

121,163,928

Diversified Financial Services - 5.1%

CIT Group, Inc.

833,700

35,824,089

Shares

Value (Note 1)

Citigroup, Inc.

5,867,919

$ 271,273,895

JPMorgan Chase & Co.

6,665,612

235,429,416

542,527,400

Insurance - 7.5%

ACE Ltd.

2,096,915

94,046,638

Allianz AG sponsored ADR

1,115,700

12,774,765

Allstate Corp.

1,597,200

95,432,700

American International Group, Inc.

4,592,450

266,821,345

Conseco, Inc. (a)

604,000

13,179,280

Genworth Financial, Inc. Class A (non-vtg.)

1,490,400

45,054,792

Hartford Financial Services Group, Inc.

1,047,100

78,302,138

Marsh & McLennan Companies, Inc.

793,600

21,982,720

MBIA, Inc.

252,700

14,987,637

MetLife, Inc. unit

835,300

21,901,566

PartnerRe Ltd.

355,700

22,914,194

The St. Paul Travelers Companies, Inc.

2,516,026

99,458,508

XL Capital Ltd. Class A

201,920

15,026,886

801,883,169

Real Estate - 0.2%

CarrAmerica Realty Corp.

193,740

7,009,513

Equity Office Properties Trust

508,000

16,814,800

23,824,313

Thrifts & Mortgage Finance - 2.3%

Fannie Mae

2,646,000

154,526,400

Freddie Mac

661,800

43,169,214

Housing Development Finance Corp. Ltd.

1,133,500

23,226,647

Sovereign Bancorp, Inc.

1,371,550

30,640,427

251,562,688

TOTAL FINANCIALS

2,991,535,504

HEALTH CARE - 7.5%

Health Care Equipment & Supplies - 1.1%

Baxter International, Inc.

2,877,800

106,766,380

Thermo Electron Corp. (a)

537,800

14,450,686

121,217,066

Health Care Providers & Services - 0.9%

Cardinal Health, Inc.

706,100

40,657,238

Health Net, Inc. (a)

124,800

4,762,368

McKesson Corp.

540,200

24,195,558

Tenet Healthcare Corp. (a)

2,064,000

25,263,360

94,878,524

Pharmaceuticals - 5.5%

Abbott Laboratories

788,500

38,644,385

Bristol-Myers Squibb Co.

2,375,300

59,334,994

GlaxoSmithKline PLC sponsored ADR

430,600

20,888,406

Johnson & Johnson

1,901,900

123,623,500

Merck & Co., Inc.

2,251,300

69,340,040

Pfizer, Inc.

3,949,400

108,924,452

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Pharmaceuticals - continued

Schering-Plough Corp.

3,665,530

$ 69,865,002

Wyeth

2,092,500

93,116,250

583,737,029

TOTAL HEALTH CARE

799,832,619

INDUSTRIALS - 11.0%

Aerospace & Defense - 3.6%

EADS NV

1,435,715

45,781,294

Honeywell International, Inc.

2,780,325

101,843,305

Lockheed Martin Corp.

1,332,000

86,406,840

Northrop Grumman Corp.

849,600

46,940,400

Raytheon Co.

288,678

11,293,083

The Boeing Co.

678,400

44,774,400

United Technologies Corp.

836,840

42,971,734

380,011,056

Commercial Services & Supplies - 0.4%

Cendant Corp.

544,700

12,184,939

Waste Management, Inc.

1,207,400

34,217,716

46,402,655

Construction & Engineering - 0.1%

Fluor Corp.

237,000

13,648,830

Electrical Equipment - 0.4%

ABB Ltd. sponsored ADR (a)

2,088,600

13,513,242

Emerson Electric Co.

513,400

32,154,242

45,667,484

Industrial Conglomerates - 3.2%

3M Co.

308,200

22,282,860

General Electric Co.

4,690,740

162,534,141

Siemens AG sponsored ADR

114,600

8,325,690

Textron, Inc.

376,300

28,542,355

Tyco International Ltd.

4,072,646

118,921,263

340,606,309

Machinery - 2.3%

Caterpillar, Inc.

389,700

37,142,307

Dover Corp.

1,243,900

45,253,082

Illinois Tool Works, Inc.

151,900

12,103,392

Ingersoll-Rand Co. Ltd. Class A

872,544

62,256,014

Navistar International Corp. (a)

508,495

16,271,840

SPX Corp.

1,483,200

68,197,536

241,224,171

Road & Rail - 0.9%

Burlington Northern Santa Fe Corp.

1,035,400

48,746,632

Union Pacific Corp.

768,400

49,792,320

98,538,952

Shares

Value (Note 1)

Trading Companies & Distributors - 0.1%

WESCO International, Inc. (a)

353,800

$ 11,102,244

TOTAL INDUSTRIALS

1,177,201,701

INFORMATION TECHNOLOGY - 8.3%

Communications Equipment - 1.3%

Avaya, Inc. (a)

1,353,800

11,263,616

Cisco Systems, Inc. (a)

1,656,200

31,649,982

Lucent Technologies, Inc. (a)

4,816,600

14,016,306

Lucent Technologies, Inc. warrants 12/10/07 (a)

8,328

6,413

Motorola, Inc.

3,387,112

61,848,665

Nokia Corp. sponsored ADR

1,182,000

19,668,480

138,453,462

Computers & Peripherals - 1.6%

Hewlett-Packard Co.

3,785,711

89,002,066

International Business Machines Corp.

972,700

72,174,340

Sun Microsystems, Inc. (a)

3,998,675

14,915,058

176,091,464

Electronic Equipment & Instruments - 1.1%

Agilent Technologies, Inc. (a)

1,428,700

32,888,674

Arrow Electronics, Inc. (a)

830,900

22,567,244

Avnet, Inc. (a)

1,584,330

35,694,955

Solectron Corp. (a)

5,784,200

21,922,118

Tektronix, Inc.

104,400

2,429,388

115,502,379

IT Services - 0.2%

Ceridian Corp. (a)

1,095,600

21,342,288

Electronic Data Systems Corp.

166,600

3,207,050

24,549,338

Office Electronics - 0.3%

Xerox Corp. (a)

2,067,900

28,516,341

Semiconductors & Semiconductor Equipment - 2.7%

Analog Devices, Inc.

1,357,900

50,663,249

Applied Materials, Inc.

2,102,500

34,018,450

Freescale Semiconductor, Inc.:

Class A

105,200

2,210,252

Class B

1,634,977

34,628,813

Intel Corp.

3,818,300

99,504,898

Micron Technology, Inc. (a)

1,773,200

18,104,372

National Semiconductor Corp.

785,500

17,304,565

Samsung Electronics Co. Ltd.

55,670

26,583,850

Teradyne, Inc. (a)

382,700

4,580,919

287,599,368

Software - 1.1%

Citrix Systems, Inc. (a)

583,344

12,635,231

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Software - continued

Microsoft Corp.

3,603,400

$ 89,508,456

Symantec Corp. (a)

595,533

12,946,887

115,090,574

TOTAL INFORMATION TECHNOLOGY

885,802,926

MATERIALS - 5.3%

Chemicals - 2.4%

Air Products & Chemicals, Inc.

405,000

24,421,500

Albemarle Corp.

191,300

6,976,711

Arch Chemicals, Inc.

392,800

9,804,288

Celanese Corp. Class A

632,400

10,048,836

Dow Chemical Co.

1,560,600

69,493,518

Eastman Chemical Co.

379,200

20,912,880

Georgia Gulf Corp.

313,200

9,724,860

Great Lakes Chemical Corp.

508,800

16,011,936

Lubrizol Corp.

214,800

9,023,748

Lyondell Chemical Co.

1,904,293

50,311,408

PolyOne Corp. (a)

1,310,600

8,676,172

Praxair, Inc.

437,524

20,388,618

255,794,475

Containers & Packaging - 0.3%

Amcor Ltd.

1,784,800

9,107,933

Smurfit-Stone Container Corp. (a)

2,515,872

25,586,418

34,694,351

Metals & Mining - 1.4%

Alcan, Inc.

955,100

28,671,709

Alcoa, Inc.

2,527,216

66,036,154

Freeport-McMoRan Copper & Gold, Inc. Class B

761,704

28,518,198

Phelps Dodge Corp.

280,900

25,983,250

149,209,311

Paper & Forest Products - 1.2%

Bowater, Inc.

391,300

12,666,381

Georgia-Pacific Corp.

1,281,101

40,739,012

International Paper Co.

1,299,000

39,242,790

Weyerhaeuser Co.

494,200

31,455,830

124,104,013

TOTAL MATERIALS

563,802,150

TELECOMMUNICATION SERVICES - 5.6%

Diversified Telecommunication Services - 5.1%

BellSouth Corp.

4,998,699

132,815,432

New Skies Satellites Holdings Ltd.

286,100

5,679,085

Philippine Long Distance Telephone Co. sponsored ADR (d)

650,700

18,902,835

Qwest Communications International, Inc. (a)

4,948,700

18,359,677

SBC Communications, Inc.

7,996,093

189,907,209

Shares

Value (Note 1)

Sprint Corp.

1,161,600

$ 29,144,544

Verizon Communications, Inc.

4,390,202

151,681,479

546,490,261

Wireless Telecommunication Services - 0.5%

Crown Castle International Corp. (a)

1,003,300

20,387,056

Vodafone Group PLC sponsored ADR

1,506,100

36,628,352

57,015,408

TOTAL TELECOMMUNICATION SERVICES

603,505,669

UTILITIES - 3.3%

Electric Utilities - 0.7%

Entergy Corp.

730,900

55,219,495

PG&E Corp.

403,800

15,158,652

70,378,147

Independent Power Producers & Energy Traders - 0.6%

Duke Energy Corp.

940,300

27,955,119

TXU Corp.

451,020

37,475,252

65,430,371

Multi-Utilities - 2.0%

CMS Energy Corp. (a)

379,600

5,716,776

Dominion Resources, Inc.

1,123,100

82,424,309

NorthWestern Energy Corp.

462,800

14,587,456

Public Service Enterprise Group, Inc.

987,100

60,035,422

Wisconsin Energy Corp.

1,337,900

52,178,100

214,942,063

TOTAL UTILITIES

350,750,581

TOTAL COMMON STOCKS

(Cost $8,337,722,756)

10,524,971,291

Convertible Preferred Stocks - 1.0%

CONSUMER DISCRETIONARY - 0.2%

Automobiles - 0.1%

General Motors Corp.:

Series B, 5.25%

412,200

7,666,920

Series C, 6.25%

253,100

5,325,224

12,992,144

Hotels, Restaurants & Leisure - 0.1%

Six Flags, Inc. 7.25% PIERS

388,400

7,768,000

TOTAL CONSUMER DISCRETIONARY

20,760,144

FINANCIALS - 0.5%

Capital Markets - 0.0%

State Street Corp. 6.75% SPACES (a)

24,900

5,346,578

Consumer Finance - 0.2%

Ford Motor Co. Capital Trust II 6.50%

402,500

16,153,935

Insurance - 0.3%

Conseco, Inc. Series B, 5.50%

143,400

3,934,896

Convertible Preferred Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Insurance - continued

The Chubb Corp.:

7.00%

167,700

$ 5,281,712

Series B, 7.00%

120,100

3,814,376

Travelers Property Casualty Corp. 4.50%

240,200

5,346,852

XL Capital Ltd. 6.50%

475,300

11,350,164

29,728,000

TOTAL FINANCIALS

51,228,513

HEALTH CARE - 0.2%

Health Care Equipment & Supplies - 0.1%

Baxter International, Inc. 7.00%

156,900

8,678,139

Pharmaceuticals - 0.1%

Schering-Plough Corp. 6.00%

187,400

9,485,438

TOTAL HEALTH CARE

18,163,577

INFORMATION TECHNOLOGY - 0.1%

Office Electronics - 0.1%

Xerox Corp. Series C, 6.25%

145,650

17,800,760

MATERIALS - 0.0%

Chemicals - 0.0%

Celanese Corp. 4.25%

67,100

1,622,478

TOTAL CONVERTIBLE PREFERRED STOCKS

(Cost $116,904,752)

109,575,472

Corporate Bonds - 0.6%

Principal Amount

Convertible Bonds - 0.5%

CONSUMER DISCRETIONARY - 0.3%

Hotels, Restaurants & Leisure - 0.1%

Royal Caribbean Cruises Ltd. liquid yield option note 0% 2/2/21

$ 11,239,000

6,448,376

Six Flags, Inc. 4.5% 5/15/15

3,640,000

3,544,632

9,993,008

Media - 0.2%

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

11,400,000

9,975,000

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

22,670,000

13,103,260

23,078,260

TOTAL CONSUMER DISCRETIONARY

33,071,268

FINANCIALS - 0.0%

Diversified Financial Services - 0.0%

Navistar Financial Corp. 4.75% 4/1/09 (e)

2,760,000

2,722,050

Principal Amount

Value (Note 1)

INDUSTRIALS - 0.1%

Industrial Conglomerates - 0.1%

Tyco International Group SA yankee 3.125% 1/15/23

$ 5,220,000

$ 7,212,996

INFORMATION TECHNOLOGY - 0.0%

Electronic Equipment & Instruments - 0.0%

Celestica, Inc. liquid yield option note 0% 8/1/20

620,000

351,463

TELECOMMUNICATION SERVICES - 0.1%

Diversified Telecommunication Services - 0.1%

Level 3 Communications, Inc. 5.25% 12/15/11 (e)

11,850,000

8,004,675

TOTAL CONVERTIBLE BONDS

51,362,452

Nonconvertible Bonds - 0.1%

CONSUMER DISCRETIONARY - 0.0%

Media - 0.0%

XM Satellite Radio, Inc. 12% 6/15/10

60,000

67,200

MATERIALS - 0.1%

Chemicals - 0.1%

Hercules, Inc. 6.5% 6/30/29 unit

15,700,000

13,213,120

TOTAL NONCONVERTIBLE BONDS

13,280,320

TOTAL CORPORATE BONDS

(Cost $70,743,076)

64,642,772

Money Market Funds - 0.3%

Shares

Fidelity Cash Central Fund, 3.21% (b)

15,670,880

15,670,880

Fidelity Securities Lending Cash Central Fund, 3.23% (b)(c)

17,839,400

17,839,400

TOTAL MONEY MARKET FUNDS

(Cost $33,510,280)

33,510,280

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $8,558,880,864)

10,732,699,815

NET OTHER ASSETS - (0.2)%

(20,510,649)

NET ASSETS - 100%

$ 10,712,189,166

Security Type Abbreviation

PIERS - Preferred Income Equity Redeemable Securities

Legend

(a) Non-income producing

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

(c) Includes investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) 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 $33,804,985 or 0.3% of net assets.

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

United States of America

89.1%

France

2.8%

United Kingdom

2.2%

Netherlands Antilles

1.2%

Bermuda

1.1%

Others (individually less than 1%)

3.6%

100.0%

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, 2005 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $17,230,521) (cost $8,558,880,864) - See accompanying schedule

$ 10,732,699,815

Cash

255,125

Foreign currency held at value (cost $73,765)

73,170

Receivable for fund shares sold

2,501,815

Dividends receivable

15,563,355

Interest receivable

375,284

Prepaid expenses

22,520

Other affiliated receivables

54,089

Other receivables

660,759

Total assets

10,752,205,932

Liabilities

Payable for fund shares redeemed

$ 13,721,792

Accrued management fee

4,264,717

Distribution fees payable

409,185

Other affiliated payables

944,444

Other payables and accrued
expenses

2,837,228

Collateral on securities loaned, at value

17,839,400

Total liabilities

40,016,766

Net Assets

$ 10,712,189,166

Net Assets consist of:

Paid in capital

$ 8,185,290,460

Undistributed net investment
income

86,401,638

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

266,680,689

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

2,173,816,379

Net Assets

$ 10,712,189,166

Initial Class:
Net Asset Value
, offering price and redemption price per share ($8,095,070,356 ÷ 340,499,327 shares)

$ 23.77

Service Class:
Net Asset Value
, offering price and redemption price per share ($1,090,065,401 ÷ 46,005,954 shares)

$ 23.69

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($1,519,378,951 ÷ 64,629,388 shares)

$ 23.51

Service Class 2R:
Net Asset Value
, offering price and redemption price per share ($7,674,458 ÷ 327,635 shares)

$ 23.42

Statement of Operations

Six months ended June 30, 2005 (Unaudited)

Investment Income

Dividends

$ 120,485,079

Interest

1,989,381

Security lending

901,512

Total income

123,375,972

Expenses

Management fee

$ 25,793,898

Transfer agent fees

3,607,005

Distribution fees

2,385,033

Accounting and security lending fees

711,998

Independent trustees' compensation

24,934

Appreciation in deferred trustee compensation account

13,349

Custodian fees and expenses

152,830

Audit

64,113

Legal

8,914

Interest

31,337

Miscellaneous

219,053

Total expenses before reductions

33,012,464

Expense reductions

(622,618)

32,389,846

Net investment income (loss)

90,986,126

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

280,947,010

Foreign currency transactions

(36,921)

Total net realized gain (loss)

280,910,089

Change in net unrealized appreciation (depreciation) on:

Investment securities

(519,032,223)

Assets and liabilities in foreign currencies

(6,130)

Total change in net unrealized appreciation (depreciation)

(519,038,353)

Net gain (loss)

(238,128,264)

Net increase (decrease) in net assets resulting from operations

$ (147,142,138)

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

Semiannual Report

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

Statement of Changes in Net Assets

Six months ended
June 30, 2005
(Unaudited)

Year ended
December 31,
2004

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 90,986,126

$ 177,276,620

Net realized gain (loss)

280,910,089

393,988,390

Change in net unrealized appreciation (depreciation)

(519,038,353)

595,176,710

Net increase (decrease) in net assets resulting from operations

(147,142,138)

1,166,441,720

Distributions to shareholders from net investment income

(175,959,121)

(160,632,605)

Distributions to shareholders from net realized gain

(394,382,958)

(38,902,738)

Total distributions

(570,342,079)

(199,535,343)

Share transactions - net increase (decrease)

142,448,203

(72,700,137)

Redemption fees

2,293

27

Total increase (decrease) in net assets

(575,033,721)

894,206,267

Net Assets

Beginning of period

11,287,222,887

10,393,016,620

End of period (including undistributed net investment income of $86,401,638 and undistributed net investment income of $170,688,068, respectively)

$ 10,712,189,166

$ 11,287,222,887

Other Information:

Share Transactions

Six months ended June 30, 2005

Initial Class

Service Class

Service Class 2

Service Class 2R

Shares

Sold

6,806,000

1,046,142

8,436,365

122,314

Reinvested

18,234,094

2,417,459

3,009,670

13,378

Redeemed

(27,082,768)

(3,770,885)

(3,462,009)

(32,609)

Net increase (decrease)

(2,042,674)

(307,284)

7,984,026

103,083

Dollars

Sold

$ 164,645,029

$ 25,084,066

$ 199,674,402

$ 2,902,874

Reinvested

439,988,689

58,164,075

71,870,923

318,391

Redeemed

(647,385,406)

(90,034,624)

(82,018,560)

(761,656)

Net increase (decrease)

$ (42,751,688)

$ (6,786,483)

$ 189,526,765

$ 2,459,609

Share Transactions

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Service Class 2R

Shares

Sold

19,642,612

4,254,175

21,126,824

207,129

Reinvested

6,898,356

858,454

759,147

2,031

Redeemed

(46,454,587)

(5,170,065)

(5,169,545)

(67,130)

Net increase (decrease)

(19,913,619)

(57,436)

16,716,426

142,030

Dollars

Sold

$ 460,321,782

$ 99,280,265

$ 490,310,488

$ 4,777,338

Reinvested

161,766,458

20,079,238

17,642,584

47,063

Redeemed

(1,086,286,467)

(119,952,965)

(119,145,127)

(1,540,794)

Net increase (decrease)

$ (464,198,227)

$ (593,462)

$ 388,807,945

$ 3,283,607

Distributions

Six months ended June 30, 2005

Initial Class

Service Class

Service Class 2

Service Class 2R

From net investment income

$ 137,602,640

$ 17,563,270

$ 20,698,826

$ 94,385

From net realized gain

302,386,049

40,600,805

51,172,097

224,007

Total

$ 439,988,689

$ 58,164,075

$ 71,870,923

$ 318,392

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Service Class 2R

From net investment income

$ 130,573,823

$ 16,025,683

$ 13,995,319

$ 37,780

From net realized gain

31,192,635

4,053,555

3,647,265

9,283

Total

$ 161,766,458

$ 20,079,238

$ 17,642,584

$ 47,063

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

Equity-Income Portfolio

Financial Highlights - Initial Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 25.37

$ 23.18

$ 18.16

$ 22.75

$ 25.52

$ 25.71

Income from Investment Operations

Net investment income (loss)E

.20

.40

.36

.34

.34

.40

Net realized and unrealized gain (loss)

(.50)

2.24

5.01

(4.08)

(1.51)

1.46

Total from investment operations

(.30)

2.64

5.37

(3.74)

(1.17)

1.86

Distributions from net investment income

(.41)

(.36)

(.35)

(.36)

(.42)

(.44)

Distributions from net realized gain

(.89)

(.09)

-

(.49)

(1.18)

(1.61)

Total distributions

(1.30)

(.45)

(.35)

(.85)

(1.60)

(2.05)

Redemption fees added to paid in capital

-E,G

-E,G

-E,G

-E,G

-

-

Net asset value, end of period

$ 23.77

$ 25.37

$ 23.18

$ 18.16

$ 22.75

$ 25.52

Total ReturnB,C,D

(1.28)%

11.53%

30.33%

(16.95)%

(4.96)%

8.42%

Ratios to Average Net AssetsF

Expenses before expense reductions

.56%A

.58%

.57%

.57%

.58%

.56%

Expenses net of voluntary waivers, if any

.56%A

.58%

.57%

.57%

.58%

.56%

Expenses net of all reductions

.55%A

.57%

.56%

.56%

.57%

.55%

Net investment income (loss)

1.71%A

1.71%

1.83%

1.70%

1.47%

1.68%

Supplemental Data

Net assets, end of period (000 omitted)

$ 8,095,070

$ 8,689,829

$ 8,402,963

$ 6,895,940

$ 9,256,205

$ 9,969,086

Portfolio turnover rate

22%A

22%

26%

25%

24%

22%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

Financial Highlights - Service Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 25.28

$ 23.11

$ 18.10

$ 22.67

$ 25.45

$ 25.66

Income from Investment Operations

Net investment income (loss)E

.19

.38

.34

.32

.31

.37

Net realized and unrealized gain (loss)

(.50)

2.22

5.00

(4.06)

(1.51)

1.46

Total from investment operations

(.31)

2.60

5.34

(3.74)

(1.20)

1.83

Distributions from net investment income

(.39)

(.34)

(.33)

(.34)

(.40)

(.43)

Distributions from net realized gain

(.89)

(.09)

-

(.49)

(1.18)

(1.61)

Total distributions

(1.28)

(.43)

(.33)

(.83)

(1.58)

(2.04)

Redemption fees added to paid in capital

-E,G

-E,G

-E,G

-E,G

-

-

Net asset value, end of period

$ 23.69

$ 25.28

$ 23.11

$ 18.10

$ 22.67

$ 25.45

Total ReturnB,C,D

(1.32)%

11.38%

30.22%

(17.00)%

(5.09)%

8.30%

Ratios to Average Net AssetsF

Expenses before expense reductions

.66%A

.68%

.67%

.67%

.68%

.66%

Expenses net of voluntary waivers, if any

.66%A

.68%

.67%

.67%

.68%

.66%

Expenses net of all reductions

.65%A

.67%

.66%

.66%

.67%

.65%

Net investment income (loss)

1.61%A

1.61%

1.73%

1.60%

1.37%

1.58%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,090,065

$ 1,170,778

$ 1,071,483

$ 771,516

$ 836,017

$ 634,897

Portfolio turnover rate

22%A

22%

26%

25%

24%

22%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000F

Selected Per-Share Data

Net asset value, beginning of period

$ 25.09

$ 22.96

$ 18.00

$ 22.59

$ 25.41

$ 25.18

Income from Investment Operations

Net investment income (loss)E

.17

.34

.31

.28

.27

.32

Net realized and unrealized gain (loss)

(.50)

2.21

4.97

(4.04)

(1.50)

1.95

Total from investment operations

(.33)

2.55

5.28

(3.76)

(1.23)

2.27

Distributions from net investment income

(.36)

(.33)

(.32)

(.34)

(.41)

(.43)

Distributions from net realized gain

(.89)

(.09)

-

(.49)

(1.18)

(1.61)

Total distributions

(1.25)

(.42)

(.32)

(.83)

(1.59)

(2.04)

Redemption fees added to paid in capital

-E,H

-E,H

-E,H

-E,H

-

-

Net asset value, end of period

$ 23.51

$ 25.09

$ 22.96

$ 18.00

$ 22.59

$ 25.41

Total ReturnB,C,D

(1.39)%

11.23%

30.03%

(17.15)%

(5.23)%

10.19%

Ratios to Average Net AssetsG

Expenses before expense reductions

.81%A

.83%

.82%

.83%

.84%

.83%A

Expenses net of voluntary waivers, if any

.81%A

.83%

.82%

.83%

.84%

.83%A

Expenses net of all reductions

.80%A

.82%

.81%

.82%

.83%

.82%A

Net investment income (loss)

1.46%A

1.46%

1.58%

1.44%

1.21%

1.41%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,519,379

$ 1,420,999

$ 916,679

$ 403,632

$ 226,078

$ 39,911

Portfolio turnover rate

22%A

22%

26%

25%

24%

22%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F For the period January 12, 2000 (commencement of sale of shares) to December 31, 2000.

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

H Amount represents less than $.01 per share.

Financial Highlights - Service Class 2R

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002F

Selected Per-Share Data

Net asset value, beginning of period

$ 25.01

$ 22.91

$ 17.99

$ 21.82

Income from Investment Operations

Net investment income (loss)E

.17

.34

.31

.18

Net realized and unrealized gain (loss)

(.49)

2.20

4.96

(4.01)

Total from investment operations

(.32)

2.54

5.27

(3.83)

Distributions from net investment income

(.38)

(.35)

(.35)

-

Distributions from net realized gain

(.89)

(.09)

-

-

Total distributions

(1.27)

(.44)

(.35)

-

Redemption fees added to paid in capitalE,H

-

-

-

-

Net asset value, end of period

$ 23.42

$ 25.01

$ 22.91

$ 17.99

Total ReturnB,C,D

(1.38)%

11.22%

30.05%

(17.55)%

Ratios to Average Net AssetsG

Expenses before expense reductions

.81%A

.83%

.82%

.85%A

Expenses net of voluntary waivers, if any

.81%A

.83%

.82%

.85%A

Expenses net of all reductions

.80%A

.82%

.81%

.84%A

Net investment income (loss)

1.46%A

1.46%

1.57%

1.45%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 7,674

$ 5,617

$ 1,891

$ 471

Portfolio turnover rate

22%A

22%

26%

25%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002.

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

H Amount represents less than $.01 per share.

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

Equity-Income Portfolio

Notes to Financial Statements

For the period ended June 30, 2005 (Unaudited)

1. Significant Accounting Policies.

Equity-Income Portfolio (the fund) is a fund of Variable Insurance Products (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 the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Service Class 2R 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. On January 20, 2005, the Board of Trustees approved the creation of an Investor Class, a new class of shares of the fund. These shares are expected to be available on or about July 21, 2005.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan) independent 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, and are marked-to-market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount and losses deferred due to wash sales.

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

Unrealized appreciation

$ 2,757,793,308

Unrealized depreciation

(598,576,194)

Net unrealized appreciation (depreciation)

$ 2,159,217,114

Cost for federal income tax purposes

$ 8,573,482,701

Trading (Redemption) Fees. Service Class 2 R shares held less than 60 days are subject to a redemption fee equal to 1% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $1,219,887,436 and $1,555,730,304, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the fund's average net assets and a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .47% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's and Service Class 2R's average net assets.

Equity-Income Portfolio

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 were re-allowed to insurance companies for the distribution of shares and providing shareholder support services:

Service Class

$ 559,163

Service Class 2

1,817,941

Service Class 2R

7,929

$ 2,385,033

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 an asset-based fee with respect to each account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of shareholder reports, except proxy statements. Each class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of their month end net assets. For the period, the total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 2,746,488

Service Class

367,310

Service Class 2

491,068

Service Class 2 R

2,139

$ 3,607,005

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

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $225,730 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $55,134 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end there were no interfund loans outstanding. The fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest Earned
(included in
interest income)

Interest
Expense

Borrower

$ 9,855,683

2.79%

-

$ 31,337

5. Committed Line of Credit.

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

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 the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $621,844 for the period. In addition, through arrangements with the fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody expenses by $774.

8. Other.

The fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the fund. In the normal course of business, the fund may also enter into contracts that provide general indemnifications. The fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 12% of the total outstanding shares of the fund and one otherwise unaffiliated shareholder was the owner of record of 34% of the total outstanding shares of the fund.

Equity-Income Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Northern Trust Company
Chicago, IL

VIPEI-SANN-0805
1.705693.107

Fidelity® Variable Insurance Products:

Growth Portfolio

Semiannual Report

June 30, 2005

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Growth Portfolio

Fidelity Variable Insurance Products: Growth Portfolio

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2005 to June 30, 2005).

Actual Expenses

The first line of the table below for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Hypothetical Example for Comparison Purposes

The second line of the table below for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2005

Ending
Account Value
June 30, 2005

Expenses Paid
During Period
*
January 1, 2005
to June 30, 2005

Initial Class

Actual

$ 1,000.00

$ 979.50

$ 3.24

HypotheticalA

$ 1,000.00

$ 1,021.52

$ 3.31

Service Class

Actual

$ 1,000.00

$ 979.00

$ 3.73

HypotheticalA

$ 1,000.00

$ 1,021.03

$ 3.81

Service Class 2

Actual

$ 1,000.00

$ 978.00

$ 4.51

HypotheticalA

$ 1,000.00

$ 1,020.23

$ 4.61

Service Class 2R

Actual

$ 1,000.00

$ 978.30

$ 4.46

HypotheticalA

$ 1,000.00

$ 1,020.28

$ 4.56

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Initial Class

.66%

Service Class

.76%

Service Class 2

.92%

Service Class 2R

.91%

Semiannual Report

Fidelity Variable Insurance Products: Growth Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Microsoft Corp.

3.7

2.6

Johnson & Johnson

3.5

2.8

Intel Corp.

3.1

2.6

Wal-Mart Stores, Inc.

2.8

2.5

American International Group, Inc.

2.2

1.7

General Electric Co.

2.1

1.9

Dell, Inc.

2.1

2.2

PepsiCo, Inc.

1.9

1.6

Pfizer, Inc.

1.6

2.1

Cisco Systems, Inc.

1.6

2.1

24.6

Top Five Market Sectors as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

28.3

34.5

Health Care

18.2

19.4

Consumer Staples

13.8

7.0

Industrials

11.9

11.3

Consumer Discretionary

11.4

12.2

Asset Allocation (% of fund's net assets)

As of June 30, 2005 *

As of December 31, 2004 **

Stocks 99.5%

Stocks 99.3%

Short-Term Investments
and Net Other Assets 0.5%

Short-Term Investments
and Net Other Assets 0.7%

* Foreign investments

9.0%

** Foreign investments

8.8%



Growth Portfolio

Fidelity Variable Insurance Products: Growth Portfolio

Investments June 30, 2005 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.5%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 11.4%

Diversified Consumer Services - 0.6%

Weight Watchers International, Inc. (a)

1,096,700

$ 56,600,687

Hotels, Restaurants & Leisure - 0.6%

Carnival Corp. unit

495,500

27,029,525

Royal Caribbean Cruises Ltd.

519,900

25,142,364

52,171,889

Household Durables - 0.2%

Tempur-Pedic International, Inc. (a)

694,300

15,399,574

Internet & Catalog Retail - 1.0%

eBay, Inc. (a)

2,530,300

83,525,203

Priceline.com, Inc. (a)(d)

183,200

4,274,056

87,799,259

Media - 3.1%

E.W. Scripps Co. Class A

839,400

40,962,720

Gestevision Telecinco SA

202,911

4,753,901

Lamar Advertising Co. Class A (a)

948,560

40,569,911

Omnicom Group, Inc.

780,900

62,362,674

Pixar (a)

187,664

9,392,583

SBS Broadcasting SA (a)

652,278

30,741,862

Warner Music Group Corp.

532,000

8,618,400

WPP Group PLC sponsored ADR

479,900

24,498,895

XM Satellite Radio Holdings, Inc.
Class A (a)

1,387,984

46,719,541

268,620,487

Multiline Retail - 2.7%

Dollar General Corp.

1,371,600

27,925,776

Dollar Tree Stores, Inc. (a)

1,408,700

33,808,800

Fred's, Inc. Class A

1,898,344

31,474,544

Kohl's Corp. (a)

1,018,600

56,949,926

Nordstrom, Inc.

677,800

46,070,066

Target Corp.

824,200

44,844,722

241,073,834

Specialty Retail - 2.8%

Bed Bath & Beyond, Inc. (a)

751,500

31,397,670

Best Buy Co., Inc.

1,139,550

78,116,153

Foot Locker, Inc.

1,106,480

30,118,386

GameStop Corp. Class A (a)(d)

228,693

7,480,548

Guitar Center, Inc. (a)

541,444

31,604,086

RadioShack Corp.

938,400

21,742,728

Staples, Inc.

2,269,350

48,382,542

248,842,113

Textiles, Apparel & Luxury Goods - 0.4%

Carter's, Inc. (a)

543,400

31,723,692

TOTAL CONSUMER DISCRETIONARY

1,002,231,535

Shares

Value (Note 1)

CONSUMER STAPLES - 13.8%

Beverages - 2.2%

Brown-Forman Corp. Class B (non-vtg.)

351,000

$ 21,221,460

PepsiCo, Inc.

3,127,500

168,666,075

189,887,535

Food & Staples Retailing - 4.9%

7-Eleven, Inc. (a)

630,200

19,057,248

CVS Corp.

1,338,400

38,907,288

Longs Drug Stores Corp.

310,400

13,362,720

Wal-Mart Stores, Inc.

5,069,600

244,354,720

Walgreen Co.

2,462,200

113,236,578

428,918,554

Food Products - 4.0%

Archer-Daniels-Midland Co.

492,100

10,521,098

Bunge Ltd.

656,100

41,596,740

Campbell Soup Co.

1,182,800

36,394,756

Corn Products International, Inc.

1,327,300

31,536,648

General Mills, Inc.

904,500

42,321,555

Groupe Danone

102,400

9,008,937

Groupe Danone sponsored ADR

1,442,900

25,250,750

Hershey Co.

695,500

43,190,550

Kellogg Co.

1,052,000

46,750,880

Ralcorp Holdings, Inc.

186,500

7,674,475

The J.M. Smucker Co.

398,900

18,724,366

Wm. Wrigley Jr. Co.

521,100

35,872,524

348,843,279

Household Products - 1.5%

Church & Dwight Co., Inc.

921,400

33,354,680

Clorox Co.

704,000

39,226,880

Colgate-Palmolive Co.

1,193,600

59,572,576

132,154,136

Personal Products - 0.7%

Avon Products, Inc.

1,766,510

66,862,404

Tobacco - 0.5%

Altria Group, Inc.

668,300

43,212,278

TOTAL CONSUMER STAPLES

1,209,878,186

ENERGY - 6.2%

Energy Equipment & Services - 3.7%

Baker Hughes, Inc.

1,246,570

63,774,521

Halliburton Co.

1,246,000

59,583,720

National Oilwell Varco, Inc. (a)

840,200

39,943,108

Noble Corp.

188,000

11,563,880

Schlumberger Ltd. (NY Shares)

951,400

72,249,316

Smith International, Inc.

452,400

28,817,880

Transocean, Inc. (a)

305,700

16,498,629

Weatherford International Ltd. (a)

595,240

34,512,015

326,943,069

Common Stocks - continued

Shares

Value (Note 1)

ENERGY - continued

Oil, Gas & Consumable Fuels - 2.5%

Arch Coal, Inc.

448,200

$ 24,413,454

Ashland, Inc.

128,600

9,242,482

BG Group PLC sponsored ADR (d)

1,125,100

46,804,160

CONSOL Energy, Inc.

440,800

23,618,064

Peabody Energy Corp.

456,200

23,740,648

Premcor, Inc.

588,500

43,654,930

Tesoro Petroleum Corp.

487,200

22,664,544

Valero Energy Corp.

329,100

26,035,101

220,173,383

TOTAL ENERGY

547,116,452

FINANCIALS - 7.6%

Capital Markets - 2.0%

E*TRADE Financial Corp. (a)

2,495,400

34,910,646

Goldman Sachs Group, Inc.

190,400

19,424,608

Greenhill & Co., Inc.

150,000

6,076,500

Lazard Ltd. Class A

108,700

2,527,275

Merrill Lynch & Co., Inc.

813,900

44,772,639

Morgan Stanley

822,700

43,167,069

UBS AG (NY Shares)

340,000

26,469,000

177,347,737

Commercial Banks - 0.1%

Standard Chartered PLC (United Kingdom)

486,400

8,889,125

Consumer Finance - 1.3%

American Express Co.

2,204,400

117,340,212

Diversified Financial Services - 0.5%

JPMorgan Chase & Co.

1,259,266

44,477,275

Insurance - 3.5%

AFLAC, Inc.

1,734,120

75,052,714

American International Group, Inc.

3,330,266

193,488,455

Prudential Financial, Inc.

561,000

36,835,260

305,376,429

Thrifts & Mortgage Finance - 0.2%

Fannie Mae

298,200

17,414,880

TOTAL FINANCIALS

670,845,658

HEALTH CARE - 18.2%

Biotechnology - 2.6%

Amgen, Inc. (a)

1,009,310

61,022,883

Genentech, Inc. (a)

911,200

73,151,136

Genzyme Corp. (a)

803,600

48,288,324

ImClone Systems, Inc. (a)

844,200

26,144,874

QLT, Inc. (a)

764,300

7,903,755

Tanox, Inc. (a)

1,042,600

12,219,272

Telik, Inc. (a)

73,600

1,196,736

229,926,980

Shares

Value (Note 1)

Health Care Equipment & Supplies - 3.8%

Alcon, Inc.

476,500

$ 52,105,275

Baxter International, Inc.

2,133,000

79,134,300

Beckman Coulter, Inc.

447,400

28,441,218

Becton, Dickinson & Co.

840,100

44,080,047

C.R. Bard, Inc.

625,700

41,615,307

Dade Behring Holdings, Inc.

252,200

16,395,522

Medtronic, Inc.

955,230

49,471,362

Waters Corp. (a)

679,400

25,253,298

336,496,329

Health Care Providers & Services - 1.9%

Community Health Systems, Inc. (a)

986,800

37,291,172

HCA, Inc.

367,100

20,803,557

Health Management Associates, Inc. Class A

1,314,900

34,424,082

Triad Hospitals, Inc. (a)

675,900

36,931,176

UnitedHealth Group, Inc.

707,400

36,883,836

166,333,823

Pharmaceuticals - 9.9%

Abbott Laboratories

2,812,100

137,821,021

Barr Pharmaceuticals, Inc. (a)

994,672

48,480,313

Eli Lilly & Co.

784,700

43,715,637

Johnson & Johnson

4,708,820

306,073,300

MGI Pharma, Inc. (a)

929,400

20,223,744

Pfizer, Inc.

5,084,395

140,227,614

Roche Holding AG (participation certificate)

224,239

28,378,704

Schering-Plough Corp.

5,043,400

96,127,204

Wyeth

978,500

43,543,250

864,590,787

TOTAL HEALTH CARE

1,597,347,919

INDUSTRIALS - 11.9%

Aerospace & Defense - 3.0%

EADS NV

954,400

30,433,385

General Dynamics Corp.

307,400

33,672,596

Goodrich Corp.

534,480

21,892,301

Lockheed Martin Corp.

733,220

47,563,981

Precision Castparts Corp.

432,674

33,705,305

Rolls-Royce Group PLC

1,966,800

10,122,447

The Boeing Co.

1,233,700

81,424,200

258,814,215

Air Freight & Logistics - 1.2%

FedEx Corp.

577,500

46,783,275

United Parcel Service, Inc. Class B

363,700

25,153,492

UTI Worldwide, Inc.

393,711

27,410,160

99,346,927

Commercial Services & Supplies - 2.3%

Cintas Corp.

1,072,860

41,412,396

Corporate Executive Board Co.

365,700

28,645,281

Equifax, Inc.

866,600

30,946,286

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Herman Miller, Inc.

869,900

$ 26,827,716

Monster Worldwide, Inc. (a)

1,177,280

33,764,390

Robert Half International, Inc.

1,470,300

36,713,391

198,309,460

Construction & Engineering - 0.1%

Washington Group International, Inc. (a)

209,200

10,694,304

Electrical Equipment - 0.2%

American Power Conversion Corp.

738,153

17,413,029

Industrial Conglomerates - 2.6%

General Electric Co.

5,414,140

187,599,951

Siemens AG sponsored ADR

576,300

41,868,195

229,468,146

Machinery - 1.0%

Caterpillar, Inc.

413,700

39,429,747

Deere & Co.

406,500

26,621,685

Joy Global, Inc.

712,026

23,916,953

89,968,385

Marine - 0.1%

Alexander & Baldwin, Inc.

232,781

10,789,399

Road & Rail - 1.2%

Burlington Northern Santa Fe Corp.

707,700

33,318,516

CSX Corp.

250,800

10,699,128

Norfolk Southern Corp.

914,700

28,319,112

Union Pacific Corp.

533,700

34,583,760

106,920,516

Trading Companies & Distributors - 0.2%

UAP Holding Corp.

1,193,563

19,813,146

TOTAL INDUSTRIALS

1,041,537,527

INFORMATION TECHNOLOGY - 28.3%

Communications Equipment - 5.1%

Alvarion Ltd. (a)

863,500

10,033,870

Andrew Corp. (a)

2,141,900

27,330,644

Avaya, Inc. (a)

3,175,098

26,416,815

Cisco Systems, Inc. (a)

7,312,120

139,734,613

Harris Corp.

1,025,900

32,018,339

Powerwave Technologies, Inc. (a)

2,555,753

26,119,796

QUALCOMM, Inc.

4,029,100

133,000,591

Research In Motion Ltd. (a)

461,390

33,956,527

Tekelec (a)

1,110,743

18,660,482

447,271,677

Computers & Peripherals - 4.6%

Apple Computer, Inc. (a)

1,765,934

65,004,031

Dell, Inc. (a)

4,692,160

185,387,242

EMC Corp. (a)

5,114,900

70,125,279

Network Appliance, Inc. (a)

1,311,292

37,070,225

Shares

Value (Note 1)

QLogic Corp. (a)

774,100

$ 23,896,467

UNOVA, Inc. (a)

680,300

18,116,389

399,599,633

Electronic Equipment & Instruments - 1.4%

Amphenol Corp. Class A

688,582

27,660,339

Arrow Electronics, Inc. (a)

892,300

24,234,868

Hon Hai Precision Industries Co. Ltd.

6,438,842

33,439,290

Molex, Inc.

1,036,200

26,982,648

Symbol Technologies, Inc.

1,158,300

11,432,421

123,749,566

Internet Software & Services - 1.9%

Digital River, Inc. (a)

879,850

27,935,238

Google, Inc. Class A (sub. vtg.)

248,100

72,978,615

Yahoo!, Inc. (a)

1,924,432

66,681,569

167,595,422

IT Services - 0.3%

BearingPoint, Inc. (a)

4,172,521

30,584,579

Semiconductors & Semiconductor Equipment - 9.3%

Agere Systems, Inc. (a)

1,534,165

18,409,980

Altera Corp. (a)

2,166,139

42,932,875

Analog Devices, Inc.

1,334,400

49,786,464

Applied Materials, Inc.

4,061,047

65,707,740

Applied Micro Circuits Corp. (a)

2,864,400

7,332,864

ASML Holding NV (NY Shares) (a)

1,196,576

18,738,380

Atmel Corp. (a)

3,708,000

8,787,960

Fairchild Semiconductor International, Inc. (a)

1,538,200

22,688,450

Freescale Semiconductor, Inc.:

Class A

1,661,300

34,903,913

Class B

649,919

13,765,284

Integrated Circuit Systems, Inc. (a)

222,109

4,584,330

Intel Corp.

10,564,300

275,305,658

Intersil Corp. Class A

1,791,736

33,630,885

Linear Technology Corp.

239,200

8,776,248

Maxim Integrated Products, Inc.

234,600

8,964,066

Novellus Systems, Inc. (a)

804,600

19,881,666

ON Semiconductor Corp. (a)

2,154,500

9,910,700

PMC-Sierra, Inc. (a)

3,416,682

31,877,643

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

3,896,091

35,532,350

Teradyne, Inc. (a)

1,356,784

16,240,704

United Microelectronics Corp. sponsored ADR (d)

9,197,720

37,802,629

Vitesse Semiconductor Corp. (a)

3,067,300

6,410,657

Xilinx, Inc.

1,765,332

45,015,966

816,987,412

Software - 5.7%

Citrix Systems, Inc. (a)

1,410,044

30,541,553

Cognos, Inc. (a)

232,600

7,943,180

Kronos, Inc. (a)

593,316

23,964,033

Microsoft Corp.

13,085,870

325,053,010

NAVTEQ Corp.

683,400

25,408,812

Red Hat, Inc. (a)

719,500

9,425,450

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Software - continued

SAP AG sponsored ADR

726,700

$ 31,466,110

Take-Two Interactive Software, Inc. (a)

1,650,950

42,016,678

495,818,826

TOTAL INFORMATION TECHNOLOGY

2,481,607,115

MATERIALS - 1.0%

Chemicals - 1.0%

Monsanto Co.

980,800

61,662,896

Syngenta AG sponsored ADR

1,336,500

27,251,235

88,914,131

TELECOMMUNICATION SERVICES - 1.0%

Wireless Telecommunication Services - 1.0%

Nextel Communications, Inc.
Class A (a)

2,660,800

85,970,448

UTILITIES - 0.1%

Gas Utilities - 0.1%

Southern Union Co.

387,600

9,515,580

TOTAL COMMON STOCKS

(Cost $7,322,151,698)

8,734,964,551

Preferred Stocks - 0.0%

Convertible Preferred Stocks - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Communications Equipment - 0.0%

Chorum Technologies, Inc.
Series E (a)(e)

88,646

1

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Biotechnology - 0.0%

GeneProt, Inc. Series A (a)(e)

826,000

710,360

TOTAL PREFERRED STOCKS

(Cost $5,872,855)

710,361

Money Market Funds - 0.5%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 3.21% (b)

35,338,408

$ 35,338,408

Fidelity Securities Lending Cash Central Fund, 3.23% (b)(c)

7,400,480

7,400,480

TOTAL MONEY MARKET FUNDS

(Cost $42,738,888)

42,738,888

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $7,370,763,441)

8,778,413,800

NET OTHER ASSETS - 0.0%

(3,019,301)

NET ASSETS - 100%

$ 8,775,394,499

Legend

(a) Non-income producing

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

(c) Includes investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $710,361 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Chorum Technologies, Inc. Series E

9/19/00

$ 1,528,257

Geneprot, Inc. Series A

7/7/00

$ 4,543,000

Income Tax Information

At December 31, 2004, the fund had a capital loss carryforward of approximately $3,653,617,452 of which $1,411,197,000, $2,197,712,598 and $44,707,854 will expire on December 31, 2009, 2010 and 2011, respectively.

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, 2005 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $7,256,398) (cost $7,370,763,441) - See accompanying schedule

$ 8,778,413,800

Foreign currency held at value (cost $9,665,941)

9,560,324

Receivable for investments sold

16,115,550

Receivable for fund shares sold

1,046,292

Dividends receivable

4,760,257

Interest receivable

101,968

Prepaid expenses

21,061

Other affiliated receivables

56,007

Other receivables

1,886,237

Total assets

8,811,961,496

Liabilities

Payable for investments purchased

$ 14,107,022

Payable for fund shares redeemed

8,152,577

Accrued management fee

4,262,376

Distribution fees payable

261,678

Other affiliated payables

813,433

Other payables and accrued
expenses

1,569,431

Collateral on securities loaned, at value

7,400,480

Total liabilities

36,566,997

Net Assets

$ 8,775,394,499

Net Assets consist of:

Paid in capital

$ 10,552,378,204

Undistributed net investment income

12,476,688

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

(3,197,003,772)

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

1,407,543,379

Net Assets

$ 8,775,394,499

Initial Class:
Net Asset Value
, offering price and redemption price per share ($6,871,849,618 ÷ 220,253,058 shares)

$ 31.20

Service Class:
Net Asset Value
, offering price and redemption price per share ($1,108,869,936 ÷ 35,668,377 shares)

$ 31.09

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($791,132,636 ÷ 25,634,103 shares)

$ 30.86

Service Class 2R:
Net Asset Value
, offering price and redemption price per share ($3,542,309 ÷ 115,164 shares)

$ 30.76

Statement of Operations

Six months ended June 30, 2005 (Unaudited)

Investment Income

Dividends

$ 43,199,037

Interest

400,211

Security lending

241,841

Total income

43,841,089

Expenses

Management fee

$ 26,184,315

Transfer agent fees

3,014,195

Distribution fees

1,589,638

Accounting and security lending fees

668,905

Independent trustees' compensation

21,398

Appreciation in deferred trustee compensation account

8,899

Custodian fees and expenses

117,367

Audit

55,230

Legal

12,132

Interest

24,699

Miscellaneous

231,407

Total expenses before reductions

31,928,185

Expense reductions

(1,999,638)

29,928,547

Net investment income (loss)

13,912,542

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

482,662,500

Foreign currency transactions

1,333,933

Total net realized gain (loss)

483,996,433

Change in net unrealized appreciation (depreciation) on:

Investment securities

(717,987,603)

Assets and liabilities in foreign currencies

(603,883)

Total change in net unrealized appreciation (depreciation)

(718,591,486)

Net gain (loss)

(234,595,053)

Net increase (decrease) in net assets resulting from operations

$ (220,682,511)

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

Semiannual Report

Fidelity Variable Insurance Products: Growth Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Six months ended
June 30, 2005
(Unaudited)

Year ended
December 31,
2004

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 13,912,542

$ 45,137,740

Net realized gain (loss)

483,996,433

704,392,254

Change in net unrealized appreciation (depreciation)

(718,591,486)

(448,655,386)

Net increase (decrease) in net assets resulting from operations

(220,682,511)

300,874,608

Distributions to shareholders from net investment income

(43,821,998)

(25,185,765)

Share transactions - net increase (decrease)

(897,043,493)

(945,720,754)

Redemption fees

3

13

Total increase (decrease) in net assets

(1,161,547,999)

(670,031,898)

Net Assets

Beginning of period

9,936,942,498

10,606,974,396

End of period (including undistributed net investment income of $12,476,688 and undistributed net investment income of $42,500,013, respectively)

$ 8,775,394,499

$ 9,936,942,498

Other Information:

Share Transactions

Six months ended June 30, 2005

Initial Class

Service Class

Service Class 2

Service Class 2R

Shares

Sold

2,628,128

1,098,635

2,639,826

39,617

Reinvested

1,168,668

155,666

69,981

259

Redeemed

(27,098,198)

(7,188,194)

(2,713,945)

(9,251)

Net increase (decrease)

(23,301,402)

(5,933,893)

(4,138)

30,625

Dollars

Sold

$ 81,212,333

$ 34,043,200

$ 80,747,245

$ 1,210,646

Reinvested

36,754,599

4,880,141

2,179,216

8,042

Redeemed

(836,612,602)

(218,446,615)

(82,737,518)

(282,180)

Net increase (decrease)

$ (718,645,670)

$ (179,523,274)

$ 188,943

$ 936,508

Share Transactions

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Service Class 2R

Shares

Sold

10,173,829

3,809,653

9,957,726

63,032

Reinvested

677,303

70,256

26,349

100

Redeemed

(44,148,491)

(7,601,708)

(4,196,333)

(23,264)

Net increase (decrease)

(33,297,359)

(3,721,799)

5,787,742

39,868

Dollars

Sold

$ 317,143,990

$ 118,147,419

$ 305,162,849

$ 1,941,136

Reinvested

22,052,984

2,279,802

849,771

3,208

Redeemed

(1,353,451,648)

(232,412,004)

(126,744,925)

(693,336)

Net increase (decrease)

$ (1,014,254,674)

$ (111,984,783)

$ 179,267,695

$ 1,251,008

Distributions

Six months ended June 30, 2005

Initial Class

Service Class

Service Class 2

Service Class 2R

From net investment income

$ 36,754,599

$ 4,880,141

$ 2,179,216

$ 8,042

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Service Class 2R

From net investment income

$ 22,052,984

$ 2,279,802

$ 849,771

$ 3,208

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

Growth Portfolio

Financial Highlights - Initial Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 32.01

$ 31.04

$ 23.44

$ 33.61

$ 43.66

$ 54.93

Income from Investment Operations

Net investment income (loss)E

.05

.15F,I

.07

.07

.07

.03

Net realized and unrealized gain (loss)

(.70)

.90

7.60

(10.17)

(7.27)

(5.27)

Total from investment operations

(.65)

1.05

7.67

(10.10)

(7.20)

(5.24)

Distributions from net investment income

(.16)

(.08)

(.07)

(.07)

(.03)

(.06)

Distributions from net realized gain

-

-

-

-

(2.82)

(5.97)

Total distributions

(.16)

(.08)

(.07)

(.07)

(2.85)

(6.03)

Redemption fees added to paid in capital

-E,H

-E,H

-E,H

-E,H

-

-

Net asset value, end of period

$ 31.20

$ 32.01

$ 31.04

$ 23.44

$ 33.61

$ 43.66

Total ReturnB,C,D

(2.05)%

3.38%

32.85%

(30.10)%

(17.67)%

(10.96)%

Ratios to Average Net AssetsG

Expenses before expense reductions

.66%A

.68%

.67%

.67%

.68%

.65%

Expenses net of voluntary waivers, if any

.66%A

.68%

.67%

.67%

.68%

.65%

Expenses net of all reductions

.62%A

.65%

.64%

.61%

.65%

.64%

Net investment income (loss)

.34%A

.47%I

.28%

.25%

.19%

.07%

Supplemental Data

Net assets, end of period (000 omitted)

$ 6,871,850

$ 7,796,888

$ 8,594,509

$ 7,016,147

$ 11,458,659

$ 15,517,271

Portfolio turnover rate

88%A

72%

61%

90%

105%

103%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income to average net assets would have been .22%.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I As a result in the change in the estimate of the return of capital component of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate had no impact on total net assets or total return of the fund.

Financial Highlights - Service Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 31.88

$ 30.92

$ 23.34

$ 33.48

$ 43.51

$ 54.80

Income from Investment Operations

Net investment income (loss)E

.04

.11F,I

.05

.04

.03

(.02)

Net realized and unrealized gain (loss)

(.71)

.90

7.58

(10.14)

(7.24)

(5.25)

Total from investment operations

(.67)

1.01

7.63

(10.10)

(7.21)

(5.27)

Distributions from net investment income

(.12)

(.05)

(.05)

(.04)

-

(.05)

Distributions from net realized gain

-

-

-

-

(2.82)

(5.97)

Total distributions

(.12)

(.05)

(.05)

(.04)

(2.82)

(6.02)

Redemption fees added to paid in capital

-E,H

-E,H

-E,H

-E,H

-

-

Net asset value, end of period

$ 31.09

$ 31.88

$ 30.92

$ 23.34

$ 33.48

$ 43.51

Total ReturnB,C,D

(2.10)%

3.26%

32.78%

(30.20)%

(17.74)%

(11.05)%

Ratios to Average Net AssetsG

Expenses before expense reductions

.76%A

.78%

.77%

.77%

.78%

.76%

Expenses net of voluntary waivers, if any

.76%A

.78%

.77%

.77%

.78%

.76%

Expenses net of all reductions

.72%A

.75%

.74%

.71%

.75%

.74%

Net investment income (loss)

.24%A

.37%I

.18%

.15%

.09%

(.04) %

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,108,870

$ 1,326,262

$ 1,401,298

$ 1,058,738

$ 1,655,758

$ 1,847,051

Portfolio turnover rate

88%A

72%

61%

90%

105%

103%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income to average net assets would have been .12%.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I As a result in the change in the estimate of the return of capital component of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate had no impact on total net assets or total return of the fund.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000G

Selected Per-Share Data

Net asset value, beginning of period

$ 31.64

$ 30.72

$ 23.21

$ 33.34

$ 43.43

$ 53.40

Income from Investment Operations

Net investment income (loss)E

.01

.07F, J

.01

-

(.02)

(.09)

Net realized and unrealized gain (loss)

(.70)

.89

7.53

(10.09)

(7.22)

(3.86)

Total from investment operations

(.69)

.96

7.54

(10.09)

(7.24)

(3.95)

Distributions from net investment income

(.09)

(.04)

(.03)

(.04)

(.03)

(.05)

Distributions from net realized gain

-

-

-

-

(2.82)

(5.97)

Total distributions

(.09)

(.04)

(.03)

(.04)

(2.85)

(6.02)

Redemption fees added to paid in capital

-E,I

-E,I

-E,I

-E,I

-

-

Net asset value, end of period

$ 30.86

$ 31.64

$ 30.72

$ 23.21

$ 33.34

$ 43.43

Total ReturnB,C,D

(2.20)%

3.12%

32.54%

(30.30)%

(17.87)%

(8.88)%

Ratios to Average Net AssetsH

Expenses before expense reductions

.92%A

.93%

.92%

.93%

.93%

.91%A

Expenses net of voluntary waivers, if any

.92%A

.93%

.92%

.93%

.93%

.91%A

Expenses net of all reductions

.87%A

.90%

.89%

.87%

.90%

.90%A

Net investment income (loss)

.09%A

.22%J

.02%

(.01)%

(.06)%

(.19)%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 791,133

$ 811,126

$ 609,798

$ 238,543

$ 191,475

$ 57,095

Portfolio turnover rate

88%A

72%

61%

90%

105%

103%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income to average net assets would have been (.03)%.

G For the period January 12, 2000 (commencement of sale of shares) to December 31, 2000.

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

I Amount represents less than $.01 per share.

J As a result in the change in the estimate of the return of capital component of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate had no impact on total net assets or total return of the fund.

Financial Highlights - Service Class 2R

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002G

Selected Per-Share Data

Net asset value, beginning of period

$ 31.54

$ 30.65

$ 23.20

$ 31.05

Income from Investment Operations

Net investment income (loss)E

.01

.07F,J

.01

(.01)

Net realized and unrealized gain (loss)

(.69)

.88

7.51

(7.84)

Total from investment operations

(.68)

.95

7.52

(7.85)

Distributions from net investment income

(.10)

(.06)

(.07)

-

Redemption fees added to paid in capitalE,I

-

-

-

-

Net asset value, end of period

$ 30.76

$ 31.54

$ 30.65

$ 23.20

Total ReturnB,C,D

(2.17)%

3.10%

32.54%

(25.28)%

Ratios to Average Net AssetsH

Expenses before expense reductions

.91%A

.93%

.92%

.96%A

Expenses net of voluntary waivers, if any

.91%A

.93%

.92%

.96%A

Expenses net of all reductions

.87%A

.90%

.90%

.90%A

Net investment income (loss)

.09%A

.22%J

.02%

(.03)%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,542

$ 2,667

$ 1,369

$ 210

Portfolio turnover rate

88%A

72%

61%

90%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Investment income per share reflects a special dividend which amounted to $.08 per share. Excluding the special dividend, the ratio of net investment income to average net assets would have been (.03)%.

G For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002.

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

I Amount represents less than $.01 per share.

J As a result in the change in the estimate of the return of capital component of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate had no impact on total net assets or total return of the fund.

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

Growth Portfolio

Notes to Financial Statements

For the period ended June 30, 2005 (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 the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Service Class 2R 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. On January 20, 2005, The Board of Trustees approved the creation of an Investor Class, a new class of shares of the fund. Theses shares are expected to be available on or about July 21, 2005.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan) independent 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, and are marked-to-market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 1,716,443,582

Unrealized depreciation

(328,225,990)

Net unrealized appreciation (depreciation)

$ 1,388,217,592

Cost for federal income tax purposes

$ 7,390,196,208

Trading (Redemption) Fees. Service Class 2 R shares held less than 60 days are subject to a redemption fee equal to 1% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $3,991,845,820 and $4,889,469,577, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the fund's average net assets and a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .57% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service 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.

Growth Portfolio

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 were re-allowed to insurance companies for the distribution of shares and providing shareholder support services:

Service Class

$ 600,192

Service Class 2

985,765

Service Class 2 R

3,681

$ 1,589,638

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 an asset-based fee with respect to each account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of shareholder reports, except proxy statements. Each class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of their month end net assets. For the period, the total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 2,349,623

Service Class

396,969

Service Class 2

266,615

Service Class 2 R

988

$ 3,014,195

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

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $373,445 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $203,849 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest Earned
(included in
interest income)

Interest
Expense

Borrower

$ 11,520,643

2.76%

-

$ 24,699

5. Committed Line of Credit.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. 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 the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $1,999,638 for the period.

8. Other.

The fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the fund. In the normal course of business, the fund may also enter into contracts that provide general indemnifications. The fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 11% of the total outstanding shares of the fund and two otherwise unaffiliated shareholders were the owners of record of 42% of the total outstanding shares of the fund.

Growth Portfolio

Semiannual Report

Growth Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

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

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

VIPGRWT-SANN-0805
1.705692.107

Fidelity® Variable Insurance Products:

High Income Portfolio

Semiannual Report

June 30, 2005

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

High Income Portfolio

Fidelity Variable Insurance Products: High Income Portfolio

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2005 to June 30, 2005).

Actual Expenses

The first line of the table below for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Hypothetical Example for Comparison Purposes

The second line of the table below for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2005

Ending
Account Value
June 30, 2005

Expenses Paid
During Period
*
January 1, 2005
to June 30, 2005

Initial Class

Actual

$ 1,000.00

$ 997.30

$ 3.47

HypotheticalA

$ 1,000.00

$ 1,021.32

$ 3.51

Service Class

Actual

$ 1,000.00

$ 996.40

$ 3.96

HypotheticalA

$ 1,000.00

$ 1,020.83

$ 4.01

Service Class 2

Actual

$ 1,000.00

$ 995.80

$ 4.75

HypotheticalA

$ 1,000.00

$ 1,020.03

$ 4.81

Initial Class R

Actual

$ 1,000.00

$ 995.70

$ 3.41

HypotheticalA

$ 1,000.00

$ 1,021.37

$ 3.46

Service Class R

Actual

$ 1,000.00

$ 996.60

$ 3.96

HypotheticalA

$ 1,000.00

$ 1,020.83

$ 4.01

Service Class 2R

Actual

$ 1,000.00

$ 995.70

$ 4.65

HypotheticalA

$ 1,000.00

$ 1,020.13

$ 4.71

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Initial Class

.70%

Service Class

.80%

Service Class 2

.96%

Initial Class R

.69%

Service Class R

.80%

Service Class 2R

.94%

Semiannual Report

Fidelity Variable Insurance Products: High Income Portfolio

Investment Changes

Top Five Holdings as of June 30, 2005

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Qwest Corp.

2.4

1.5

Kerr-McGee Corp.

1.9

0.0

AES Corp.

1.7

1.9

CMS Energy Corp.

1.6

0.8

MGM MIRAGE

1.6

1.5

9.2

Top Five Market Sectors as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Telecommunications

10.8

9.6

Energy

10.2

7.5

Electric Utilities

8.5

7.0

Gaming

6.0

4.4

Healthcare

6.0

6.2

Quality Diversification (% of fund's net assets)

As of June 30, 2005

As of December 31, 2004

AAA, AA, A 0.0%

AAA, AA, A 0.0%

BBB 1.0%

BBB 0.3%

BB 35.1%

BB 36.8%

B 44.4%

B 46.6%

CCC, CC, C 12.1%

CCC, CC, C 10.1%

Not Rated 2.9%

Not Rated 3.3%

Equities 1.8%

Equities 0.3%

Short-Term
Investments and
Net Other Assets 2.7%

Short-Term
Investments and
Net Other Assets 2.6%



We have used ratings from Moody's Investors Services, Inc. Where Moody's ratings are not available, we have used S&P ratings.

Asset Allocation (% of fund's net assets)

As of June 30, 2005 *

As of December 31, 2004 **

Nonconvertible
Bonds 85.0%

Nonconvertible
Bonds 91.1%

Convertible Bonds,
Preferred Stocks 0.0%

Convertible Bonds, Preferred Stocks 0.1%

Common Stocks 1.8%

Common Stocks 0.2%

Floating Rate
Loans 10.2%

Floating Rate
Loans 5.7%

Other Investments 0.3%

Other Investments 0.3%

Short-Term
Investments and
Net Other Assets 2.7%

Short-Term
Investments and
Net Other Assets 2.6%

* Foreign
investments

16.1%

* *Foreign
investments

17.5%



High Income Portfolio

Fidelity Variable Insurance Products: High Income Portfolio

Investments June 30, 2005 (Unaudited)

Showing Percentage of Net Assets

Nonconvertible Bonds - 85.0%

Principal Amount

Value
(Note 1)

Aerospace - 1.1%

L-3 Communications Corp. 7.625% 6/15/12

$ 3,625,000

$ 3,860,625

Orbimage Holdings, Inc. 13.19% 7/1/12 (d)(e)

2,550,000

2,671,125

Orbital Sciences Corp. 9% 7/15/11

5,900,000

6,431,000

Primus International, Inc. 10.5% 4/15/09 (d)

4,505,000

4,730,250

17,693,000

Air Transportation - 1.0%

American Airlines, Inc. pass thru trust certificates:

6.817% 5/23/11

5,185,000

4,912,788

7.324% 4/15/11

990,000

871,200

7.377% 5/23/19

5,317,660

3,722,362

7.379% 5/23/16

2,300,222

1,610,156

7.8% 4/1/08

4,510,000

4,273,225

AMR Corp. 10.2% 3/15/20

75,000

54,000

Northwest Airlines, Inc. pass thru trust certificates 8.07% 1/2/15

1,766,149

830,090

16,273,821

Automotive - 1.6%

Accuride Corp. 8.5% 2/1/15

1,205,000

1,171,863

Delco Remy International, Inc. 9.375% 4/15/12

5,500,000

4,482,500

Ford Motor Credit Co. 6.625% 6/16/08

9,885,000

9,761,438

Navistar International Corp.:

6.25% 3/1/12 (d)

4,060,000

3,907,750

7.5% 6/15/11

2,915,000

2,973,300

Tenneco Automotive, Inc. 8.625% 11/15/14

3,895,000

3,914,475

26,211,326

Banks and Thrifts - 0.3%

Western Financial Bank 9.625% 5/15/12

5,125,000

5,560,625

Broadcasting - 0.4%

Emmis Communications Corp. 9.3144% 6/15/12 (d)(e)

2,940,000

2,984,100

Gray Television, Inc. 9.25% 12/15/11

3,335,000

3,618,475

6,602,575

Building Materials - 1.8%

Anixter International, Inc. 5.95% 3/1/15

3,710,000

3,635,800

Goodman Global Holdings, Inc.:

6.41% 6/15/12 (d)(e)

4,905,000

4,782,375

7.875% 12/15/12 (d)

4,015,000

3,713,875

Maax Holdings, Inc. 0% 12/15/12 (c)(d)

9,895,000

4,452,750

Nortek, Inc. 8.5% 9/1/14

5,350,000

4,922,000

NTK Holdings, Inc. 0% 3/1/14 (c)(d)

6,150,000

2,952,000

Principal Amount

Value
(Note 1)

Texas Industries, Inc.:

7.25% 7/15/13 (d)

$ 920,000

$ 943,000

10.25% 6/15/11

2,910,000

3,364,688

28,766,488

Cable TV - 3.5%

Cablevision Systems Corp. 7.88% 4/1/09 (e)

6,165,000

6,180,413

CSC Holdings, Inc. 8.125% 7/15/09

3,650,000

3,695,625

DirecTV Holdings LLC/DirecTV Financing, Inc. 8.375% 3/15/13

3,636,000

4,026,870

EchoStar DBS Corp. 5.75% 10/1/08

24,875,000

24,750,602

GCI, Inc. 7.25% 2/15/14

4,080,000

3,916,800

Insight Communications, Inc. 0% 2/15/11 (c)

1,310,000

1,313,275

Insight Midwest LP/Insight Capital, Inc. 10.5% 11/1/10

580,000

615,554

Kabel Deutschland GmbH 10.625% 7/1/14 (d)

2,065,000

2,245,688

Mediacom LLC/Mediacom Capital Corp. 7.875% 2/15/11

3,200,000

3,112,000

Telenet Group Holding NV 0% 6/15/14 (c)(d)

9,055,000

7,062,900

56,919,727

Capital Goods - 3.3%

Amsted Industries, Inc. 10.25% 10/15/11 (d)

6,840,000

7,387,200

Case New Holland, Inc.:

6% 6/1/09

4,815,000

4,622,400

9.25% 8/1/11

2,635,000

2,779,925

Dresser, Inc. 9.375% 4/15/11

7,700,000

8,104,250

Invensys PLC 9.875% 3/15/11 (d)

15,075,000

14,622,750

Leucadia National Corp. 7% 8/15/13

5,375,000

5,375,000

Park-Ohio Industries, Inc. 8.375% 11/15/14 (d)

3,645,000

3,152,925

Sensus Metering Systems, Inc. 8.625% 12/15/13

4,160,000

3,868,800

Terex Corp.:

9.25% 7/15/11

2,410,000

2,608,825

10.375% 4/1/11

740,000

804,750

53,326,825

Chemicals - 3.2%

BCI US Finance Corp./Borden 2 Nova Scotia Finance ULC 9.0988% 7/15/10 (d)(e)

990,000

990,000

Borden US Finance Corp./Nova Scotia Finance ULC:

7.8906% 7/15/10 (d)(e)

4,720,000

4,625,600

9% 7/15/14 (d)

3,680,000

3,772,000

Crompton Corp. 9.875% 8/1/12

1,310,000

1,506,500

Crystal US Holding 3 LLC/Crystal US Sub 3 Corp.:

Series A, 0% 10/1/14 (c)

2,905,000

2,062,550

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

Chemicals - continued

Crystal US Holding 3 LLC/Crystal US Sub 3 Corp.: - continued

Series B, 0% 10/1/14 (c)

$ 1,965,000

$ 1,375,500

Equistar Chemicals LP 7.55% 2/15/26

2,890,000

2,673,250

Equistar Chemicals LP/Equistar Funding Corp.:

8.75% 2/15/09

925,000

971,250

10.125% 9/1/08

2,800,000

3,041,500

Huntsman LLC:

10.6406% 7/15/11 (e)

5,700,000

6,056,250

11.5% 7/15/12

340,000

397,800

11.625% 10/15/10

300,000

351,000

IMC Global, Inc. 10.875% 6/1/08

760,000

856,900

Millennium America, Inc. 9.25% 6/15/08

11,875,000

12,899,219

Nalco Co. 7.75% 11/15/11

5,015,000

5,309,631

NOVA Chemicals Corp. 7.4% 4/1/09

4,420,000

4,552,600

Rhodia SA 10.25% 6/1/10

1,130,000

1,211,925

52,653,475

Consumer Products - 0.8%

Church & Dwight Co., Inc. 6% 12/15/12

4,630,000

4,676,300

Jostens Holding Corp. 0% 12/1/13 (c)

3,050,000

2,142,625

Jostens IH Corp. 7.625% 10/1/12

1,970,000

1,940,450

Revlon Consumer Products Corp. 9.5% 4/1/11

1,940,000

1,843,000

Samsonite Corp. 8.875% 6/1/11

2,045,000

2,177,925

12,780,300

Containers - 2.6%

Berry Plastics Corp. 10.75% 7/15/12

3,000,000

3,270,000

BWAY Corp. 10% 10/15/10

7,005,000

7,285,200

Crown European Holdings SA:

9.5% 3/1/11

2,500,000

2,762,500

10.875% 3/1/13

9,805,000

11,545,388

Owens-Brockway Glass Container, Inc.:

8.25% 5/15/13

5,115,000

5,498,625

8.75% 11/15/12

1,750,000

1,929,375

Owens-Illinois, Inc.:

7.35% 5/15/08

3,505,000

3,645,200

7.5% 5/15/10

6,140,000

6,462,350

42,398,638

Diversified Financial Services - 0.5%

Global Cash Access LLC/Global Cash Access Finance Corp. 8.75% 3/15/12

1,775,000

1,930,313

Principal Amount

Value
(Note 1)

Residential Capital Corp. 6.375% 6/30/10 (d)

$ 2,445,000

$ 2,456,956

Triad Acquisition Corp. 11.125% 5/1/13 (d)

2,930,000

2,973,950

7,361,219

Diversified Media - 1.1%

Corus Entertainment, Inc. 8.75% 3/1/12

6,140,000

6,600,500

LBI Media Holdings, Inc. 0% 10/15/13 (c)

6,440,000

4,830,000

LBI Media, Inc. 10.125% 7/15/12

3,285,000

3,621,713

Liberty Media Corp. 8.25% 2/1/30

3,090,000

3,073,920

18,126,133

Electric Utilities - 6.6%

AES Corp.:

8.875% 2/15/11

13,026,000

14,491,425

9.375% 9/15/10

6,433,000

7,261,249

9.5% 6/1/09

4,549,000

5,055,076

AES Gener SA 7.5% 3/25/14

5,290,000

5,382,575

Allegheny Energy Supply Co. LLC 8.25% 4/15/12 (d)

2,770,000

3,088,550

CMS Energy Corp.:

6.3% 2/1/12

3,040,000

3,055,200

7.5% 1/15/09

9,475,000

9,925,063

7.75% 8/1/10

1,970,000

2,107,900

8.5% 4/15/11

945,000

1,050,131

8.9% 7/15/08

3,315,000

3,596,775

9.875% 10/15/07

5,470,000

5,962,300

MSW Energy Holdings II LLC/MSW Finance Co. II, Inc. 7.375% 9/1/10

4,700,000

4,817,500

MSW Energy Holdings LLC/MSW Energy Finance Co., Inc. 8.5% 9/1/10

2,505,000

2,649,038

Nevada Power Co. 10.875% 10/15/09

1,095,000

1,219,556

NRG Energy, Inc. 8% 12/15/13 (d)

10,786,000

11,325,300

Sierra Pacific Power Co. 6.25% 4/15/12

3,485,000

3,580,838

Sierra Pacific Resources 8.625% 3/15/14

1,850,000

2,044,250

TECO Energy, Inc.:

5.37% 5/1/10 (d)(e)

3,850,000

3,907,750

7.2% 5/1/11

5,285,000

5,721,013

Tenaska Alabama Partners LP 7% 6/30/21 (d)

3,325,000

3,391,500

Utilicorp Canada Finance Corp. 7.75% 6/15/11

8,600,000

8,858,000

108,490,989

Energy - 6.7%

Chesapeake Energy Corp. 7.75% 1/15/15

6,100,000

6,572,750

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

Energy - continued

El Paso Corp. 7.625% 8/16/07 (d)

$ 1,880,000

$ 1,927,000

Hanover Compressor Co.:

0% 3/31/07

5,595,000

4,895,625

8.625% 12/15/10

2,560,000

2,688,000

9% 6/1/14

1,540,000

1,640,100

Hanover Equipment Trust 8.75% 9/1/11

775,000

819,563

Hilcorp Energy I LP/Hilcorp Finance Co. 10.5% 9/1/10 (d)

5,810,000

6,478,150

Markwest Energy Partners LP/ Markwest Energy Finance Corp. 6.875% 11/1/14 (d)

1,941,000

1,931,295

Newfield Exploration Co. 6.625% 9/1/14

2,800,000

2,926,000

Ocean Rig Norway AS 8.375% 7/1/13 (d)

1,510,000

1,532,650

Parker Drilling Co.:

8.08% 9/1/10 (e)

10,995,000

11,434,800

9.625% 10/1/13

1,505,000

1,696,888

9.625% 10/1/13 (d)

2,455,000

2,768,013

Pride International, Inc. 7.375% 7/15/14

7,845,000

8,609,888

Range Resources Corp. 7.375% 7/15/13

10,885,000

11,483,675

Sonat, Inc.:

6.625% 2/1/08

1,545,000

1,546,931

7.625% 7/15/11

8,680,000

8,745,100

Stone Energy Corp. 6.75% 12/15/14

5,535,000

5,382,788

The Coastal Corp.:

6.375% 2/1/09

9,790,000

9,618,675

6.5% 6/1/08

1,510,000

1,494,900

6.7% 2/15/27

2,726,000

2,746,445

7.75% 6/15/10

9,494,000

9,695,748

9.625% 5/15/12

1,305,000

1,428,975

Williams Co., Inc. Credit Linked Certificate Trust III 6.75% 4/15/09 (d)

1,455,000

1,507,744

109,571,703

Environmental - 0.6%

Allied Waste North America, Inc.:

5.75% 2/15/11

2,640,000

2,461,800

8.5% 12/1/08

3,690,000

3,870,072

8.875% 4/1/08

3,725,000

3,911,250

10,243,122

Food and Drug Retail - 0.8%

Rite Aid Corp.:

8.125% 5/1/10

590,000

606,225

9.5% 2/15/11

3,920,000

4,179,700

Principal Amount

Value
(Note 1)

Stater Brothers Holdings, Inc.:

6.91% 6/15/10 (e)

$ 5,155,000

$ 5,103,450

8.125% 6/15/12

3,185,000

3,089,450

12,978,825

Food/Beverage/Tobacco - 1.7%

National Beef Packing Co. LLC/National Beef Finance Corp. 10.5% 8/1/11

2,210,000

2,110,550

RJ Reynolds Tobacco Holdings, Inc.:

6.5% 7/15/10 (d)

4,630,000

4,606,850

7.3% 7/15/15 (d)

1,530,000

1,526,175

Smithfield Foods, Inc.:

7% 8/1/11

5,950,000

6,247,500

7.75% 5/15/13

1,935,000

2,099,475

8% 10/15/09

1,510,000

1,630,800

UAP Holding Corp. 0% 7/15/12 (c)

6,050,000

4,961,000

United Agriculture Products, Inc. 8.25% 12/15/11

4,949,000

5,134,588

28,316,938

Gaming - 5.7%

Mandalay Resort Group:

9.375% 2/15/10

4,655,000

5,178,688

10.25% 8/1/07

3,125,000

3,433,750

MGM MIRAGE:

6% 10/1/09

14,545,000

14,672,996

6.75% 9/1/12

8,910,000

9,177,300

Mohegan Tribal Gaming Authority:

6.375% 7/15/09

11,815,000

12,021,763

7.125% 8/15/14

2,220,000

2,297,700

8% 4/1/12

1,220,000

1,306,986

MTR Gaming Group, Inc. 9.75% 4/1/10

3,690,000

4,012,875

Pinnacle Entertainment, Inc. 8.25% 3/15/12

4,975,000

5,161,563

Scientific Games Corp. 6.25% 12/15/12 (d)

4,465,000

4,487,325

Seneca Gaming Corp.:

7.25% 5/1/12 (Reg.S) (d)

4,600,000

4,755,250

7.25% 5/1/12

6,020,000

6,223,175

Station Casinos, Inc. 6.875% 3/1/16 (d)

6,700,000

6,884,250

Virgin River Casino Corp./RBG LLC/B&BB, Inc.:

0% 1/15/13 (c)(d)

2,100,000

1,470,000

9% 1/15/12 (d)

4,610,000

4,805,925

Wheeling Island Gaming, Inc. 10.125% 12/15/09

6,730,000

7,133,800

93,023,346

Healthcare - 5.1%

AmerisourceBergen Corp. 7.25% 11/15/12

5,070,000

5,577,000

AMR HoldCo, Inc./ EmCare HoldCo, Inc. 10% 2/15/15 (d)

2,980,000

3,173,700

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

Healthcare - continued

CDRV Investors, Inc. 0% 1/1/15 (c)(d)

$ 14,295,000

$ 7,076,025

Concentra Operating Corp.:

9.125% 6/1/12

5,135,000

5,443,100

9.5% 8/15/10

2,145,000

2,284,425

DaVita, Inc. 6.625% 3/15/13 (d)

6,520,000

6,731,900

Fisher Scientific International, Inc. 8% 9/1/13

3,485,000

3,972,900

HCA, Inc. 5.5% 12/1/09

5,510,000

5,517,383

HealthSouth Corp.:

7.375% 10/1/06

1,040,000

1,053,000

7.625% 6/1/12

3,335,000

3,234,950

8.5% 2/1/08

3,373,000

3,406,730

Omega Healthcare Investors, Inc. 7% 4/1/14

7,230,000

7,284,225

PerkinElmer, Inc. 8.875% 1/15/13

7,225,000

7,992,656

Psychiatric Solutions, Inc. 7.75% 7/15/15 (d)

4,310,000

4,310,000

Senior Housing Properties Trust 8.625% 1/15/12

9,170,000

10,247,475

Service Corp. International (SCI):

7.7% 4/15/09

1,915,000

2,039,475

7.7% 4/15/09

830,000

888,100

Ventas Realty LP/Ventas Capital Corp. 6.75% 6/1/10 (d)

2,420,000

2,510,750

82,743,794

Homebuilding/Real Estate - 3.6%

American Real Estate Partners/American Real Estate Finance Corp.:

7.125% 2/15/13 (d)

5,020,000

4,944,700

8.125% 6/1/12

11,900,000

12,286,750

K. Hovnanian Enterprises, Inc.:

6% 1/15/10

1,330,000

1,303,400

8.875% 4/1/12

1,240,000

1,339,200

KB Home 7.75% 2/1/10

10,470,000

10,941,150

Standard Pacific Corp.:

5.125% 4/1/09

5,680,000

5,452,800

6.5% 10/1/08

2,665,000

2,665,000

6.875% 5/15/11

2,825,000

2,853,250

Technical Olympic USA, Inc.:

7.5% 3/15/11

1,345,000

1,223,950

7.5% 1/15/15

5,115,000

4,526,775

9% 7/1/10

1,110,000

1,126,650

10.375% 7/1/12

4,125,000

4,207,500

WCI Communities, Inc.:

6.625% 3/15/15

3,135,000

2,852,850

7.875% 10/1/13

2,605,000

2,605,000

58,328,975

Principal Amount

Value
(Note 1)

Hotels - 0.8%

Grupo Posadas SA de CV 8.75% 10/4/11 (d)

$ 5,725,000

$ 6,111,438

Host Marriott LP 7.125% 11/1/13

6,855,000

7,146,338

13,257,776

Insurance - 0.2%

Crum & Forster Holdings Corp. 10.375% 6/15/13

3,605,000

3,911,425

Leisure - 2.0%

Equinox Holdings Ltd. 9% 12/15/09

1,690,000

1,757,600

Six Flags, Inc.:

9.625% 6/1/14

3,080,000

2,868,250

9.75% 4/15/13

1,550,000

1,458,938

Speedway Motorsports, Inc. 6.75% 6/1/13

875,000

901,250

Town Sports International Holdings, Inc. 0% 2/1/14 (c)

3,870,000

2,225,250

Town Sports International, Inc. 9.625% 4/15/11

6,810,000

7,048,350

Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10

10,015,000

11,492,213

Universal City Florida Holding Co. I/II 7.96% 5/1/10 (e)

5,345,000

5,545,438

33,297,289

Metals/Mining - 2.0%

Century Aluminum Co. 7.5% 8/15/14

1,735,000

1,735,000

Compass Minerals International, Inc.:

0% 12/15/12 (c)

5,940,000

5,197,500

0% 6/1/13 (c)

9,470,000

7,907,450

Freeport-McMoRan Copper & Gold, Inc.:

6.875% 2/1/14

1,840,000

1,803,200

10.125% 2/1/10

600,000

669,000

Massey Energy Co. 6.625% 11/15/10

2,065,000

2,095,975

Peabody Energy Corp. 6.875% 3/15/13

2,400,000

2,544,000

Vedanta Resources PLC 6.625% 2/22/10 (d)

10,775,000

10,640,313

32,592,438

Paper - 1.0%

Georgia-Pacific Corp.:

8% 1/15/14

1,705,000

1,877,631

8.125% 5/15/11

3,120,000

3,517,800

8.875% 2/1/10

3,440,000

3,887,200

9.375% 2/1/13

2,620,000

2,960,600

Norske Skog Canada Ltd. 8.625% 6/15/11

3,465,000

3,568,950

15,812,181

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

Publishing/Printing - 1.4%

Dex Media East LLC/Dex Media East Finance Co. 9.875% 11/15/09

$ 1,645,000

$ 1,809,500

Houghton Mifflin Co.:

7.2% 3/15/11

570,000

592,800

9.875% 2/1/13

5,435,000

5,747,513

NBC Acquisition Corp. 0% 3/15/13 (c)

1,665,000

1,190,475

The Reader's Digest Association, Inc. 6.5% 3/1/11

13,745,000

13,882,450

23,222,738

Railroad - 0.9%

Kansas City Southern Railway Co.:

7.5% 6/15/09

13,525,000

13,863,125

9.5% 10/1/08

150,000

163,500

TFM SA de CV yankee 10.25% 6/15/07

505,000

537,825

14,564,450

Restaurants - 1.0%

Carrols Corp. 9% 1/15/13 (d)

4,235,000

4,287,938

Domino's, Inc. 8.25% 7/1/11

1,435,000

1,535,450

Friendly Ice Cream Corp. 8.375% 6/15/12

4,760,000

4,569,600

Landry's Seafood Restaurants, Inc. 7.5% 12/15/14

6,915,000

6,707,550

17,100,538

Services - 1.2%

Iron Mountain, Inc.:

7.75% 1/15/15

670,000

676,700

8.25% 7/1/11

5,555,000

5,666,100

8.625% 4/1/13

6,525,000

6,753,375

Neff Rent LLC/Neff Finance Corp. 11.25% 6/15/12 (d)

3,100,000

3,162,000

Rural/Metro Corp.:

0% 3/15/16 (c)(d)

5,620,000

2,669,500

9.875% 3/15/15 (d)

1,035,000

1,001,363

19,929,038

Shipping - 3.6%

General Maritime Corp. 10% 3/15/13

6,380,000

6,922,300

OMI Corp. 7.625% 12/1/13

9,595,000

9,547,025

Ship Finance International Ltd. 8.5% 12/15/13

25,180,000

24,172,800

Teekay Shipping Corp. 8.875% 7/15/11

15,908,000

18,135,120

58,777,245

Steels - 1.5%

Allegheny Technologies, Inc. 8.375% 12/15/11

5,820,000

5,994,600

CSN Islands VII Corp. 10.75% 9/12/08 (d)

5,755,000

6,431,213

Principal Amount

Value
(Note 1)

Gerdau AmeriSteel Corp./GUSAP Partners 10.375% 7/15/11

$ 8,380,000

$ 9,071,350

Ryerson Tull, Inc. 8.25% 12/15/11

4,350,000

3,784,500

25,281,663

Super Retail - 1.8%

Asbury Automotive Group, Inc. 9% 6/15/12

8,160,000

8,323,200

Buhrmann US, Inc. 7.875% 3/1/15 (d)

2,505,000

2,436,113

JCPenney Co., Inc.:

7.375% 8/15/08

2,635,000

2,826,038

7.6% 4/1/07

1,465,000

1,541,913

Nebraska Book Co., Inc. 8.625% 3/15/12

2,530,000

2,359,225

Saks, Inc.:

7% 12/1/13

920,000

910,800

9.875% 10/1/11

4,036,000

4,409,330

Sonic Automotive, Inc. 8.625% 8/15/13

6,095,000

6,155,950

28,962,569

Technology - 5.0%

Advanced Micro Devices, Inc. 7.75% 11/1/12

6,315,000

6,188,700

Amkor Technology, Inc.:

7.125% 3/15/11

1,525,000

1,319,125

7.75% 5/15/13

1,535,000

1,323,938

9.25% 2/15/08

1,530,000

1,472,625

Celestica, Inc.:

7.625% 7/1/13

3,290,000

3,310,563

7.875% 7/1/11

11,125,000

11,403,125

Freescale Semiconductor, Inc. 6.875% 7/15/11

9,965,000

10,537,988

Lucent Technologies, Inc. 5.5% 11/15/08

1,205,000

1,186,925

MagnaChip Semiconductor SA/MagnaChip Semiconductor Finance Co. 6.66% 12/15/11 (d)(e)

6,090,000

6,029,100

New ASAT Finance Ltd. 9.25% 2/1/11

2,000,000

1,650,000

Nortel Networks Corp. 6.125% 2/15/06

2,965,000

2,979,825

Sanmina-SCI Corp. 6.75% 3/1/13 (d)

6,800,000

6,494,000

Viasystems, Inc. 10.5% 1/15/11

825,000

754,875

Xerox Capital Trust I 8% 2/1/27

8,315,000

8,585,238

Xerox Corp.:

6.875% 8/15/11

10,110,000

10,716,600

7.625% 6/15/13

5,585,000

6,003,875

9.75% 1/15/09

2,115,000

2,400,525

82,357,027

Telecommunications - 10.2%

American Tower Corp. 7.125% 10/15/12

1,720,000

1,814,600

Nonconvertible Bonds - continued

Principal Amount

Value
(Note 1)

Telecommunications - continued

American Towers, Inc. 7.25% 12/1/11

$ 1,000,000

$ 1,052,500

Centennial Cellular Operating Co./Centennial Communications Corp. 10.125% 6/15/13

1,235,000

1,395,550

Empresa Brasileira de Telecomm SA 11% 12/15/08

3,438,000

3,919,320

Intelsat Ltd.:

5.25% 11/1/08

3,690,000

3,450,150

6.5% 11/1/13

9,915,000

8,031,150

7.625% 4/15/12

7,255,000

6,348,125

7.805% 1/15/12 (d)(e)

4,220,000

4,314,950

MCI, Inc. 8.735% 5/1/14 (e)

6,175,000

6,923,719

Millicom International Cellular SA 10% 12/1/13

8,655,000

8,611,725

Mobile Telesystems Finance SA 8% 1/28/12 (d)

3,060,000

3,098,250

New Skies Satellites BV:

8.5388% 11/1/11 (d)(e)

4,890,000

5,000,025

9.125% 11/1/12 (d)

3,740,000

3,758,700

Nextel Communications, Inc.:

5.95% 3/15/14

1,995,000

2,074,800

6.875% 10/31/13

18,335,000

19,526,775

PanAmSat Corp. 9% 8/15/14

5,374,000

5,844,225

Qwest Capital Funding, Inc.:

7% 8/3/09

4,405,000

4,261,838

7.9% 8/15/10

4,980,000

4,923,975

Qwest Communications International, Inc. 7.5% 2/15/14 (d)

4,490,000

4,243,050

Qwest Corp.:

6.6706% 6/15/13 (d)(e)

10,630,000

10,882,463

7.625% 6/15/15 (d)

7,130,000

7,281,513

7.875% 9/1/11

2,120,000

2,199,500

8.875% 3/15/12

11,940,000

12,984,750

Qwest Services Corp.:

13.5% 12/15/10

2,340,000

2,691,000

14% 12/15/14

945,000

1,134,000

Rogers Communications, Inc.:

7.25% 12/15/12

3,140,000

3,383,350

8% 12/15/12

2,680,000

2,874,300

9.625% 5/1/11

8,545,000

10,040,375

SBA Communications Corp. 8.5% 12/1/12

5,985,000

6,463,800

U.S. West Capital Funding, Inc. 6.375% 7/15/08

3,985,000

3,845,525

U.S. West Communications 7.5% 6/15/23

5,970,000

5,477,475

167,851,478

Textiles & Apparel - 0.4%

Levi Strauss & Co.:

7.73% 4/1/12 (e)

2,980,000

2,816,100

Principal Amount

Value
(Note 1)

9.75% 1/15/15

$ 875,000

$ 864,063

12.25% 12/15/12

930,000

1,013,700

Tommy Hilfiger USA, Inc. 6.85% 6/1/08

1,555,000

1,566,663

6,260,526

TOTAL NONCONVERTIBLE BONDS

(Cost $1,367,979,330)

1,391,550,225

Commercial Mortgage Securities - 0.3%

Banc of America Commercial Mortgage, Inc. Series 2003-2:

Class BWD, 6.947% 10/11/37 (d)

611,505

636,591

Class BWE, 7.226% 10/11/37 (d)

826,922

859,957

Class BWF, 7.55% 10/11/37 (d)

730,010

760,399

Class BWG, 8.155% 10/11/37 (d)

706,068

727,857

Class BWH, 9.073% 10/11/37 (d)

369,286

386,711

Class BWJ, 9.99% 10/11/37 (d)

610,513

637,085

Class BWK, 10.676% 10/11/37 (d)

475,505

498,723

Class BWL, 10.1596% 10/11/37 (d)

793,170

769,154

LB Multi-family Mortgage Trust Series 1991-4 Class A1, 7.0215% 4/25/21 (d)(e)

225,067

202,560

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $5,067,131)

5,479,037

Common Stocks - 1.8%

Shares

Aerospace - 0.1%

L-3 Communications Holdings, Inc.

24,800

1,899,184

Cable TV - 0.1%

EchoStar Communications Corp. Class A

7,100

214,065

The DIRECTV Group, Inc. (a)

98,600

1,528,300

1,742,365

Chemicals - 0.1%

Huntsman Corp.

93,936

1,713,674

Electric Utilities - 0.1%

AES Corp. (a)

34,600

566,748

CMS Energy Corp. (a)

35,000

527,100

1,093,848

Energy - 0.1%

Chesapeake Energy Corp.

34,600

788,880

Gaming - 0.3%

MGM MIRAGE (a)

44,300

1,753,394

Scientific Games Corp. Class A (a)

146,500

3,945,245

5,698,639

Common Stocks - continued

Shares

Value
(Note 1)

Homebuilding/Real Estate - 0.0%

American Real Estate Partners LP (a)

500

$ 14,525

Swerdlow Real Estate Group LLC (a)(f)

159,600

255,360

269,885

Paper - 0.2%

Georgia-Pacific Corp.

93,500

2,973,300

Services - 0.2%

Iron Mountain, Inc. (a)

99,900

3,098,898

Shipping - 0.3%

OMI Corp.

95,400

1,813,554

Teekay Shipping Corp.

68,900

3,024,710

4,838,264

Technology - 0.1%

Xerox Corp. (a)

147,600

2,035,404

Telecommunications - 0.2%

American Tower Corp. Class A (a)

50,100

1,053,102

New Skies Satellites Holdings Ltd.

4,200

83,370

Nextel Communications, Inc. Class A (a)

24,800

801,288

Qwest Communications International, Inc. (a)

497,200

1,844,612

3,782,372

Textiles & Apparel - 0.0%

Arena Brands Holding Corp. Class B (f)

48,889

506,001

TOTAL COMMON STOCKS

(Cost $32,351,449)

30,440,714

Floating Rate Loans - 10.2%

Principal Amount

Building Materials - 0.5%

Masonite International Corp. term loan 9.3838% 4/6/15 (e)

$ 7,930,000

7,920,088

Cable TV - 0.4%

UPC Broadband Holding BV Tranche H2, term loan 5.752% 9/30/12 (e)

5,970,000

5,984,925

Electric Utilities - 1.8%

Cogentrix Delaware Holdings, Inc. term loan 5.24% 4/14/12 (e)

8,623,220

8,687,895

Covanta Energy Corp.:

Tranche 1:

Credit-Linked Deposit 6.46% 6/24/12 (e)

4,566,504

4,600,753

term loan 6.46% 6/24/12 (e)

3,693,496

3,721,197

Tranche 2, term loan 8.88% 6/24/13 (e)

5,440,000

5,426,400

Riverside Energy Center LLC:

term loan 7.44% 6/24/11 (e)

7,447,363

7,596,311

Credit-Linked Deposit 6.98% 6/24/11 (e)

339,834

344,931

30,377,487

Principal Amount

Value
(Note 1)

Energy - 3.4%

Coffeyville Resources LLC:

Credit-Linked Deposit 6.063% 7/8/11 (e)

$ 264,000

$ 250,800

Tranche 2, term loan 10.3125% 7/8/13 (e)

4,480,000

4,558,400

Tranche B1, term loan 6.063% 7/8/12 (e)

396,000

400,950

El Paso Corp.:

Credit-Linked Deposit 5.855% 11/22/09 (e)

8,689,400

8,721,985

term loan 6.125% 11/22/09 (e)

6,413,157

6,469,273

Kerr-McGee Corp.:

Tranche B, term loan 5.79% 5/24/11 (e)

17,550,000

17,835,188

Tranche X, term loan 5.55% 5/24/07 (e)

12,780,000

12,859,875

Magellan Midstream Holdings LP term loan 5.785% 6/30/12 (e)

4,075,000

4,075,000

55,171,471

Environmental - 0.9%

Envirocare of Utah, Inc.:

Tranche 1, term loan 6.11% 4/13/10 (e)

7,531,364

7,559,606

Tranche 2, term loan 8.86% 4/13/10 (e)

7,680,000

7,622,400

15,182,006

Healthcare - 0.9%

DaVita, Inc. Tranche B, term loan LIBOR + 2.25% 7/30/12 (e)

9,170,000

9,284,625

HealthSouth Corp. term loan 8.22% 6/15/10 (e)

3,440,000

3,495,900

Vicar Operating, Inc. term loan 4.875% 5/16/11 (e)

2,210,000

2,215,525

14,996,050

Homebuilding/Real Estate - 1.2%

General Growth Properties, Inc.:

Tranche A, term loan 5.37% 11/12/07 (e)

3,366,234

3,387,273

Tranche B, term loan 5.58% 11/12/08 (e)

3,483,418

3,513,898

LNR Property Corp.:

Tranche A, term loan 7.71% 2/3/08 (e)

6,370,000

6,370,000

Tranche B, term loan:

6.3396% 2/3/08 (e)

3,380,897

3,393,575

8.46% 2/3/08 (e)

3,700,000

3,700,000

20,364,746

Technology - 0.7%

Fidelity National Information Solutions, Inc.:

Tranche A, term loan 4.96% 3/9/11 (e)

6,149,587

6,111,153

Floating Rate Loans - continued

Principal Amount

Value
(Note 1)

Technology - continued

Fidelity National Information Solutions, Inc.: - continued

Tranche B, term loan 4.96% 3/9/13 (e)

$ 2,527,650

$ 2,518,171

Infor Global Solutions AG Tranche 2, term loan 10.712% 4/18/12 (e)

2,660,000

2,653,350

11,282,674

Telecommunications - 0.4%

Qwest Corp. Tranche B, term loan 6.95% 6/30/10 (e)

5,900,000

5,841,000

TOTAL FLOATING RATE LOANS

(Cost $166,446,477)

167,120,447

Money Market Funds - 3.3%

Shares

Fidelity Cash Central Fund, 3.21% (b)
(Cost $53,633,904)

53,633,904

53,633,904

Cash Equivalents - 0.2%

Maturity Amount

Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 2.91%, dated 6/30/05 due 7/1/05)
(Cost $3,178,000)

$ 3,178,257

3,178,000

TOTAL INVESTMENT PORTFOLIO - 100.8%

(Cost $1,628,656,291)

1,651,402,327

NET OTHER ASSETS - (0.8)%

(13,649,820)

NET ASSETS - 100%

$ 1,637,752,507

Legend

(a) Non-income producing

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

(c) 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.

(d) 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 $268,888,962 or 16.4% of net assets.

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

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $761,361 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Arena Brands Holding Corp. Class B

6/18/97

$ 1,974,627

Swerdlow Real Estate Group LLC

1/15/99

$ 7,697,348

Other Information

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

United States of America

83.9%

Canada

4.5%

Bermuda

2.9%

Marshall Islands

2.4%

United Kingdom

1.6%

Netherlands

1.0%

France

1.0%

Others (individually less than 1%)

2.7%

100.0%

Income Tax Information

At December 31, 2004, the fund had a capital loss carryforward of approximately $1,144,183,642 of which $283,148,757, $772,554,243 and $88,480,642 will expire on December 31, 2008, 2009 and 2010, 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, 2005 (Unaudited)

Assets

Investment in securities, at value (including repurchase agreements of $3,178,000) (cost $1,628,656,291) - See accompanying schedule

$ 1,651,402,327

Cash

849,375

Receivable for investments sold

7,706,704

Receivable for fund shares sold

2,396,174

Dividends receivable

5,589

Interest receivable

25,642,077

Prepaid expenses

3,693

Other receivables

4,538

Total assets

1,688,010,477

Liabilities

Payable for investments purchased

$ 46,841,096

Payable for fund shares redeemed

2,146,566

Accrued management fee

781,682

Distribution fees payable

50,753

Other affiliated payables

140,390

Other payables and accrued expenses

297,483

Total liabilities

50,257,970

Net Assets

$ 1,637,752,507

Net Assets consist of:

Paid in capital

$ 2,693,608,427

Undistributed net investment income

62,605,146

Accumulated undistributed net realized gain (loss) on investments

(1,141,159,948)

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

22,698,882

Net Assets

$ 1,637,752,507

Calculation of Maximum Offering Price

Initial Class:
Net Asset Value
, offering price and redemption price per share ($1,186,490,670 ÷ 183,663,740 shares)

$ 6.46

Service Class:
Net Asset Value
, offering price and redemption price per share ($340,067,035 ÷ 52,875,491 shares)

$ 6.43

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($110,952,571 ÷ 17,428,994 shares)

$ 6.37

Initial Class R:
Net Asset Value
, offering price and redemption price per share ($80,855 ÷ 12,527 shares)

$ 6.45

Service Class R:
Net Asset Value
, offering price and redemption price per share ($80,766 ÷ 12,561 shares)

$ 6.43

Service Class 2R:
Net Asset Value
, offering price and redemption price per share ($80,610 ÷ 12,657 shares)

$ 6.37

Statement of Operations

Six months ended June 30, 2005 (Unaudited)

Investment Income

Dividends

$ 5,589

Interest

63,076,013

Total income

63,081,602

Expenses

Management fee

$ 4,749,812

Transfer agent fees

561,857

Distribution fees

271,409

Accounting fees and expenses

294,184

Independent trustees' compensation

3,877

Custodian fees and expenses

25,737

Audit

40,601

Legal

10,794

Interest

23,748

Miscellaneous

33,780

Total expenses before reductions

6,015,799

Expense reductions

(3,585)

6,012,214

Net investment income

57,069,388

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on investment securities

5,753,555

Change in net unrealized appreciation (depreciation) on:

Investment securities

(68,739,211)

Assets and liabilities in foreign currencies

(47,897)

Total change in net unrealized appreciation (depreciation)

(68,787,108)

Net gain (loss)

(63,033,553)

Net increase (decrease) in net assets resulting from operations

$ (5,964,165)

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

Six months ended June 30, 2005
(Unaudited)

Year ended
December 31, 2004

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 57,069,388

$ 133,821,874

Net realized gain (loss)

5,753,555

76,148,906

Change in net unrealized appreciation (depreciation)

(68,787,108)

(47,643,478)

Net increase (decrease) in net assets resulting from operations

(5,964,165)

162,327,302

Distributions to shareholders from net investment income

(133,394,599)

(155,517,698)

Share transactions - net increase (decrease)

(66,236,462)

(251,486,736)

Total increase (decrease) in net assets

(205,595,226)

(244,677,132)

Net Assets

Beginning of period

1,843,347,733

2,088,024,865

End of period (including undistributed net investment income of $62,605,146 and undistributed net investment income of $142,574,339, respectively)

$ 1,637,752,507

$ 1,843,347,733

Other Information:

Share Transactions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

Shares

Sold

23,754,843

17,571,801

9,916,815

-

-

-

Reinvested

15,349,106

4,054,564

1,112,091

935

933

938

Redeemed

(51,324,095)

(22,834,646)

(7,243,999)

-

-

-

Net increase (decrease)

(12,220,146)

(1,208,281)

3,784,907

935

933

938

Dollars

Sold

$ 155,546,843

$ 112,911,455

$ 63,259,707

$ -

$ -

$ -

Reinvested

99,922,682

26,314,122

7,139,627

6,086

6,047

6,035

Redeemed

(335,150,200)

(149,425,286)

(46,773,580)

-

-

-

Net increase (decrease)

$ (79,680,675)

$ (10,199,709)

$ 23,625,754

$ 6,086

$ 6,047

$ 6,035

Share Transactions

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Initial Class R A

Service Class R A

Service Class 2R A

Shares

Sold

49,439,043

27,666,450

11,342,466

11,592

11,628

11,719

Reinvested

18,412,464

4,720,558

928,353

-

-

-

Redeemed

(101,334,787)

(38,719,734)

(9,747,785)

-

-

-

Net increase (decrease)

(33,483,280)

(6,332,726)

2,523,034

11,592

11,628

11,719

Dollars

Sold

$ 326,369,917

$ 182,792,007

$ 74,778,966

$ 75,000

$ 75,000

$ 75,000

Reinvested

119,128,639

30,447,599

5,941,460

-

-

-

Redeemed

(672,513,946)

(255,556,875)

(63,099,503)

-

-

-

Net increase (decrease)

$ (227,015,390)

$ (42,317,269)

$ 17,620,923

$ 75,000

$ 75,000

$ 75,000

Distributions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

From net investment income

$ 99,922,682

$ 26,314,122

$ 7,139,627

$ 6,086

$ 6,047

$ 6,035

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Initial Class R A

Service Class R A

Service Class 2R A

From net investment income

$ 119,128,639

$ 30,447,599

$ 5,941,460

$ -

$ -

$ -

A For the period April 14, 2004 (commencement of sale of shares) to December 31, 2004.

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

High Income Portfolio

Financial Highlights - Initial Class

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 7.00

$ 6.95

$ 5.93

$ 6.41

$ 8.18

$ 11.32

Income from Investment Operations

Net investment income E

.227

.494

.520

.496 H

.774 G, H

1.123

Net realized and unrealized gain (loss)

(.242)

.126

.980

(.306) H

(1.544) G, H

(3.513)

Total from investment operations

(.015)

.620

1.500

.190

(.770)

(2.390)

Distributions from net investment income

(.525)

(.570)

(.480)

(.670)

(1.000)

(.750)

Net asset value, end of period

$ 6.46

$ 7.00

$ 6.95

$ 5.93

$ 6.41

$ 8.18

Total Return B, C, D

(.27)%

9.59%

27.26%

3.44%

(11.73)%

(22.54)%

Ratios to Average Net Assets F

Expenses before expense reductions

.70% A

.71%

.69%

.70%

.71%

.68%

Expenses net of voluntary waivers, if any

.70% A

.71%

.69%

.70%

.71%

.68%

Expenses net of all reductions

.70% A

.71%

.69%

.70%

.70%

.68%

Net investment income

6.99% A

7.43%

8.25%

8.65% H

11.00% G, H

11.38%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,186,491

$ 1,371,736

$ 1,593,714

$ 1,145,562

$ 1,201,085

$ 1,467,250

Portfolio turnover rate

109% A

128%

130%

96%

138%

68%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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. Per-share data and ratios for periods prior to adoption have not been restated to reflect this change.

H As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the years ended December 31, 2002 and December 31, 2001 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 and $.075 per share with a corresponding increase to net realized and unrealized gain (loss) per share, respectively. The ratio of net investment income (loss) to average net assets decreased from 8.95% and 12.08% to 8.65% and 11.00%, respectively. The reclassification has no impact on the net assets of the fund.

Financial Highlights - Service Class

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 6.97

$ 6.92

$ 5.91

$ 6.38

$ 8.15

$ 11.29

Income from Investment Operations

Net investment income E

.223

.486

.513

.488 H

.758 G, H

1.102

Net realized and unrealized gain (loss)

(.243)

.124

.967

(.288) H

(1.538) G, H

(3.502)

Total from investment operations

(.020)

.610

1.480

.200

(.780)

(2.400)

Distributions from net investment income

(.520)

(.560)

(.470)

(.670)

(.990)

(.740)

Net asset value, end of period

$ 6.43

$ 6.97

$ 6.92

$ 5.91

$ 6.38

$ 8.15

Total Return B, C, D

(.36)%

9.47%

26.97%

3.62%

(11.90)%

(22.68)%

Ratios to Average Net Assets F

Expenses before expense reductions

.80% A

.81%

.79%

.80%

.81%

.78%

Expenses net of voluntary waivers, if any

.80% A

.81%

.79%

.80%

.81%

.78%

Expenses net of all reductions

.80% A

.81%

.79%

.80%

.81%

.78%

Net investment income

6.89% A

7.33%

8.15%

8.55% H

10.90% G, H

11.28%

Supplemental Data

Net assets, end of period (000 omitted)

$ 340,067

$ 377,122

$ 417,928

$ 260,489

$ 234,204

$ 227,549

Portfolio turnover rate

109% A

128%

130%

96%

138%

68%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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. Per-share data and ratios for periods prior to adoption have not been restated to reflect this change.

H As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the years ended December 31, 2002 and December 31, 2001 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 and $.075 per share with a corresponding increase to net realized and unrealized gain (loss) per share, respectively. The ratio of net investment income (loss) to average net assets decreased from 8.85% and 11.97% to 8.55% and 10.90%, respectively. The reclassification has no impact on the net assets of the fund.

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 6.91

$ 6.87

$ 5.87

$ 6.36

$ 8.13

$ 11.14

Income from Investment Operations

Net investment income E

.215

.470

.501

.472 I

.716 H, I

.936

Net realized and unrealized gain (loss)

(.240)

.130

.959

(.292) I

(1.496) H, I

(3.206)

Total from investment operations

(.025)

.600

1.460

.180

(.780)

(2.270)

Distributions from net investment income

(.515)

(.560)

(.460)

(.670)

(.990)

(.740)

Net asset value, end of period

$ 6.37

$ 6.91

$ 6.87

$ 5.87

$ 6.36

$ 8.13

Total Return B, C, D

(.42)%

9.38%

26.75%

3.30%

(11.93)%

(21.83)%

Ratios to Average Net Assets G

Expenses before expense reductions

.96% A

.97%

.95%

.97%

.98%

1.01% A

Expenses net of voluntary waivers, if any

.96% A

.97%

.95%

.97%

.98%

1.01% A

Expenses net of all reductions

.96% A

.97%

.95%

.97%

.98%

1.01% A

Net investment income

6.73% A

7.17%

7.99%

8.38% I

10.73% H, I

11.04% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 110,953

$ 94,246

$ 76,383

$ 32,499

$ 16,508

$ 4,742

Portfolio turnover rate

109% A

128%

130%

96%

138%

68%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F For the period January 12, 2000 (commencement of sale of shares) to December 31, 2000.

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

H 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. Per-share data and ratios for periods prior to adoption have not been restated to reflect this change.

I As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the years ended December 31, 2002 and December 31, 2001 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 and $.072 per share with a corresponding increase to net realized and unrealized gain (loss) per share, respectively. The ratio of net investment income (loss) to average net assets decreased from 8.68% and 11.81% to 8.38% and 10.73%, respectively. The reclassification has no impact on the net assets of the fund.

Financial Highlights - Initial Class R

Six months ended June 30, 2005

Year ended December 31,

(Unaudited)

2004 F

Selected Per-Share Data

Net asset value, beginning of period

$ 7.00

$ 6.47

Income from Investment Operations

Net investment income E

.226

.338

Net realized and unrealized gain (loss)

(.251)

.192

Total from investment operations

(.025)

.530

Distributions from net investment income

(.525)

-

Net asset value, end of period

$ 6.45

$ 7.00

Total Return B, C, D

(.43)%

8.19%

Ratios to Average Net Assets G

Expenses before expense reductions

.69% A

.71% A

Expenses net of voluntary waivers, if any

.69% A

.71% A

Expenses net of all reductions

.69% A

.71% A

Net investment income

6.99% A

7.16% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 81

$ 81

Portfolio turnover rate

109% A

128%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F For the period April 14, 2004 (commencement of sale of shares) to December 31, 2004.

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

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

High Income Portfolio

Financial Highlights - Service Class R

Six months ended June 30, 2005

Year ended December 31,

(Unaudited)

2004 F

Selected Per-Share Data

Net asset value, beginning of period

$ 6.97

$ 6.45

Income from Investment Operations

Net investment income E

.222

.332

Net realized and unrealized gain (loss)

(.242)

.188

Total from investment operations

(.020)

.520

Distributions from net investment income

(.520)

-

Net asset value, end of period

$ 6.43

$ 6.97

Total Return B, C, D

(.34)%

8.06%

Ratios to Average Net Assets G

Expenses before expense reductions

.80% A

.81% A

Expenses net of voluntary waivers, if any

.80% A

.81% A

Expenses net of all reductions

.80% A

.81% A

Net investment income

6.89% A

7.05% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 81

$ 81

Portfolio turnover rate

109% A

128%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F For the period April 14, 2004 (commencement of sale of shares) to December 31, 2004.

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

Financial Highlights - Service Class 2R

Six months ended June 30, 2005

Year ended December 31,

(Unaudited)

2004 F

Selected Per-Share Data

Net asset value, beginning of period

$ 6.91

$ 6.40

Income from Investment Operations

Net investment income E

.215

.322

Net realized and unrealized gain (loss)

(.240)

.188

Total from investment operations

(.025)

.510

Distributions from net investment income

(.515)

-

Net asset value, end of period

$ 6.37

$ 6.91

Total Return B, C, D

(.43)%

7.97%

Ratios to Average Net Assets G

Expenses before expense reductions

.94% A

.96% A

Expenses net of voluntary waivers, if any

.94% A

.96% A

Expenses net of all reductions

.94% A

.96% A

Net investment income

6.74% A

6.90% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 81

$ 81

Portfolio turnover rate

109% A

128%

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F For the period April 14, 2004 (commencement of sale of shares) to December 31, 2004.

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

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

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2005 (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 the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, Initial Class R shares, Service Class R shares and Service Class 2R 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. On January 20, 2005, the Board of Trustees approved the creation of an Investor Class, a new class of shares of the fund. These shares are expected to be available on or about July 21, 2005.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

High Income Portfolio

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to market discount, partnerships, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 49,804,440

Unrealized depreciation

(24,594,056)

Net unrealized appreciation (depreciation)

$ 25,210,384

Cost for federal income tax purposes

$ 1,626,191,943

Trading (Redemption) Fees. Initial Class R shares, Service Class R shares and Service Class 2R shares held less than 60 days are subject to a redemption fee equal to 1% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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

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, including revolving credit facilities, 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. The fund may be contractually obligated to receive approval from the agent bank and/or borrower prior to the sale of these investments.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $845,094,882 and $988,065,591, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .58% of the fund's average net assets.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' and Service Class R's average net assets and .25% of Service Class 2's and Service Class 2R's average net assets.

For the period, each class paid FDC the following amounts, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services:

Service Class

$ 165,108

Service Class 2

106,159

Service Class R

42

Service Class 2R

100

$ 271,409

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 an asset-based fee with respect to each account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of shareholder reports, except proxy statements. Each class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of their month end net assets. For the period, the total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 419,798

Service Class

110,085

Service Class 2

31,901

Initial Class R

25

Service Class R

24

Service Class 2R

24

$ 561,857

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

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Money Market Central Funds seek preservation of capital and current income. The Central Funds do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $1,163,403 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $118 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest Earned
(included in
interest income)

Interest Expense

Borrower

$ 31,470,800

2.72%

-

$ 23,748

5. Committed Line of Credit.

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

6. Expense Reductions.

Through arrangements with the fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody expenses by $3,585.

High Income Portfolio

7. Other.

The fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the fund. In the normal course of business, the fund may also enter into contracts that provide general indemnifications. The fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 21% of the total outstanding shares of the fund and two otherwise unaffiliated shareholders were the owners of record of 48% of the total outstanding shares of the fund.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP High Income Portfolio

Each year, typically in June, the Board of Trustees, including the independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders by Fidelity. At the time of the renewal, the Board had 11 standing committees, each composed of independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically during the first six months of each year and as necessary to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2005 meeting, the Board of Trustees, including the independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (1) the nature, extent, and quality of the services to be provided to the fund and its shareholders by Fidelity (including the investment performance of the fund); (2) the competitiveness of the management fee and total expenses of the fund; (3) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (4) the extent to which economies of scale would be realized as the fund grows; and (5) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In determining whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided by Fidelity. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the background of the fund's portfolio manager and the fund's investment objective and discipline. The independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Fidelity Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered the nature, extent, quality, and cost of administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund. The Board also considered the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians. The Board reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board also considered that Fidelity voluntarily decided in 2004 to stop using "soft" commission dollars to pay for market data and, instead, to pay for that data out of its own resources. The Board also considered the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in June 2004, Fidelity has taken a number of actions that benefited particular funds, including (i) voluntarily deciding in 2004 to stop using "soft" commission dollars to pay for market data and, instead, to pay for that data out of its own resources, (ii) contractually agreeing to impose management fee reductions and expense limitations on its five Spartan stock index funds and its stock index fund available through variable insurance products, (iii) contractually agreeing to eliminate the management fees on the Fidelity Freedom Funds and the Fidelity Advisor Freedom Funds, (iv) contractually agreeing to reduce the management fees on most of its investment-grade taxable bond funds, and (v) contractually agreeing to impose expense limitations on its retail and Spartan investment-grade taxable bond funds.

High Income Portfolio

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2004, as applicable, the returns of Service Class 2 and Initial Class of the fund, the returns of a broad-based securities market index ("benchmark"), and a range of returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Service Class 2 and Initial Class represent the performance of classes with the highest and lowest 12b-1 fees, respectively (not necessarily with the highest and lowest total expenses). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the Lipper peer group. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the Lipper peer group whose performance was equal to or lower than that of the class indicated.



The Board noted that the performance of Initial Class of the fund varied considerably relative to its peers over time. The Board also noted that the relative investment performance of the fund was lower than its benchmark for certain periods, although the three-year cumulative total return of Initial Class of the fund compared favorably to its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided by Fidelity will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 23% would mean that 77% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile ("quadrant") in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued



The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2004. Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Initial Class, Initial Class R, Service Class, and Service Class R ranked below its competitive median for 2004, and the total expenses of each of Service Class 2 and Service Class 2 R ranked above its competitive median for 2004. The Board noted that the fund offers multiple classes, each of which has a different 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses for each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

High Income Portfolio

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business. In addition, a special committee of the Board reviewed services provided to Fidelity by its affiliates and determined that the fees that Fidelity paid for such services were reasonable.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower fee rates as total fund assets under FMR's management increase, and for higher fee rates as total fund assets under FMR's management decrease. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Advisory Contracts, the Board requested additional information regarding (i) Fidelity's fund profitability methodology, including additional detail on various cost allocations; (ii) fall-out benefits to Fidelity; and (iii) compensation of portfolio managers and research analysts.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the existing advisory fee structures are fair and reasonable, and that the fund's existing Advisory Contracts should be renewed.

Semiannual Report

High Income Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPHI-SANN-0805
1.705694.107

Fidelity® Variable Insurance Products:

Money Market Portfolio

Semiannual Report

June 30, 2005

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments.

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Money Market Portfolio

Fidelity Variable Insurance Products: Money Market Portfolio

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2005 to June 30, 2005).

Actual Expenses

The first line of the table below for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Hypothetical Example for Comparison Purposes

The second line of the table below for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Beginning
Account Value
January 1, 2005

Ending
Account Value
June 30, 2005

Expenses Paid
During Period
*
January 1, 2005
to June 30, 2005

Initial Class

Actual

$ 1,000.00

$ 1,012.30

$ 1.45

HypotheticalA

$ 1,000.00

$ 1,023.36

$ 1.45

Service Class

Actual

$ 1,000.00

$ 1,011.80

$ 2.00

HypotheticalA

$ 1,000.00

$ 1,022.81

$ 2.01

Service Class 2

Actual

$ 1,000.00

$ 1,011.00

$ 2.69

HypotheticalA

$ 1,000.00

$ 1,022.12

$ 2.71

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Initial Class

.29%

Service Class

.40%

Service Class 2

.54%

Semiannual Report

Fidelity Variable Insurance Products: Money Market Portfolio

Investment Changes

Maturity Diversification

Days

% of fund's
investments
6/30/05

% of fund's
investments
12/31/04

% of fund's
investments
6/30/04

0 - 30

54.5

34.6

52.0

31 - 90

37.1

44.8

25.4

91 - 180

6.4

19.2

4.0

181 - 397

2.0

1.4

18.6

Weighted Average Maturity

6/30/05

12/31/04

6/30/04

Fidelity Variable Insurance Products: Money Market Portfolio

40 Days

56 Days

78 Days

Asset Allocation (% of fund's net assets)

As of June 30, 2005

As of December 31, 2004

Corporate Bonds 3.8%

Corporate Bonds 1.6%

Commercial Paper 25.4%

Commercial Paper 17.5%

Bank CDs, BAs, TDs,
and Notes 47.4%

Bank CDs, BAs, TDs,
and Notes 53.0%

Government Securities 0.7%

Government Securities 19.6%

Repurchase Agreements 24.0%

Repurchase Agreements 8.9%

Net Other Assets* (1.3)%

Net Other Assets* (0.6)%



* Net Other Assets are not included in the pie chart.

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

Money Market Portfolio

Fidelity Variable Insurance Products: Money Market Portfolio

Investments June 30, 2005 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 3.8%

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

Bell Trace Obligated Group

7/7/05

3.42% (d)

$ 11,375,000

$ 11,375,000

British Telecommunications PLC

12/15/05

3.38

675,000

688,088

12/15/05

3.39

1,005,000

1,024,448

12/15/05

3.40

175,000

178,375

12/15/05

3.43

705,000

718,507

12/15/05

3.51

180,000

183,345

12/15/05

3.71

775,000

789,222

Citigroup, Inc.

12/1/05

2.95

9,735,000

9,884,171

12/1/05

2.97

10,000,000

10,152,394

Comcast Cable Communications, Inc.

1/30/06

3.74

4,000,000

4,056,186

France Telecom SA

3/1/06

3.65 (a)

270,000

276,491

3/1/06

3.70 (a)

90,000

92,127

3/1/06

3.72 (a)

265,000

271,230

3/1/06

3.76 (a)

85,000

86,959

3/1/06

3.80 (a)

350,000

358,062

3/1/06

3.81 (a)

535,000

547,232

3/1/06

3.82 (a)

660,000

675,102

3/1/06

3.85 (a)

140,000

143,186

Household Finance Corp.

1/24/06

2.98

10,000,000

10,186,300

Lenfest Communications, Inc.

11/1/05

3.69

4,293,000

4,357,365

TOTAL CORPORATE BONDS

56,043,790

Certificates of Deposit - 18.2%

Domestic Certificates Of Deposit - 1.3%

Huntington National Bank, Columbus

11/10/05

3.50

4,000,000

4,000,000

Washington Mutual Bank, California

7/22/05

2.89

15,000,000

15,000,000

19,000,000

London Branch, Eurodollar, Foreign Banks - 9.9%

Calyon

9/12/05

3.01

15,000,000

15,000,000

Credit Industriel et Commercial

7/7/05

2.89

10,000,000

10,000,000

8/11/05

3.09

15,000,000

15,000,000

9/16/05

3.38

15,000,000

15,000,000

Dresdner Bank AG

10/24/05

3.51

15,000,000

15,000,000

HBOS Treasury Services PLC

7/14/05

2.88

10,000,000

9,999,754

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

Hypo Real Estate Bank International

8/11/05

3.30% (g)

$ 3,000,000

$ 3,000,000

Landesbank Hessen-Thuringen

11/14/05

3.46

20,000,000

20,000,000

Norddeutsche Landesbank Girozentrale

8/30/05

3.26

10,000,000

10,000,000

9/1/05

3.27

10,000,000

10,000,000

Societe Generale

9/8/05

3.00

5,000,000

5,000,000

9/16/05

3.40

5,000,000

4,998,943

9/26/05

3.33

15,000,000

15,000,000

147,998,697

New York Branch, Yankee Dollar, Foreign Banks - 7.0%

Canadian Imperial Bank of Commerce

7/15/05

3.28 (d)

20,000,000

20,000,000

Credit Industriel et Commercial

9/14/05

3.03

10,000,000

10,000,000

9/28/05

3.16

15,000,000

15,000,000

Dresdner Bank AG

7/8/05

2.90

15,000,000

15,000,000

Mizuho Corporate Bank Ltd.

8/5/05

3.21

5,000,000

5,000,000

Skandinaviska Enskilda Banken AB

10/6/05

3.50 (d)

20,000,000

19,997,016

Unicredito Italiano Spa

8/12/05

3.18 (d)

10,000,000

9,999,618

8/12/05

3.20 (d)

10,000,000

9,998,711

104,995,345

TOTAL CERTIFICATES OF DEPOSIT

271,994,042

Commercial Paper - 25.4%

Bank of America Corp.

8/5/05

3.13

10,000,000

9,969,958

Barclays U.S. Funding Corp.

8/31/05

3.29

10,000,000

9,944,761

Beta Finance, Inc.

8/8/05

3.17 (b)

5,000,000

4,983,428

Capital One Multi-Asset Execution Trust

7/5/05

3.07

5,000,000

4,998,306

7/12/05

3.15

4,000,000

3,996,174

CC USA, Inc.

9/12/05

3.34 (b)

10,000,000

9,932,881

Citibank Credit Card Master Trust I (Dakota Certificate Program)

7/5/05

3.05

15,000,000

14,994,950

Comcast Corp.

11/4/05

3.49 (b)

2,000,000

1,976,025

Countrywide Financial Corp.

7/27/05

3.33

10,000,000

9,976,022

Commercial Paper - continued

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

DaimlerChrysler NA Holding Corp.

7/8/05

3.31%

$ 1,000,000

$ 999,358

7/15/05

3.37

2,000,000

1,997,387

7/22/05

3.43

2,000,000

1,996,010

7/25/05

3.44

4,000,000

3,990,853

7/27/05

3.46

5,000,000

4,987,542

Emerald (MBNA Credit Card Master Note Trust)

7/12/05

3.14

5,000,000

4,995,233

7/26/05

3.16

4,000,000

3,991,278

FCAR Owner Trust

7/18/05

2.88

15,000,000

14,979,883

9/15/05

3.29

7,000,000

6,952,120

9/16/05

3.40

15,000,000

14,891,879

10/4/05

3.35

1,000,000

991,292

General Electric Capital Corp.

8/24/05

3.07

10,000,000

9,954,700

9/7/05

3.17

15,000,000

14,911,600

Grampian Funding LLC

7/27/05

2.92

7,250,000

7,234,920

8/18/05

3.17

5,000,000

4,979,100

K2 (USA) LLC

9/23/05

3.25 (b)

9,800,000

9,726,827

Kellogg Co.

7/5/05

3.14

1,000,000

999,652

7/21/05

3.34

1,000,000

998,150

7/29/05

3.35

1,000,000

997,402

8/22/05

3.45

1,000,000

995,046

9/16/05

3.53

1,000,000

992,514

Market Street Funding Corp.

7/5/05

3.06

15,000,000

14,994,933

Motown Notes Program

7/13/05

3.09

5,000,000

4,994,883

7/18/05

3.17

5,000,000

4,992,563

7/25/05

3.18

5,000,000

4,989,500

8/10/05

3.22

5,000,000

4,982,278

8/11/05

3.23

15,000,000

14,945,219

9/8/05

3.37

5,000,000

4,967,992

Newcastle (Discover Card Master Trust)

7/5/05

3.15

15,000,000

14,994,783

8/8/05

3.26

8,000,000

7,972,640

8/8/05

3.30

5,000,000

4,982,689

8/10/05

3.31

5,000,000

4,981,722

Oracle Corp.

8/8/05

3.21

5,000,000

4,983,217

Paradigm Funding LLC

7/25/05

3.31

2,000,000

1,995,600

9/19/05

3.40

15,000,000

14,887,667

Park Granada LLC

7/5/05

3.10

10,000,000

9,996,578

7/20/05

3.19

4,150,000

4,143,057

8/3/05

3.18

15,000,000

14,956,688

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

Preferred Receivables Funding Corp.

8/8/05

3.16%

$ 15,000,000

$ 14,950,442

Rabobank USA Financial Corp.

7/6/05

2.98

10,000,000

9,995,903

Strand Capital LLC

9/19/05

3.46

1,000,000

992,378

9/21/05

3.46

4,000,000

3,968,749

Stratford Receivables Co. LLC

8/4/05

3.33

5,000,000

4,984,322

Thames Asset Global Securities No. 1, Inc.

8/18/05

3.22

20,000,000

19,914,933

Toyota Motor Credit Corp.

9/7/05

3.18

2,000,000

1,988,176

TOTAL COMMERCIAL PAPER

378,892,163

Federal Agencies - 0.7%

Fannie Mae - 0.7%

Agency Coupons - 0.7%

9/12/05

2.31

10,000,000

10,000,000

Master Notes - 3.1%

Goldman Sachs Group, Inc.

7/11/05

3.26 (d)(g)

5,000,000

5,000,000

8/26/05

3.35 (d)(g)

36,000,000

36,000,000

1/9/06

3.69 (g)

6,000,000

6,000,000

TOTAL MASTER NOTES

47,000,000

Medium-Term Notes - 19.7%

Allstate Life Global Funding II

7/27/05

3.30 (b)(d)

1,000,000

1,000,000

American Express Credit Corp.

7/5/05

3.23 (d)

10,000,000

10,000,703

ASIF II

8/16/05

3.31

15,000,000

15,030,194

Australia & New Zealand Banking Group Ltd.

7/25/05

3.28 (b)(d)

5,000,000

5,000,000

Bank of New York Co., Inc.

7/27/05

3.35 (b)(d)

15,000,000

15,000,000

Bayerische Landesbank Girozentrale

8/19/05

3.24 (d)

15,000,000

15,000,000

BellSouth Telecommunications

9/6/05

3.41 (d)

5,000,000

5,000,000

BMW U.S. Capital LLC

7/15/05

3.19 (d)

2,000,000

2,000,000

Descartes Funding Trust

7/15/05

3.22 (d)

5,000,000

5,000,000

Medium-Term Notes - continued

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

HBOS Treasury Services PLC

9/26/05

3.51% (d)

$ 20,000,000

$ 20,000,000

HSBC Finance Corp.

7/25/05

3.29 (d)

6,000,000

6,000,000

HSH Nordbank AG

7/23/05

3.30 (b)(d)

6,000,000

6,000,000

ING USA Annuity & Life Insurance Co.

7/24/05

3.54 (d)(g)

3,000,000

3,000,000

MBIA Global Funding LLC

7/18/05

3.23 (b)(d)

2,000,000

2,000,000

Metropolitan Life Insurance Co.

7/6/05

3.14 (b)(d)

3,884,000

3,884,000

Morgan Stanley

7/1/05

3.33 (d)

2,000,000

2,000,000

7/5/05

3.18 (d)

5,000,000

5,000,000

7/5/05

3.13 (d)

25,000,000

25,000,000

7/15/05

3.22 (d)

5,000,000

5,000,000

7/27/05

3.35 (d)

11,000,000

11,000,294

RACERS

7/22/05

3.28 (b)(d)

15,000,000

15,000,000

Royal Bank of Scotland PLC

7/21/05

3.24 (b)(d)

10,000,000

10,000,000

SBC Communications, Inc.

6/5/06

3.96 (b)

3,920,000

3,933,033

Treasury Bank NA, Alexandria Virginia

8/12/05

3.27 (d)

10,000,000

10,000,000

Verizon Global Funding Corp.

9/15/05

3.52 (d)

50,000,000

50,000,156

Washington Mutual Bank, California

7/27/05

3.16 (d)

10,000,000

10,000,000

8/4/05

3.19 (d)

10,000,000

10,000,000

9/26/05

3.45 (d)

10,000,000

9,999,510

WestLB AG

7/11/05

3.20 (b)(d)

6,000,000

6,000,000

9/30/05

3.49 (b)(d)

7,000,000

7,000,000

TOTAL MEDIUM-TERM NOTES

293,847,890

Short-Term Notes - 5.5%

Jackson National Life Insurance Co.

7/1/05

3.24 (d)(g)

7,000,000

7,000,000

Metropolitan Life Insurance Co.

7/1/05

3.29 (d)(g)

10,000,000

10,000,000

7/28/05

3.39 (b)(d)

5,000,000

5,000,000

8/1/05

3.37 (d)(g)

5,000,000

5,000,000

Monumental Life Insurance Co.

7/1/05

3.25 (d)(g)

5,000,000

5,000,000

7/1/05

3.28 (d)(g)

5,000,000

5,000,000

Due
Date

Annualized Yield
at Time of
Purchase

Principal
Amount

Value
(Note 1)

New York Life Insurance Co.

7/1/05

3.23% (d)(g)

$ 30,000,000

$ 30,000,000

Pacific Life Insurance Co.

7/11/05

3.53 (d)(g)

5,000,000

5,000,000

Transamerica Occidental Life Insurance Co.

8/1/05

3.38 (d)(g)

10,000,000

10,000,000

TOTAL SHORT-TERM NOTES

82,000,000

Municipal Securities - 0.9%

California Statewide Cmntys. Dev. Auth. Rev. TRAN Series C3, 3.93% 6/30/06 (c)

2,950,000

2,950,000

San Jose Redev. Agcy. Rev. Series A, 3.3%, LOC JPMorgan Chase
Bank, VRDN (d)(e)

11,250,000

11,250,000

TOTAL MUNICIPAL SECURITIES

14,200,000

Repurchase Agreements - 24.0%

Maturity
Amount

In a joint trading account (Collateralized by U.S. Government Obligations dated 6/30/05 due 7/1/05 At 3.44%)

$ 372,036

372,000

With:

Banc of America Securities LLC
At 3.49%, dated 6/30/05 due 7/1/05 (Collateralized by Mortgage Loan Obligations valued at $62,968,189, 4.24% - 5.5%, 7/25/20 - 6/25/35)

60,005,817

60,000,000

Barclays Capital, Inc. At 3.49%, dated 6/30/05 due 7/1/05 (Collateralized by Corporate Obligations valued at $25,500,000, 5.5%, 7/1/07)

25,002,424

25,000,000

Deutsche Bank Securities, Inc. At 3.57%, dated 6/30/05 due 7/1/05 (Collateralized by Mortgage Loan Obligations valued at $73,497,949, 4.9% - 5.33%, 5/25/34 - 6/25/35)

70,006,942

70,000,000

Goldman Sachs & Co. At:

3.54%, dated 5/24/05 due 7/1/05 (Collateralized by Municipal Securities valued at $25,200,000, 3.18%, 6/1/30) (d)(f)

24,089,680

24,000,000

3.56%, dated 5/24/05 due 7/1/05 (Collateralized by Equity Securities valued at $5,250,004) (d)(f)

5,018,789

5,000,000

Repurchase Agreements - continued

Maturity
Amount

Value
(Note 1)

J.P. Morgan Securities, Inc. At 3.13%, dated 5/4/05 due 7/1/05 (Collateralized by Corporate Obligations valued at $25,145,772, 5.5% - 10.125%, 12/27/07 - 5/25/34)

$ 24,121,027

$ 24,000,000

Lehman Brothers, Inc. At 3.52%, dated 6/30/05 due 7/1/05 (Collateralized by Mortgage Loan Obligations valued at $52,483,775, 3.79% - 5.23%, 12/29/31 - 7/15/40)

50,004,889

50,000,000

Merrill Lynch, Pierce, Fenner & Smith At 3.59%, dated 4/29/05 due 7/27/05 (Collateralized by Corporate Obligations valued at $23,730,358, 7.88% - 12.88%, 3/15/08 - 6/3/23) (d)(f)

23,204,131

23,000,000

Morgan Stanley & Co. At:

3.13%, dated 5/4/05 due 7/1/05 (Collateralized by Corporate Obligations valued at $20,502,001, 3.95% - 7.59%, 2/25/35 - 1/2/40)

20,100,856

20,000,000

3.52%, dated 6/30/05 due 7/1/05 (Collateralized by Mortgage Loan Obligations valued at $5,276,251, 6.54%, 12/10/29)

5,000,489

5,000,000

Wachovia Securities, Inc. At 3.51%, dated 6/30/05 due 7/1/05 (Collateralized by Corporate Obligations valued at $52,994,888, 3.78% - 7.84%, 12/6/05 - 9/25/35)

52,005,070

52,000,000

TOTAL REPURCHASE AGREEMENTS

358,372,000

TOTAL INVESTMENT
PORTFOLIO - 101.3%

(Cost $1,512,349,885)

1,512,349,885

NET OTHER ASSETS - (1.3)%

(18,806,813)

NET ASSETS - 100%

$ 1,493,543,072

Security Type Abbreviations

CP

-

COMMERCIAL PAPER

TRAN

-

TAX AND REVENUE ANTICIPATION NOTE

VRDN

-

VARIABLE RATE DEMAND NOTE

Legend

(a) Debt obligation initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(b) 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 $106,436,194 or 7.1% of net assets.

(c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

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

(e) Private activity obligations whose interest is subject to the federal alternative minimum tax for individuals.

(f) The maturity amount is based on the rate at period end.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to 130,000,000 or 8.7% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Cost

Goldman Sachs Group, Inc.:
3.26%, 7/11/05

1/13/05

$ 5,000,000

3.35%, 8/26/05

8/26/04

$ 36,000,000

3.69%, 1/9/06

4/12/05

$ 6,000,000

Hypo Real Estate Bank International
3.3%, 8/11/05

5/9/05

$ 3,000,000

ING USA Annuity & Life Insurance Co. 3.54%, 7/24/05

6/23/05

$ 3,000,000

Jackson National Life Insurance Co. 3.24%, 7/1/05

3/31/03

$ 7,000,000

Metropolitan Life Insurance Co.:
3.29%, 7/1/05

3/26/02

$ 10,000,000

3.37%, 8/1/05

2/24/03

$ 5,000,000

Monumental Life Insurance Co.:
3.25%, 7/1/05

9/17/98

$ 5,000,000

3.28%, 7/1/05

3/12/99

$ 5,000,000

New York Life Insurance Co.
3.23%, 7/1/05

2/28/02 - 12/19/02

$ 30,000,000

Pacific Life Insurance Co
3.53%, 7/11/05

3/10/03

$ 5,000,000

Transamerica Occidental Life
Insurance Co. 3.38%, 8/1/05

4/28/00

$ 10,000,000

Income Tax Information

At December 31, 2004, the fund had a capital loss carryforward of approximately $284,000 of which $109,000 and $175,000 will expire on December 31, 2011 and 2012, respectively.

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, 2005 (Unaudited)

Assets

Investment in securities, at value (including repurchase agreements of $358,372,000) (cost $1,512,349,885) - See accompanying schedule

$ 1,512,349,885

Cash

256,665

Receivable for fund shares sold

1,010,237

Interest receivable

4,034,967

Prepaid expenses

3,376

Other receivables

10

Total assets

1,517,655,140

Liabilities

Payable for investments purchased
Regular delivery

$ 19,997,016

Delayed delivery

2,950,000

Payable for fund shares redeemed

608,980

Accrued management fee

245,525

Distribution fees payable

9,079

Other affiliated payables

99,347

Other payables and accrued expenses

202,121

Total liabilities

24,112,068

Net Assets

$ 1,493,543,072

Net Assets consist of:

Paid in capital

$ 1,493,869,166

Undistributed net investment income

63,180

Accumulated undistributed net realized gain (loss) on investments

(389,274)

Net Assets

$ 1,493,543,072

Initial Class:
Net Asset Value
, offering price and redemption price per share ($1,434,983,327 ÷ 1,435,279,029 shares)

$ 1.00

Service Class:
Net Asset Value
, offering price and redemption price per share ($21,804,995 ÷ 21,806,758 shares)

$ 1.00

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($36,754,750 ÷ 36,757,990 shares)

$ 1.00

Statement of Operations

Six months ended June 30, 2005 (Unaudited)

Investment Income

Interest

$ 20,329,568

Expenses

Management fee

$ 1,445,595

Transfer agent fees

502,363

Distribution fees

45,842

Accounting fees and expenses

81,658

Independent trustees' compensation

3,359

Custodian fees and expenses

19,170

Audit

22,304

Legal

1,016

Miscellaneous

48,946

Total expenses before reductions

2,170,253

Expense reductions

(558)

2,169,695

Net investment income

18,159,873

Net realized gain (loss) on investment securities

(105,586)

Net increase in net assets resulting from operations

$ 18,054,287

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

Six months ended
June 30, 2005
(Unaudited)

Year ended
December 31,
2004

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 18,159,873

$ 19,774,748

Net realized gain (loss)

(105,586)

(174,987)

Net increase in net assets resulting from operations

18,054,287

19,599,761

Distributions to shareholders from net investment income

(18,146,598)

(19,778,361)

Share transactions - net increase (decrease)

66,382,274

(412,681,844)

Total increase (decrease) in net assets

66,289,963

(412,860,444)

Net Assets

Beginning of period

1,427,253,109

1,840,113,553

End of period (including undistributed net investment income of $63,180 and undistributed net investment income of $49,905, respectively)

$ 1,493,543,072

$ 1,427,253,109

Other Information:

Share Transactions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

Shares

Sold

321,921,212

20,271,096

26,201,276

Reinvested

17,574,389

229,840

326,673

Redeemed

(296,871,332)

(12,600,339)

(10,670,541)

Net increase (decrease)

42,624,269

7,900,597

15,857,408

Share Transactions

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Shares

Sold

830,419,484

47,818,461

22,301,596

Reinvested

19,434,528

224,941

96,802

Redeemed

(1,274,668,391)

(53,743,207)

(4,566,058)

Net increase (decrease)

(424,814,379)

(5,699,805)

17,832,340

Distributions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

From net investment income

$ 17,589,668

$ 230,005

$ 326,925

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

From net investment income

$ 19,434,556

$ 247,002

$ 96,803

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

Money Market Portfolio

Financial Highlights - Initial Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

Net investment income

.012

.012

.010

.017

.041

.062

Distributions from net investment income

(.012)

(.012)

(.010)

(.017)

(.041)

(.062)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C, D

1.23%

1.21%

1.00%

1.69%

4.18%

6.30%

Ratios to Average Net Assets E

Expenses before expense reductions

.29% A

.29%

.29%

.29%

.28%

.33%

Expenses net of voluntary waivers, if any

.29% A

.29%

.29%

.29%

.28%

.33%

Expenses net of all reductions

.29% A

.29%

.29%

.29%

.28%

.33%

Net investment income

2.48% A

1.18%

1.00%

1.68%

3.99%

6.18%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,434,983

$ 1,392,449

$ 1,817,440

$ 2,705,069

$ 2,753,379

$ 2,233,342

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Service Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000 E

Selected Per-Share Data

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

Net investment income

.012

.011

.009

.016

.040

.031

Distributions from net investment income

(.012)

(.011)

(.009)

(.016)

(.040)

(.031)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C, D

1.18%

1.10%

.90%

1.61%

4.10%

3.06%

Ratios to Average Net Assets F

Expenses before expense reductions

.40% A

.40%

.38%

.39%

.39%

.47% A

Expenses net of voluntary waivers, if any

.40% A

.40%

.38%

.39%

.39%

.45% A

Expenses net of all reductions

.40% A

.40%

.38%

.39%

.39%

.45% A

Net investment income

2.37% A

1.08%

.91%

1.58%

3.87%

6.28% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 21,805

$ 13,905

$ 19,606

$ 8,017

$ 6,143

$ 103

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

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

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

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000 E

Selected Per-Share Data

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

Net investment income

.011

.009

.007

.014

.039

.058

Distributions from net investment income

(.011)

(.009)

(.007)

(.014)

(.039)

(.058)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C, D

1.10%

.95%

.75%

1.45%

3.96%

5.89%

Ratios to Average Net Assets F

Expenses before expense reductions

.54% A

.55%

.54%

.54%

.55%

.96% A

Expenses net of voluntary waivers, if any

.54% A

.55%

.54%

.54%

.55%

.60% A

Expenses net of all reductions

.54% A

.55%

.54%

.54%

.55%

.60% A

Net investment income

2.23% A

.93%

.75%

1.43%

3.71%

5.94% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 36,755

$ 20,899

$ 3,068

$ 47,604

$ 40,267

$ 108

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

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

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

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

Money Market Portfolio

Notes to Financial Statements

For the period ended June 30, 2005 (Unaudited)

1. Significant Accounting Policies.

Money Market Portfolio (the fund) is a fund of Variable Insurance Products (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 the following 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. On January 20, 2005, The Board of Trustees approved the creation of an Investor Class, a new class of shares of the fund. These shares are expected to be available on or about July 21, 2005.

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

Security Valuation. Net asset value per share is calculated 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. Investments in open-end investment companies are valued at their net asset value each business day.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

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

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, 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. There were no significant book-to-tax differences during the period.

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

Unrealized appreciation

$ -

Unrealized depreciation

-

Net unrealized appreciation (depreciation)

$ -

Cost for federal income tax purposes

$ 1,512,349,885

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities. The fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the fund's Schedule of Investments. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

3. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is calculated on the basis of a group fee rate plus a total income-based component. The group fee rate averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. The total income-based component is calculated according to a graduated schedule providing for different rates based on the fund's gross annualized yield. The rate increases as the fund's gross yield increases.

During the period the income-based portion of this fee was $527,467 or an annualized rate of .07% of the fund's average net assets. For the period, the fund's total annualized management fee rate was .20% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service 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.

For the period, each class paid FDC the following amounts, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services:

Service Class

$ 9,494

Service Class 2

36,348

$ 45,842

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 an asset-based fee with respect to each account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of shareholder reports, except proxy statements. Each class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of their month end net assets. For the period, the total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 484,660

Service Class

7,367

Service Class 2

10,336

$ 502,363

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

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest Earned
(included in
interest income)

Interest
Expense

Lender

$ 7,148,409

2.73%

$ 11,936

-

Money Market Portfolio

4. Expense Reductions.

Through arrangements with the fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody expenses by $558.

5. Other.

The fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the fund. In the normal course of business, the fund may also enter into contracts that provide general indemnifications. The fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 61% of the total outstanding shares of the fund and one otherwise unaffiliated shareholder was the owner of record of 13% of the total outstanding shares of the fund.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Money Market Portfolio

Each year, typically in June, the Board of Trustees, including the independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders by Fidelity. At the time of the renewal, the Board had 11 standing committees, each composed of independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically during the first six months of each year and as necessary to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2005 meeting, the Board of Trustees, including the independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (1) the nature, extent, and quality of the services to be provided to the fund and its shareholders by Fidelity (including the investment performance of the fund); (2) the competitiveness of the management fee and total expenses of the fund; (3) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (4) the extent to which economies of scale would be realized as the fund grows; and (5) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In determining whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided by Fidelity. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the background of the fund's portfolio manager and the fund's investment objective and discipline. The independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Fidelity Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered the nature, extent, quality, and cost of administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund. The Board also considered the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians. The Board also considered the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in June 2004, Fidelity has taken a number of actions that benefited particular funds, including (i) voluntarily deciding in 2004 to stop using "soft" commission dollars to pay for market data and, instead, to pay for that data out of its own resources, (ii) contractually agreeing to impose management fee reductions and expense limitations on its five Spartan stock index funds and its stock index fund available through variable insurance products, (iii) contractually agreeing to eliminate the management fees on the Fidelity Freedom Funds and the Fidelity Advisor Freedom Funds, (iv) contractually agreeing to reduce the management fees on most of its investment-grade taxable bond funds, and (v) contractually agreeing to impose expense limitations on its retail and Spartan investment-grade taxable bond funds.

Money Market Portfolio

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2004, as applicable, the returns of Service Class 2 and Initial Class of the fund, and a range of returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Service Class 2 and Initial Class represent the performance of classes with the highest and lowest 12b-1 fees, respectively (not necessarily with the highest and lowest total expenses). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the Lipper peer group. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the Lipper peer group whose performance was equal to or lower than that of the class indicated.



The Board noted that the relative investment performance of Initial Class of the fund has compared favorably to its Lipper peer group over time. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided by Fidelity will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 1% would mean that 99% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile ("quadrant") in which the fund's management fee ranked, is also included in the chart and considered by the Board. The Board also recognized that the income-based component of the fund's management fee varies depending on the level of the fund's monthly gross income, providing for higher fees at higher income levels, and for lower fees at lower income levels.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued



The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2004. Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that each class's total expenses ranked below its competitive median for 2004.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that each class's total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business. In addition, a special committee of the Board reviewed services provided to Fidelity by its affiliates and determined that the fees that Fidelity paid for such services were reasonable.

Money Market Portfolio

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower fee rates as total fund assets under FMR's management increase, and for higher fee rates as total fund assets under FMR's management decrease. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Advisory Contracts, the Board requested additional information regarding (i) Fidelity's fund profitability methodology, including additional detail on various cost allocations; (ii) fall-out benefits to Fidelity; and (iii) compensation of portfolio managers and research analysts.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the existing advisory fee structures are fair and reasonable, and that the fund's existing Advisory Contracts should be renewed.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

Fidelity Investments Money Management, Inc.

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder Servicing Agents

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

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPMM-SANN-0805
1.705628.107

Fidelity® Variable Insurance Products:

Overseas Portfolio

Semiannual Report

June 30, 2005

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Overseas Portfolio

Fidelity Variable Insurance Products: Overseas Portfolio

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2005 to June 30, 2005).

Actual Expenses

The first line of the table below for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Hypothetical Example for Comparison Purposes

The second line of the table below for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2005

Ending
Account Value
June 30, 2005

Expenses Paid
During Period
*
January 1, 2005
to June 30, 2005

Initial Class

Actual

$ 1,000.00

$ 983.70

$ 4.38

HypotheticalA

$ 1,000.00

$ 1,020.38

$ 4.46

Service Class

Actual

$ 1,000.00

$ 982.70

$ 4.87

HypotheticalA

$ 1,000.00

$ 1,019.89

$ 4.96

Service Class 2

Actual

$ 1,000.00

$ 982.10

$ 5.60

HypotheticalA

$ 1,000.00

$ 1,019.14

$ 5.71

Initial Class R

Actual

$ 1,000.00

$ 983.30

$ 4.38

HypotheticalA

$ 1,000.00

$ 1,020.38

$ 4.46

Service Class R

Actual

$ 1,000.00

$ 982.70

$ 4.87

HypotheticalA

$ 1,000.00

$ 1,019.89

$ 4.96

Service Class 2R

Actual

$ 1,000.00

$ 981.70

$ 5.60

HypotheticalA

$ 1,000.00

$ 1,019.14

$ 5.71

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Initial Class

.89%

Service Class

.99%

Service Class 2

1.14%

Initial Class R

.89%

Service Class R

.99%

Service Class 2R

1.14%

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio

Investment Changes

Geographic Diversification (% of fund's net assets)

As of June 30, 2005

Japan

21.3%

France

11.5%

United Kingdom

10.0%

Switzerland

8.7%

Taiwan

8.7%

Germany

7.9%

Netherlands

6.9%

United States of America

5.7%

Korea (South)

3.6%

Other

15.7%



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

As of December 31, 2004

Japan

18.3%

United Kingdom

14.6%

France

10.2%

Germany

10.0%

Switzerland

9.2%

Netherlands

7.1%

United States of America

5.9%

Korea (South)

3.5%

Brazil

3.0%

Other

18.2%



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

Asset Allocation

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.8

95.5

Short-Term Investments and Net Other Assets

2.2

4.5

Top Ten Stocks as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Total SA Series B (France, Oil, Gas & Consumable Fuels)

4.5

2.7

ASML Holding NV (Netherlands, Semiconductors & Semiconductor Equipment)

3.6

3.2

United Microelectronics Corp. (Taiwan, Semiconductors & Semiconductor Equipment)

3.5

1.2

Allianz AG (Reg.) (Germany, Insurance)

3.4

3.4

Nokia Corp. (Finland, Communications Equipment)

3.3

1.9

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

3.0

1.7

Tokyo Electron Ltd. (Japan, Semiconductors & Semiconductor Equipment)

2.3

1.2

Sumitomo Mitsui Financial Group, Inc. (Japan, Commercial Banks)

1.9

1.7

Nikko Cordial Corp. (Japan, Capital Markets)

1.8

1.2

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.8

1.1

29.1

Market Sectors as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

27.2

18.9

Financials

25.1

29.6

Consumer Discretionary

10.3

8.8

Energy

10.3

7.0

Health Care

6.3

7.9

Materials

6.1

6.3

Industrials

4.2

2.8

Consumer Staples

4.0

4.0

Telecommunication Services

3.5

9.5

Utilities

0.8

0.7

Overseas Portfolio

Fidelity Variable Insurance Products: Overseas Portfolio

Investments June 30, 2005 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.8%

Shares

Value (Note 1)

Brazil - 0.3%

Aracruz Celulose SA (PN-B) sponsored ADR

92,800

$ 3,224,800

Votorantim Celulose e Papel SA sponsored ADR (non-vtg.)

256,400

3,102,440

TOTAL BRAZIL

6,327,240

Canada - 2.4%

Alcan, Inc.

530,600

15,928,394

EnCana Corp.

563,800

22,240,005

Inmet Mining Corp. (a)

252,600

3,267,801

Talisman Energy, Inc.

348,000

13,037,218

TOTAL CANADA

54,473,418

China - 0.2%

Global Bio-Chem Technology Group Co. Ltd.

6,618,000

4,109,104

Global Bio-Chem Technology Group Co. Ltd. warrants 5/31/07 (a)

516,250

8,636

TOTAL CHINA

4,117,740

Denmark - 0.3%

TDC AS

131,900

5,655,474

Finland - 3.5%

Neste Oil Oyj

156,700

4,058,093

Nokia Corp.

4,550,550

75,721,152

TOTAL FINLAND

79,779,245

France - 11.5%

Accor SA

183,952

8,630,571

Alcatel SA sponsored ADR (a)

706,900

7,712,279

AXA SA

619,904

15,441,809

BNP Paribas SA

186,802

12,817,514

France Telecom SA

305,161

8,892,392

L'Oreal SA

154,695

11,110,567

Lagardere S.C.A. (Reg.)

146,900

10,888,476

Louis Vuitton Moet Hennessy (LVMH)

189,300

14,638,301

Pernod-Ricard (d)

71,300

11,389,448

Sanofi-Aventis sponsored ADR

496,600

20,355,634

Thomson SA

484,800

11,616,278

Total SA Series B

443,400

103,622,577

Vinci SA

74,500

6,202,745

Vivendi Universal SA sponsored ADR

636,100

19,929,013

TOTAL FRANCE

263,247,604

Germany - 7.9%

Allianz AG (Reg.)

685,500

78,783,107

BASF AG

203,725

13,445,850

Deutsche Boerse AG

120,339

9,427,972

Deutsche Telekom AG sponsored ADR

578,500

10,655,970

E.ON AG

201,244

17,876,505

Epcos AG (a)(d)

513,500

6,437,829

GFK AG

64,292

2,539,489

Hypo Real Estate Holding AG

147,300

5,613,253

Shares

Value (Note 1)

Infineon Technologies AG sponsored ADR (a)(d)

1,687,700

$ 15,611,225

SAP AG sponsored ADR

369,200

15,986,360

SolarWorld AG

51,000

4,474,530

TOTAL GERMANY

180,852,090

Hong Kong - 2.0%

ASM Pacific Technology Ltd. (d)

1,877,500

8,794,364

Esprit Holdings Ltd.

850,500

6,156,302

Hong Kong Exchanges & Clearing Ltd.

2,468,000

6,383,580

Hutchison Whampoa Ltd.

475,600

4,299,434

Techtronic Industries Co. Ltd.

3,169,500

8,014,499

Television Broadcasts Ltd.

1,036,000

5,852,580

Wharf Holdings Ltd.

1,541,000

5,413,628

TOTAL HONG KONG

44,914,387

India - 2.5%

Cipla Ltd.

501,673

3,619,315

Housing Development Finance Corp. Ltd.

1,061,383

21,748,891

Infosys Technologies Ltd.

329,196

17,856,848

Satyam Computer Services Ltd.

975,220

11,439,067

State Bank of India

179,400

3,142,172

TOTAL INDIA

57,806,293

Ireland - 0.2%

Ryanair Holdings PLC sponsored ADR (a)

119,400

5,353,896

Italy - 1.4%

Banca Intesa Spa

2,253,000

10,319,681

ENI Spa

859,386

22,034,657

TOTAL ITALY

32,354,338

Japan - 21.3%

Advantest Corp.

259,200

19,141,139

Aeon Co. Ltd.

929,400

14,170,825

Asahi Glass Co. Ltd. (d)

1,196,000

12,574,149

Bridgestone Corp. (d)

368,000

7,084,261

Canon, Inc. (d)

212,300

11,173,349

Credit Saison Co. Ltd.

150,700

5,014,048

Dainippon Screen Manufacturing Co. Ltd.

425,000

2,862,585

Daiwa Securities Group, Inc.

3,486,000

21,562,563

Honda Motor Co. Ltd.

401,200

19,747,064

JAFCO Co. Ltd.

271,700

14,454,082

Millea Holdings, Inc.

361

4,850,007

Mitsui & Co. Ltd.

698,000

6,608,359

Mizuho Financial Group, Inc.

5,949

26,927,532

Murata Manufacturing Co. Ltd.

276,500

14,086,155

Nikko Cordial Corp.

9,563,000

42,078,752

Nikon Corp.

260,000

2,944,502

Nippon Electric Glass Co. Ltd.

371,000

5,606,564

Nitto Denko Corp.

472,500

27,096,163

Nomura Holdings, Inc.

2,064,700

24,673,165

Oracle Corp. Japan (d)

29,100

1,099,400

ORIX Corp.

88,800

13,323,403

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Sega Sammy Holdings, Inc.

117,600

$ 7,210,495

Sompo Japan Insurance, Inc.

1,003,000

10,129,029

Sumitomo Mitsui Financial Group, Inc.

6,504

43,983,589

T&D Holdings, Inc.

166,500

7,836,707

Takefuji Corp.

77,610

5,248,411

TDK Corp.

155,200

10,579,433

Tokyo Electron Ltd.

997,500

52,795,861

Toyota Motor Corp.

692,000

24,735,540

USS Co. Ltd.

34,750

2,215,252

Yahoo! Japan Corp.

11,992

25,193,959

TOTAL JAPAN

487,006,343

Korea (South) - 3.6%

Honam Petrochemical Corp.

201,370

8,418,808

Hyundai Motor Co.

175,363

9,747,102

Kookmin Bank

493,650

22,451,661

LG Electronics, Inc.

368,100

23,413,235

Samsung Electronics Co. Ltd.

2,154

1,028,590

Shinhan Financial Group Co. Ltd.

426,364

11,086,706

Shinsegae Co. Ltd.

17,330

5,477,924

TOTAL KOREA (SOUTH)

81,624,026

Netherlands - 6.9%

Aegon NV

692,800

8,979,177

ASML Holding NV (a)

5,261,439

82,394,134

EADS NV

355,600

11,339,178

ING Groep NV (Certificaten Van Aandelen)

821,724

23,049,358

Koninklijke Philips Electronics NV (NY Shares)

221,300

5,574,547

TomTom Group BV

134,300

2,948,170

Unilever NV (NY Shares)

150,600

9,763,398

VNU NV

524,725

14,649,357

TOTAL NETHERLANDS

158,697,319

Philippines - 0.3%

Philippine Long Distance Telephone Co. sponsored ADR

249,300

7,242,165

Singapore - 0.9%

STATS ChipPAC Ltd. (a)

25,183,000

18,074,817

United Test & Assembly Center Ltd. (a)

8,408,000

3,316,618

TOTAL SINGAPORE

21,391,435

Spain - 1.2%

Banco Bilbao Vizcaya Argentaria SA

752,200

11,553,792

Telefonica SA

923,480

15,052,724

TOTAL SPAIN

26,606,516

Sweden - 0.5%

Gambro AB (A Shares)

488,200

6,535,852

Telefonaktiebolaget LM Ericsson
(B Shares) sponsored ADR (d)

170,100

5,434,695

TOTAL SWEDEN

11,970,547

Shares

Value (Note 1)

Switzerland - 8.7%

ABB Ltd. (Reg.) (a)

2,797,868

$ 18,337,371

Actelion Ltd. (Reg.) (a)

85,017

8,829,058

Compagnie Financiere Richemont unit

312,115

10,495,967

Credit Suisse Group (Reg.)

591,704

23,159,295

Nestle SA (Reg.)

88,631

22,682,455

Novartis AG (Reg.)

775,218

36,776,342

Roche Holding AG (participation certificate)

319,529

40,438,188

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

4,450

3,057,172

The Swatch Group AG (Reg.)

126,695

3,622,964

UBS AG (Reg.)

413,997

32,229,666

TOTAL SWITZERLAND

199,628,478

Taiwan - 8.7%

Acer, Inc.

7,689,000

15,171,665

Advanced Semiconductor Engineering, Inc.

24,441,000

18,287,346

AU Optronics Corp.

3,562,000

5,948,849

Chi Mei Optoelectronics Corp.

3,715,000

5,782,147

Chi Mei Optoelectronics Corp. GDR (e)

384,500

5,998,200

Hon Hai Precision Industries Co. Ltd.

1,069,109

5,552,279

King Yuan Electronics Co. Ltd.

4,326,000

3,940,177

Siliconware Precision Industries Co. Ltd.

17,521,000

17,258,254

Sunplus Technology Co. Ltd.

4,567,000

6,430,567

Taiwan Semiconductor Manufacturing Co. Ltd.

13,801,161

24,007,702

United Microelectronics Corp.

89,602,360

65,062,486

United Microelectronics Corp. sponsored ADR (d)

3,516,000

14,450,760

Yageo Corp. (a)

26,627,000

10,339,766

TOTAL TAIWAN

198,230,198

United Kingdom - 10.0%

3i Group PLC

485,573

5,898,608

Admiral Group PLC

512,800

3,422,470

AstraZeneca PLC (United Kingdom)

414,400

17,098,144

BAE Systems PLC

1,060,300

5,452,252

BHP Billiton PLC

1,008,495

12,865,274

BP PLC

6,493,806

67,513,936

HSBC Holdings PLC (United Kingdom) (Reg.)

2,210,374

35,211,258

ITV PLC

4,352,554

9,592,119

Man Group PLC

585,567

15,181,351

O2 PLC

2,520,300

6,152,534

Reckitt Benckiser PLC

331,800

9,779,296

Rio Tinto PLC (Reg.)

336,706

10,262,799

Smiths Group PLC

327,600

5,394,171

Tesco PLC

795,741

4,544,512

Vodafone Group PLC

5,756,725

14,000,354

Xstrata PLC

367,500

7,091,504

TOTAL UNITED KINGDOM

229,460,582

Common Stocks - continued

Shares

Value (Note 1)

United States of America - 3.5%

Applied Materials, Inc.

288,600

$ 4,669,548

Freeport-McMoRan Copper & Gold, Inc. Class B

344,900

12,913,056

Honeywell International, Inc.

303,200

11,106,216

Lyondell Chemical Co.

756,900

19,997,298

NTL, Inc. (a)

126,700

8,668,814

Synthes, Inc.

77,867

8,548,267

Telewest Global, Inc. (a)

423,979

9,658,242

Teradyne, Inc. (a)

287,700

3,443,769

TOTAL UNITED STATES OF AMERICA

79,005,210

TOTAL COMMON STOCKS

(Cost $1,855,764,198)

2,235,744,544

Money Market Funds - 4.2%

Fidelity Cash Central Fund, 3.21% (b)

16,308,758

16,308,758

Fidelity Securities Lending Cash Central Fund, 3.23% (b)(c)

80,222,238

80,222,238

TOTAL MONEY MARKET FUNDS

(Cost $96,530,996)

96,530,996

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $1,952,295,194)

2,332,275,540

NET OTHER ASSETS - (2.0)%

(44,734,587)

NET ASSETS - 100%

$ 2,287,540,953

Legend

(a) Non-income producing

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

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) 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 $5,998,200 or 0.3% of net assets.

Income Tax Information

At December 31, 2004, the fund had a capital loss carryforward of approximately $472,629,652 of which $233,537,497, $191,785,845 and $47,306,310 will expire on December 31, 2009, 2010 and 2011, respectively.

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

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2005 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $76,705,666) (cost $1,952,295,194) - See accompanying schedule

$ 2,332,275,540

Cash

164

Foreign currency held at value (cost $6,691,957)

6,675,414

Receivable for investments sold

39,929,168

Receivable for fund shares sold

1,000,733

Dividends receivable

4,127,034

Interest receivable

113,728

Prepaid expenses

4,477

Other affiliated receivables

11,571

Other receivables

713,511

Total assets

2,384,851,340

Liabilities

Payable for investments purchased

$ 11,401,292

Payable for fund shares redeemed

1,730,457

Accrued management fee

1,395,564

Distribution fees payable

117,114

Other affiliated payables

262,481

Other payables and accrued expenses

2,181,241

Collateral on securities loaned, at value

80,222,238

Total liabilities

97,310,387

Net Assets

$ 2,287,540,953

Net Assets consist of:

Paid in capital

$ 2,277,411,052

Undistributed net investment income

8,598,352

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

(376,760,806)

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

378,292,355

Net Assets

$ 2,287,540,953

Initial Class:
Net Asset Value
, offering price and redemption price per share ($1,359,624,197 ÷ 79,894,482 shares)

$ 17.02

Service Class:
Net Asset Value
, offering price and redemption price per share ($282,127,022 ÷ 16,641,956 shares)

$ 16.95

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($379,311,766 ÷ 22,447,068 shares)

$ 16.90

Initial Class R:
Net Asset Value
, offering price and redemption price per share
($142,193,079 ÷ 8,368,886 shares)

$ 16.99

Service Class R:
Net Asset Value
, offering price and redemption price per share ($90,180,042 ÷ 5,324,688 shares)

$ 16.94

Service Class 2R:
Net Asset Value
, offering price and redemption price per share ($34,104,847 ÷ 2,029,463 shares)

$ 16.80

Statement of Operations

Six months ended June 30, 2005 (Unaudited)

Investment Income

Dividends

$ 32,740,662

Interest

582,006

Security lending

1,744,552

35,067,220

Less foreign taxes withheld

(3,897,285)

Total income

31,169,935

Expenses

Management fee

$ 8,410,911

Transfer agent fees

788,253

Distribution fees

672,418

Accounting and security lending fees

556,710

Independent trustees' compensation

5,286

Appreciation in deferred trustee compensation account

3,984

Custodian fees and expenses

484,210

Audit

44,024

Legal

1,656

Interest

4,028

Miscellaneous

59,102

Total expenses before reductions

11,030,582

Expense reductions

(678,014)

10,352,568

Net investment income (loss)

20,817,367

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

109,806,653

Foreign currency transactions

236,477

Total net realized gain (loss)

110,043,130

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $309,445)

(172,216,152)

Assets and liabilities in foreign currencies

(974,451)

Total change in net unrealized appreciation (depreciation)

(173,190,603)

Net gain (loss)

(63,147,473)

Net increase (decrease) in net assets resulting from operations

$ (42,330,106)

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

Overseas Portfolio

Statement of Changes in Net Assets

Six months ended
June 30, 2005
(Unaudited)

Year ended
December 31,
2004

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 20,817,367

$ 15,719,326

Net realized gain (loss)

110,043,130

146,009,083

Change in net unrealized appreciation (depreciation)

(173,190,603)

114,577,658

Net increase (decrease) in net assets resulting from operations

(42,330,106)

276,306,067

Distributions to shareholders from net investment income

(14,837,058)

(22,557,627)

Distributions to shareholders from net realized gain

(12,260,637)

-

Total distributions

(27,097,695)

(22,557,627)

Share transactions - net increase (decrease)

(23,023,437)

199,907,441

Redemption fees

15,359

51,279

Total increase (decrease) in net assets

(92,435,879)

453,707,160

Net Assets

Beginning of period

2,379,976,832

1,926,269,672

End of period (including undistributed net investment income of $8,598,352 and undistributed net investment income of $1,867,057, respectively)

$ 2,287,540,953

$ 2,379,976,832

Other Information:

Share Transactions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

Shares

Sold

3,806,875

1,547,874

4,578,475

1,428,480

613,613

524,019

Reinvested

1,002,262

205,704

205,102

98,846

54,935

18,435

Redeemed

(10,069,418)

(3,609,882)

(721,425)

(708,225)

(308,411)

(106,200)

Net increase (decrease)

(5,260,281)

(1,856,304)

4,062,152

819,101

360,137

436,254

Dollars

Sold

$ 64,895,871

$ 26,461,457

$ 77,537,280

$ 24,481,703

$ 10,400,822

$ 8,807,791

Reinvested

17,158,734

3,509,304

3,490,828

1,690,264

936,639

311,926

Redeemed

(171,522,093)

(60,080,262)

(12,108,763)

(11,977,210)

(5,223,336)

(1,794,392)

Net increase (decrease)

$ (89,467,488)

$ (30,109,501)

$ 68,919,345

$ 14,194,757

$ 6,114,125

$ 7,325,325

Share Transactions

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

Shares

Sold

14,747,796

5,622,052

11,770,833

5,679,220

1,860,289

1,379,237

Reinvested

1,047,651

175,526

101,002

30,931

41,469

4,934

Redeemed

(22,763,135)

(3,179,061)

(2,573,003)

(695,245)

(555,521)

(249,620)

Net increase (decrease)

(6,967,688)

2,618,517

9,298,832

5,014,906

1,346,237

1,134,551

Dollars

Sold

$ 235,040,834

$ 88,487,632

$ 185,307,863

$ 89,613,678

$ 29,201,895

$ 21,125,719

Reinvested

16,877,656

2,818,947

1,619,063

497,678

665,579

78,704

Redeemed

(358,049,999)

(49,596,873)

(40,549,211)

(10,848,287)

(8,516,411)

(3,867,026)

Net increase (decrease)

$ (106,131,509)

$ 41,709,706

$ 146,377,715

$ 79,263,069

$ 21,351,063

$ 17,337,397

Distributions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

From net investment income

$ 9,625,631

$ 1,847,002

$ 1,745,414

$ 965,865

$ 492,968

$ 160,178

From net realized gain

7,533,103

1,662,302

1,745,414

724,399

443,671

151,748

Total

$ 17,158,734

$ 3,509,304

$ 3,490,828

$ 1,690,264

$ 936,639

$ 311,926

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

From net investment income

$ 16,877,656

$ 2,818,947

$ 1,619,063

$ 497,678

$ 665,579

$ 78,704

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

Semiannual Report

Financial Highlights - Initial Class

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 17.51

$ 15.59

$ 10.98

$ 13.88

$ 20.00

$ 27.44

Income from Investment Operations

Net investment income (loss) E

.16

.13

.11

.10

.14

.19 F

Net realized and unrealized gain (loss)

(.44)

1.97

4.60

(2.90)

(3.86)

(4.93)

Total from investment operations

(.28)

2.10

4.71

(2.80)

(3.72)

(4.74)

Distributions from net investment income

(.12)

(.18)

(.10)

(.10)

(.93)

(.31)

Distributions in excess of net investment income

-

-

-

-

-

(.06)

Distributions from net realized gain

(.09)

-

-

-

(1.47)

(2.33)

Total distributions

(.21)

(.18)

(.10)

(.10)

(2.40)

(2.70)

Redemption fees added to paid in capital E

- H

-H

- H

- H

-

-

Net asset value, end of period

$ 17.02

$ 17.51

$ 15.59

$ 10.98

$ 13.88

$ 20.00

Total Return B, C, D

(1.63)%

13.57%

43.37%

(20.28)%

(21.21)%

(19.07)%

Ratios to Average Net Assets G

Expenses before expense reductions

.89% A

.91%

.90%

.90%

.92%

.89%

Expenses net of voluntary waivers, if any

.89% A

.91%

.90%

.90%

.92%

.89%

Expenses net of all reductions

.83% A

.87%

.86%

.86%

.87%

.87%

Net investment income (loss)

.92% I

.80%

.87%

.79%

.91%

.84%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,359,624

$ 1,491,485

$ 1,436,137

$ 1,031,489

$ 1,496,873

$ 2,267,507

Portfolio turnover rate

77% A

84%

99%

77%

98%

136%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F Investment income per share reflects a special dividend which amounted to $.04 per share. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

Financial Highlights - Service Class

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 17.44

$ 15.53

$ 10.94

$ 13.83

$ 19.94

$ 27.39

Income from Investment Operations

Net investment income (loss) E

.15

.11

.09

.09

.12

.17 F

Net realized and unrealized gain (loss)

(.45)

1.97

4.59

(2.89)

(3.84)

(4.93)

Total from investment operations

(.30)

2.08

4.68

(2.80)

(3.72)

(4.76)

Distributions from net investment income

(.10)

(.17)

(.09)

(.09)

(.92)

(.30)

Distributions in excess of net investment income

-

-

-

-

-

(.06)

Distributions from net realized gain

(.09)

-

-

-

(1.47)

(2.33)

Total distributions

(.19)

(.17)

(.09)

(.09)

(2.39)

(2.69)

Redemption fees added to paid in capital E

- H

- H

- H

- H

-

-

Net asset value, end of period

$ 16.95

$ 17.44

$ 15.53

$ 10.94

$ 13.83

$ 19.94

Total Return B, C, D

(1.73)%

13.49%

43.20%

(20.34)%

(21.27)%

(19.18)%

Ratios to Average Net Assets G

Expenses before expense reductions

.99% A

1.01%

1.00%

1.00%

1.03%

.99%

Expenses net of voluntary waivers, if any

.99% A

1.01%

1.00%

1.00%

1.03%

.99%

Expenses net of all reductions

.93% A

.97%

.96%

.96%

.97%

.97%

Net investment income (loss)

.87% I

.69%

.77%

.69%

.81%

.74%

Supplemental Data

Net assets, end of period (000 omitted)

$ 282,127

$ 322,649

$ 246,632

$ 177,322

$ 240,525

$ 257,257

Portfolio turnover rate

77% A

84%

99%

77%

98%

136%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F Investment income per share reflects a special dividend which amounted to $.04 per share. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

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

Overseas Portfolio

Financial Highlights - Service Class 2

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000 G

Selected Per-Share Data

Net asset value, beginning of period

$ 17.39

$ 15.50

$ 10.90

$ 13.81

$ 19.91

$ 26.16

Income from Investment Operations

Net investment income (loss) E

.13

.08

.08

.07

.10

.12 F

Net realized and unrealized gain (loss)

(.44)

1.97

4.58

(2.88)

(3.80)

(3.68)

Total from investment operations

(.31)

2.05

4.66

(2.81)

(3.70)

(3.56)

Distributions from net investment income

(.09)

(.16)

(.06)

(.10)

(.93)

(.30)

Distributions in excess of net investment income

-

-

-

-

-

(.06)

Distributions from net realized gain

(.09)

-

-

-

(1.47)

(2.33)

Total distributions

(.18)

(.16)

(.06)

(.10)

(2.40)

(2.69)

Redemption fees added to paid in capital E

- I

- I

- I

- I

-

-

Net asset value, end of period

$ 16.90

$ 17.39

$ 15.50

$ 10.90

$ 13.81

$ 19.91

Total Return B, C, D

(1.79)%

13.31%

43.04%

(20.46) %

(21.20)%

(15.50)%

Ratios to Average Net Assets H

Expenses before expense reductions

1.14% A

1.16%

1.16%

1.16%

1.18%

1.15% A

Expenses net of voluntary waivers, if any

1.14% A

1.16%

1.16%

1.16%

1.18%

1.15% A

Expenses net of all reductions

1.08% A

1.12%

1.12%

1.12%

1.12%

1.13% A

Net investment income (loss)

.80% J

.54%

.61%

.53%

.65%

.58% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 379,312

$ 319,708

$ 140,822

$ 47,824

$ 48,843

$ 12,351

Portfolio turnover rate

77% A

84%

99%

77%

98%

136%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F Investment income per share reflects a special dividend which amounted to $.04 per share. G For the period January 12, 2000 (commencement of sale of shares) to December 31, 2000. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount represents less than $.01 per share. J Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

Financial Highlights - Initial Class R

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002 F

Selected Per-Share Data

Net asset value, beginning of period

$ 17.49

$ 15.57

$ 10.98

$ 14.05

Income from Investment Operations

Net investment income (loss) E

.16

.12

.11

.06

Net realized and unrealized gain (loss)

(.45)

1.98

4.59

(3.13)

Total from investment operations

(.29)

2.10

4.70

(3.07)

Distributions from net investment income

(.12)

(.18)

(.11)

-

Distributions from net realized gain

(.09)

-

-

-

Total distributions

(.21)

(.18)

(.11)

-

Redemption fees added to paid in capital E, H

-

-

-

-

Net asset value, end of period

$ 16.99

$ 17.49

$ 15.57

$ 10.98

Total Return B, C, D

(1.67)%

13.59%

43.32%

(21.85)%

Ratios to Average Net AssetsG

Expenses before expense reductions

.89%A

.91%

.90%

.91%A

Expenses net of voluntary waivers, if any

.89%A

.91%

.90%

.91%A

Expenses net of all reductions

.83%A

.87%

.86%

.87%A

Net investment income (loss)

.92%I

.79%

.87%

.79%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 142,193

$ 132,064

$ 39,466

$ 15,649

Portfolio turnover rate

77%A

84%

99%

77%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

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

Semiannual Report

Financial Highlights - Service Class R

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002 F

Selected Per-Share Data

Net asset value, beginning of period

$ 17.43

$ 15.52

$ 10.94

$ 14.01

Income from Investment Operations

Net investment income (loss) E

.15

.11

.10

.05

Net realized and unrealized gain (loss)

(.45)

1.97

4.58

(3.12)

Total from investment operations

(.30)

2.08

4.68

(3.07)

Distributions from net investment income

(.10)

(.17)

(.10)

-

Distributions from net realized gain

(.09)

-

-

-

Total distributions

(.19)

(.17)

(.10)

-

Redemption fees added to paid in capital E, H

-

-

-

-

Net asset value, end of period

$ 16.94

$ 17.43

$ 15.52

$ 10.94

Total Return B, C, D

(1.73)%

13.50%

43.25%

(21.91)%

Ratios to Average Net Assets G

Expenses before expense reductions

.99% A

1.01%

1.00%

1.01% A

Expenses net of voluntary waivers, if any

.99% A

1.01%

1.00%

1.01% A

Expenses net of all reductions

.93% A

.96%

.96%

.97% A

Net investment income (loss)

.87% I

.70%

.77%

.69% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 90,180

$ 86,509

$ 56,141

$ 17,997

Portfolio turnover rate

77% A

84%

99%

77%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

Financial Highlights - Service Class 2R

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002 F

Selected Per-Share Data

Net asset value, beginning of period

$ 17.30

$ 15.42

$ 10.90

$ 13.96

Income from Investment Operations

Net investment income (loss) E

.13

.08

.08

.04

Net realized and unrealized gain (loss)

(.44)

1.96

4.55

(3.10)

Total from investment operations

(.31)

2.04

4.63

(3.06)

Distributions from net investment income

(.10)

(.16)

(.11)

-

Distributions from net realized gain

(.09)

-

-

-

Total distributions

(.19)

(.16)

(.11)

-

Redemption fees added to paid in capital E, H

-

-

-

-

Net asset value, end of period

$ 16.80

$ 17.30

$ 15.42

$ 10.90

Total Return B, C, D

(1.83)%

13.32%

43.00%

(21.92)%

Ratios to Average Net Assets G

Expenses before expense reductions

1.14% A

1.16%

1.15%

1.17% A

Expenses net of voluntary waivers, if any

1.14% A

1.16%

1.15%

1.17% A

Expenses net of all reductions

1.08% A

1.11%

1.11%

1.14% A

Net investment income (loss)

.80% I

.55%

.62%

.52% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 34,105

$ 27,562

$ 7,072

$ 1,616

Portfolio turnover rate

77% A

84%

99%

77%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

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

Overseas Portfolio

Notes to Financial Statements

For the period ended June 30, 2005 (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 the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, Initial Class R shares, Service Class R shares, and Service Class 2R 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. On January 20, 2005, The Board of Trustees approved the creation of an Investor Class R, a new class of shares of the fund. These shares are expected to be available on or about July 21, 2005.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan) independent 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, and are marked-to-market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 428,604,755

Unrealized depreciation

(52,104,916)

Net unrealized appreciation (depreciation)

$ 376,499,839

Cost for federal income tax purposes

$ 1,955,775,701

Trading (Redemption) Fees. Initial Class R shares, Service Class R shares and Service Class 2 R shares held less than 60 days are subject to a redemption fee equal to 1% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $897,763,191 and $873,226,510, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .72% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' and Service Class R's average net assets and .25% of Service Class 2's and Service Class 2R's average net assets.

Overseas Portfolio

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 were re-allowed to insurance companies for the distribution of shares and providing shareholder support services:

Service Class

$ 154,034

Service Class 2

437,236

Service Class R

42,964

Service Class 2 R

38,184

$ 672,418

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 an asset-based fee with respect to each account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of shareholder reports, except proxy statements. Each class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of their month end net assets. For the period, the total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 475,790

Service Class

105,016

Service Class 2

121,323

Initial Class R

47,434

Service Class R

28,440

Service Class 2 R

10,250

$ 788,253

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

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Money Market Central Funds seek preservation of capital and current income. The Central Funds do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $567,426 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $803 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest Earned
(included in
interest income)

Interest Expense

Borrower

$ 4,002,000

2.71%

-

$ 604

5. Committed Line of Credit.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. 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 collat-eral. Cash collateral is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

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. The average daily loan balance during the period for which loans were outstanding amounted to $8,284,600. The weighted average interest rate was 2.98%. At period end, there were no bank borrowings outstanding.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $677,860 for the period. In addition, through arrangements with the fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the fund's custody expenses. During the period, these credits reduced the fund's expenses by $154.

9. Other.

The fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the fund. In the normal course of business, the fund may also enter into contracts that provide general indemnifications. The fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 13% of the total outstanding shares of the fund and two otherwise unaffiliated shareholders were the owners of record of 40% of the total outstanding shares of the fund.

Overseas Portfolio

Semiannual Report

Overseas Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPOVRS-SANN-0805
1.705696.107

Fidelity® Variable Insurance Products:

Overseas Portfolio - Class R

Semiannual Report

June 30, 2005

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Overseas Portfolio

Fidelity Variable Insurance Products: Overseas Portfolio

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2005 to June 30, 2005).

Actual Expenses

The first line of the table below for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Hypothetical Example for Comparison Purposes

The second line of the table below for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2005

Ending
Account Value
June 30, 2005

Expenses Paid
During Period
*
January 1, 2005
to June 30, 2005

Initial Class

Actual

$ 1,000.00

$ 983.70

$ 4.38

HypotheticalA

$ 1,000.00

$ 1,020.38

$ 4.46

Service Class

Actual

$ 1,000.00

$ 982.70

$ 4.87

HypotheticalA

$ 1,000.00

$ 1,019.89

$ 4.96

Service Class 2

Actual

$ 1,000.00

$ 982.10

$ 5.60

HypotheticalA

$ 1,000.00

$ 1,019.14

$ 5.71

Initial Class R

Actual

$ 1,000.00

$ 983.30

$ 4.38

HypotheticalA

$ 1,000.00

$ 1,020.38

$ 4.46

Service Class R

Actual

$ 1,000.00

$ 982.70

$ 4.87

HypotheticalA

$ 1,000.00

$ 1,019.89

$ 4.96

Service Class 2R

Actual

$ 1,000.00

$ 981.70

$ 5.60

HypotheticalA

$ 1,000.00

$ 1,019.14

$ 5.71

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Initial Class

.89%

Service Class

.99%

Service Class 2

1.14%

Initial Class R

.89%

Service Class R

.99%

Service Class 2R

1.14%

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio

Investment Changes

Geographic Diversification (% of fund's net assets)

As of June 30, 2005

Japan

21.3%

France

11.5%

United Kingdom

10.0%

Switzerland

8.7%

Taiwan

8.7%

Germany

7.9%

Netherlands

6.9%

United States of America

5.7%

Korea (South)

3.6%

Other

15.7%



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

As of December 31, 2004

Japan

18.3%

United Kingdom

14.6%

France

10.2%

Germany

10.0%

Switzerland

9.2%

Netherlands

7.1%

United States of America

5.9%

Korea (South)

3.5%

Brazil

3.0%

Other

18.2%



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

Asset Allocation

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.8

95.5

Short-Term Investments and Net Other Assets

2.2

4.5

Top Ten Stocks as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Total SA Series B (France, Oil, Gas & Consumable Fuels)

4.5

2.7

ASML Holding NV (Netherlands, Semiconductors & Semiconductor Equipment)

3.6

3.2

United Microelectronics Corp. (Taiwan, Semiconductors & Semiconductor Equipment)

3.5

1.2

Allianz AG (Reg.) (Germany, Insurance)

3.4

3.4

Nokia Corp. (Finland, Communications Equipment)

3.3

1.9

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

3.0

1.7

Tokyo Electron Ltd. (Japan, Semiconductors & Semiconductor Equipment)

2.3

1.2

Sumitomo Mitsui Financial Group, Inc. (Japan, Commercial Banks)

1.9

1.7

Nikko Cordial Corp. (Japan, Capital Markets)

1.8

1.2

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.8

1.1

29.1

Market Sectors as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

27.2

18.9

Financials

25.1

29.6

Consumer Discretionary

10.3

8.8

Energy

10.3

7.0

Health Care

6.3

7.9

Materials

6.1

6.3

Industrials

4.2

2.8

Consumer Staples

4.0

4.0

Telecommunication Services

3.5

9.5

Utilities

0.8

0.7

Overseas Portfolio

Fidelity Variable Insurance Products: Overseas Portfolio

Investments June 30, 2005 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.8%

Shares

Value (Note 1)

Brazil - 0.3%

Aracruz Celulose SA (PN-B) sponsored ADR

92,800

$ 3,224,800

Votorantim Celulose e Papel SA sponsored ADR (non-vtg.)

256,400

3,102,440

TOTAL BRAZIL

6,327,240

Canada - 2.4%

Alcan, Inc.

530,600

15,928,394

EnCana Corp.

563,800

22,240,005

Inmet Mining Corp. (a)

252,600

3,267,801

Talisman Energy, Inc.

348,000

13,037,218

TOTAL CANADA

54,473,418

China - 0.2%

Global Bio-Chem Technology Group Co. Ltd.

6,618,000

4,109,104

Global Bio-Chem Technology Group Co. Ltd. warrants 5/31/07 (a)

516,250

8,636

TOTAL CHINA

4,117,740

Denmark - 0.3%

TDC AS

131,900

5,655,474

Finland - 3.5%

Neste Oil Oyj

156,700

4,058,093

Nokia Corp.

4,550,550

75,721,152

TOTAL FINLAND

79,779,245

France - 11.5%

Accor SA

183,952

8,630,571

Alcatel SA sponsored ADR (a)

706,900

7,712,279

AXA SA

619,904

15,441,809

BNP Paribas SA

186,802

12,817,514

France Telecom SA

305,161

8,892,392

L'Oreal SA

154,695

11,110,567

Lagardere S.C.A. (Reg.)

146,900

10,888,476

Louis Vuitton Moet Hennessy (LVMH)

189,300

14,638,301

Pernod-Ricard (d)

71,300

11,389,448

Sanofi-Aventis sponsored ADR

496,600

20,355,634

Thomson SA

484,800

11,616,278

Total SA Series B

443,400

103,622,577

Vinci SA

74,500

6,202,745

Vivendi Universal SA sponsored ADR

636,100

19,929,013

TOTAL FRANCE

263,247,604

Germany - 7.9%

Allianz AG (Reg.)

685,500

78,783,107

BASF AG

203,725

13,445,850

Deutsche Boerse AG

120,339

9,427,972

Deutsche Telekom AG sponsored ADR

578,500

10,655,970

E.ON AG

201,244

17,876,505

Epcos AG (a)(d)

513,500

6,437,829

GFK AG

64,292

2,539,489

Hypo Real Estate Holding AG

147,300

5,613,253

Shares

Value (Note 1)

Infineon Technologies AG sponsored ADR (a)(d)

1,687,700

$ 15,611,225

SAP AG sponsored ADR

369,200

15,986,360

SolarWorld AG

51,000

4,474,530

TOTAL GERMANY

180,852,090

Hong Kong - 2.0%

ASM Pacific Technology Ltd. (d)

1,877,500

8,794,364

Esprit Holdings Ltd.

850,500

6,156,302

Hong Kong Exchanges & Clearing Ltd.

2,468,000

6,383,580

Hutchison Whampoa Ltd.

475,600

4,299,434

Techtronic Industries Co. Ltd.

3,169,500

8,014,499

Television Broadcasts Ltd.

1,036,000

5,852,580

Wharf Holdings Ltd.

1,541,000

5,413,628

TOTAL HONG KONG

44,914,387

India - 2.5%

Cipla Ltd.

501,673

3,619,315

Housing Development Finance Corp. Ltd.

1,061,383

21,748,891

Infosys Technologies Ltd.

329,196

17,856,848

Satyam Computer Services Ltd.

975,220

11,439,067

State Bank of India

179,400

3,142,172

TOTAL INDIA

57,806,293

Ireland - 0.2%

Ryanair Holdings PLC sponsored ADR (a)

119,400

5,353,896

Italy - 1.4%

Banca Intesa Spa

2,253,000

10,319,681

ENI Spa

859,386

22,034,657

TOTAL ITALY

32,354,338

Japan - 21.3%

Advantest Corp.

259,200

19,141,139

Aeon Co. Ltd.

929,400

14,170,825

Asahi Glass Co. Ltd. (d)

1,196,000

12,574,149

Bridgestone Corp. (d)

368,000

7,084,261

Canon, Inc. (d)

212,300

11,173,349

Credit Saison Co. Ltd.

150,700

5,014,048

Dainippon Screen Manufacturing Co. Ltd.

425,000

2,862,585

Daiwa Securities Group, Inc.

3,486,000

21,562,563

Honda Motor Co. Ltd.

401,200

19,747,064

JAFCO Co. Ltd.

271,700

14,454,082

Millea Holdings, Inc.

361

4,850,007

Mitsui & Co. Ltd.

698,000

6,608,359

Mizuho Financial Group, Inc.

5,949

26,927,532

Murata Manufacturing Co. Ltd.

276,500

14,086,155

Nikko Cordial Corp.

9,563,000

42,078,752

Nikon Corp.

260,000

2,944,502

Nippon Electric Glass Co. Ltd.

371,000

5,606,564

Nitto Denko Corp.

472,500

27,096,163

Nomura Holdings, Inc.

2,064,700

24,673,165

Oracle Corp. Japan (d)

29,100

1,099,400

ORIX Corp.

88,800

13,323,403

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Sega Sammy Holdings, Inc.

117,600

$ 7,210,495

Sompo Japan Insurance, Inc.

1,003,000

10,129,029

Sumitomo Mitsui Financial Group, Inc.

6,504

43,983,589

T&D Holdings, Inc.

166,500

7,836,707

Takefuji Corp.

77,610

5,248,411

TDK Corp.

155,200

10,579,433

Tokyo Electron Ltd.

997,500

52,795,861

Toyota Motor Corp.

692,000

24,735,540

USS Co. Ltd.

34,750

2,215,252

Yahoo! Japan Corp.

11,992

25,193,959

TOTAL JAPAN

487,006,343

Korea (South) - 3.6%

Honam Petrochemical Corp.

201,370

8,418,808

Hyundai Motor Co.

175,363

9,747,102

Kookmin Bank

493,650

22,451,661

LG Electronics, Inc.

368,100

23,413,235

Samsung Electronics Co. Ltd.

2,154

1,028,590

Shinhan Financial Group Co. Ltd.

426,364

11,086,706

Shinsegae Co. Ltd.

17,330

5,477,924

TOTAL KOREA (SOUTH)

81,624,026

Netherlands - 6.9%

Aegon NV

692,800

8,979,177

ASML Holding NV (a)

5,261,439

82,394,134

EADS NV

355,600

11,339,178

ING Groep NV (Certificaten Van Aandelen)

821,724

23,049,358

Koninklijke Philips Electronics NV (NY Shares)

221,300

5,574,547

TomTom Group BV

134,300

2,948,170

Unilever NV (NY Shares)

150,600

9,763,398

VNU NV

524,725

14,649,357

TOTAL NETHERLANDS

158,697,319

Philippines - 0.3%

Philippine Long Distance Telephone Co. sponsored ADR

249,300

7,242,165

Singapore - 0.9%

STATS ChipPAC Ltd. (a)

25,183,000

18,074,817

United Test & Assembly Center Ltd. (a)

8,408,000

3,316,618

TOTAL SINGAPORE

21,391,435

Spain - 1.2%

Banco Bilbao Vizcaya Argentaria SA

752,200

11,553,792

Telefonica SA

923,480

15,052,724

TOTAL SPAIN

26,606,516

Sweden - 0.5%

Gambro AB (A Shares)

488,200

6,535,852

Telefonaktiebolaget LM Ericsson
(B Shares) sponsored ADR (d)

170,100

5,434,695

TOTAL SWEDEN

11,970,547

Shares

Value (Note 1)

Switzerland - 8.7%

ABB Ltd. (Reg.) (a)

2,797,868

$ 18,337,371

Actelion Ltd. (Reg.) (a)

85,017

8,829,058

Compagnie Financiere Richemont unit

312,115

10,495,967

Credit Suisse Group (Reg.)

591,704

23,159,295

Nestle SA (Reg.)

88,631

22,682,455

Novartis AG (Reg.)

775,218

36,776,342

Roche Holding AG (participation certificate)

319,529

40,438,188

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

4,450

3,057,172

The Swatch Group AG (Reg.)

126,695

3,622,964

UBS AG (Reg.)

413,997

32,229,666

TOTAL SWITZERLAND

199,628,478

Taiwan - 8.7%

Acer, Inc.

7,689,000

15,171,665

Advanced Semiconductor Engineering, Inc.

24,441,000

18,287,346

AU Optronics Corp.

3,562,000

5,948,849

Chi Mei Optoelectronics Corp.

3,715,000

5,782,147

Chi Mei Optoelectronics Corp. GDR (e)

384,500

5,998,200

Hon Hai Precision Industries Co. Ltd.

1,069,109

5,552,279

King Yuan Electronics Co. Ltd.

4,326,000

3,940,177

Siliconware Precision Industries Co. Ltd.

17,521,000

17,258,254

Sunplus Technology Co. Ltd.

4,567,000

6,430,567

Taiwan Semiconductor Manufacturing Co. Ltd.

13,801,161

24,007,702

United Microelectronics Corp.

89,602,360

65,062,486

United Microelectronics Corp. sponsored ADR (d)

3,516,000

14,450,760

Yageo Corp. (a)

26,627,000

10,339,766

TOTAL TAIWAN

198,230,198

United Kingdom - 10.0%

3i Group PLC

485,573

5,898,608

Admiral Group PLC

512,800

3,422,470

AstraZeneca PLC (United Kingdom)

414,400

17,098,144

BAE Systems PLC

1,060,300

5,452,252

BHP Billiton PLC

1,008,495

12,865,274

BP PLC

6,493,806

67,513,936

HSBC Holdings PLC (United Kingdom) (Reg.)

2,210,374

35,211,258

ITV PLC

4,352,554

9,592,119

Man Group PLC

585,567

15,181,351

O2 PLC

2,520,300

6,152,534

Reckitt Benckiser PLC

331,800

9,779,296

Rio Tinto PLC (Reg.)

336,706

10,262,799

Smiths Group PLC

327,600

5,394,171

Tesco PLC

795,741

4,544,512

Vodafone Group PLC

5,756,725

14,000,354

Xstrata PLC

367,500

7,091,504

TOTAL UNITED KINGDOM

229,460,582

Common Stocks - continued

Shares

Value (Note 1)

United States of America - 3.5%

Applied Materials, Inc.

288,600

$ 4,669,548

Freeport-McMoRan Copper & Gold, Inc. Class B

344,900

12,913,056

Honeywell International, Inc.

303,200

11,106,216

Lyondell Chemical Co.

756,900

19,997,298

NTL, Inc. (a)

126,700

8,668,814

Synthes, Inc.

77,867

8,548,267

Telewest Global, Inc. (a)

423,979

9,658,242

Teradyne, Inc. (a)

287,700

3,443,769

TOTAL UNITED STATES OF AMERICA

79,005,210

TOTAL COMMON STOCKS

(Cost $1,855,764,198)

2,235,744,544

Money Market Funds - 4.2%

Fidelity Cash Central Fund, 3.21% (b)

16,308,758

16,308,758

Fidelity Securities Lending Cash Central Fund, 3.23% (b)(c)

80,222,238

80,222,238

TOTAL MONEY MARKET FUNDS

(Cost $96,530,996)

96,530,996

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $1,952,295,194)

2,332,275,540

NET OTHER ASSETS - (2.0)%

(44,734,587)

NET ASSETS - 100%

$ 2,287,540,953

Legend

(a) Non-income producing

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

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) 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 $5,998,200 or 0.3% of net assets.

Income Tax Information

At December 31, 2004, the fund had a capital loss carryforward of approximately $472,629,652 of which $233,537,497, $191,785,845 and $47,306,310 will expire on December 31, 2009, 2010 and 2011, respectively.

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

Semiannual Report

Fidelity Variable Insurance Products: Overseas Portfolio

Financial Statements

Statement of Assets and Liabilities

June 30, 2005 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $76,705,666) (cost $1,952,295,194) - See accompanying schedule

$ 2,332,275,540

Cash

164

Foreign currency held at value (cost $6,691,957)

6,675,414

Receivable for investments sold

39,929,168

Receivable for fund shares sold

1,000,733

Dividends receivable

4,127,034

Interest receivable

113,728

Prepaid expenses

4,477

Other affiliated receivables

11,571

Other receivables

713,511

Total assets

2,384,851,340

Liabilities

Payable for investments purchased

$ 11,401,292

Payable for fund shares redeemed

1,730,457

Accrued management fee

1,395,564

Distribution fees payable

117,114

Other affiliated payables

262,481

Other payables and accrued expenses

2,181,241

Collateral on securities loaned, at value

80,222,238

Total liabilities

97,310,387

Net Assets

$ 2,287,540,953

Net Assets consist of:

Paid in capital

$ 2,277,411,052

Undistributed net investment income

8,598,352

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

(376,760,806)

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

378,292,355

Net Assets

$ 2,287,540,953

Initial Class:
Net Asset Value
, offering price and redemption price per share ($1,359,624,197 ÷ 79,894,482 shares)

$ 17.02

Service Class:
Net Asset Value
, offering price and redemption price per share ($282,127,022 ÷ 16,641,956 shares)

$ 16.95

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($379,311,766 ÷ 22,447,068 shares)

$ 16.90

Initial Class R:
Net Asset Value
, offering price and redemption price per share
($142,193,079 ÷ 8,368,886 shares)

$ 16.99

Service Class R:
Net Asset Value
, offering price and redemption price per share ($90,180,042 ÷ 5,324,688 shares)

$ 16.94

Service Class 2R:
Net Asset Value
, offering price and redemption price per share ($34,104,847 ÷ 2,029,463 shares)

$ 16.80

Statement of Operations

Six months ended June 30, 2005 (Unaudited)

Investment Income

Dividends

$ 32,740,662

Interest

582,006

Security lending

1,744,552

35,067,220

Less foreign taxes withheld

(3,897,285)

Total income

31,169,935

Expenses

Management fee

$ 8,410,911

Transfer agent fees

788,253

Distribution fees

672,418

Accounting and security lending fees

556,710

Independent trustees' compensation

5,286

Appreciation in deferred trustee compensation account

3,984

Custodian fees and expenses

484,210

Audit

44,024

Legal

1,656

Interest

4,028

Miscellaneous

59,102

Total expenses before reductions

11,030,582

Expense reductions

(678,014)

10,352,568

Net investment income (loss)

20,817,367

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

109,806,653

Foreign currency transactions

236,477

Total net realized gain (loss)

110,043,130

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $309,445)

(172,216,152)

Assets and liabilities in foreign currencies

(974,451)

Total change in net unrealized appreciation (depreciation)

(173,190,603)

Net gain (loss)

(63,147,473)

Net increase (decrease) in net assets resulting from operations

$ (42,330,106)

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

Overseas Portfolio

Statement of Changes in Net Assets

Six months ended
June 30, 2005
(Unaudited)

Year ended
December 31,
2004

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 20,817,367

$ 15,719,326

Net realized gain (loss)

110,043,130

146,009,083

Change in net unrealized appreciation (depreciation)

(173,190,603)

114,577,658

Net increase (decrease) in net assets resulting from operations

(42,330,106)

276,306,067

Distributions to shareholders from net investment income

(14,837,058)

(22,557,627)

Distributions to shareholders from net realized gain

(12,260,637)

-

Total distributions

(27,097,695)

(22,557,627)

Share transactions - net increase (decrease)

(23,023,437)

199,907,441

Redemption fees

15,359

51,279

Total increase (decrease) in net assets

(92,435,879)

453,707,160

Net Assets

Beginning of period

2,379,976,832

1,926,269,672

End of period (including undistributed net investment income of $8,598,352 and undistributed net investment income of $1,867,057, respectively)

$ 2,287,540,953

$ 2,379,976,832

Other Information:

Share Transactions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

Shares

Sold

3,806,875

1,547,874

4,578,475

1,428,480

613,613

524,019

Reinvested

1,002,262

205,704

205,102

98,846

54,935

18,435

Redeemed

(10,069,418)

(3,609,882)

(721,425)

(708,225)

(308,411)

(106,200)

Net increase (decrease)

(5,260,281)

(1,856,304)

4,062,152

819,101

360,137

436,254

Dollars

Sold

$ 64,895,871

$ 26,461,457

$ 77,537,280

$ 24,481,703

$ 10,400,822

$ 8,807,791

Reinvested

17,158,734

3,509,304

3,490,828

1,690,264

936,639

311,926

Redeemed

(171,522,093)

(60,080,262)

(12,108,763)

(11,977,210)

(5,223,336)

(1,794,392)

Net increase (decrease)

$ (89,467,488)

$ (30,109,501)

$ 68,919,345

$ 14,194,757

$ 6,114,125

$ 7,325,325

Share Transactions

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

Shares

Sold

14,747,796

5,622,052

11,770,833

5,679,220

1,860,289

1,379,237

Reinvested

1,047,651

175,526

101,002

30,931

41,469

4,934

Redeemed

(22,763,135)

(3,179,061)

(2,573,003)

(695,245)

(555,521)

(249,620)

Net increase (decrease)

(6,967,688)

2,618,517

9,298,832

5,014,906

1,346,237

1,134,551

Dollars

Sold

$ 235,040,834

$ 88,487,632

$ 185,307,863

$ 89,613,678

$ 29,201,895

$ 21,125,719

Reinvested

16,877,656

2,818,947

1,619,063

497,678

665,579

78,704

Redeemed

(358,049,999)

(49,596,873)

(40,549,211)

(10,848,287)

(8,516,411)

(3,867,026)

Net increase (decrease)

$ (106,131,509)

$ 41,709,706

$ 146,377,715

$ 79,263,069

$ 21,351,063

$ 17,337,397

Distributions

Six months ended June 30, 2005 (Unaudited)

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

From net investment income

$ 9,625,631

$ 1,847,002

$ 1,745,414

$ 965,865

$ 492,968

$ 160,178

From net realized gain

7,533,103

1,662,302

1,745,414

724,399

443,671

151,748

Total

$ 17,158,734

$ 3,509,304

$ 3,490,828

$ 1,690,264

$ 936,639

$ 311,926

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Initial Class R

Service Class R

Service Class 2R

From net investment income

$ 16,877,656

$ 2,818,947

$ 1,619,063

$ 497,678

$ 665,579

$ 78,704

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

Semiannual Report

Financial Highlights - Initial Class

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 17.51

$ 15.59

$ 10.98

$ 13.88

$ 20.00

$ 27.44

Income from Investment Operations

Net investment income (loss) E

.16

.13

.11

.10

.14

.19 F

Net realized and unrealized gain (loss)

(.44)

1.97

4.60

(2.90)

(3.86)

(4.93)

Total from investment operations

(.28)

2.10

4.71

(2.80)

(3.72)

(4.74)

Distributions from net investment income

(.12)

(.18)

(.10)

(.10)

(.93)

(.31)

Distributions in excess of net investment income

-

-

-

-

-

(.06)

Distributions from net realized gain

(.09)

-

-

-

(1.47)

(2.33)

Total distributions

(.21)

(.18)

(.10)

(.10)

(2.40)

(2.70)

Redemption fees added to paid in capital E

- H

-H

- H

- H

-

-

Net asset value, end of period

$ 17.02

$ 17.51

$ 15.59

$ 10.98

$ 13.88

$ 20.00

Total Return B, C, D

(1.63)%

13.57%

43.37%

(20.28)%

(21.21)%

(19.07)%

Ratios to Average Net Assets G

Expenses before expense reductions

.89% A

.91%

.90%

.90%

.92%

.89%

Expenses net of voluntary waivers, if any

.89% A

.91%

.90%

.90%

.92%

.89%

Expenses net of all reductions

.83% A

.87%

.86%

.86%

.87%

.87%

Net investment income (loss)

.92% I

.80%

.87%

.79%

.91%

.84%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,359,624

$ 1,491,485

$ 1,436,137

$ 1,031,489

$ 1,496,873

$ 2,267,507

Portfolio turnover rate

77% A

84%

99%

77%

98%

136%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F Investment income per share reflects a special dividend which amounted to $.04 per share. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

Financial Highlights - Service Class

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 17.44

$ 15.53

$ 10.94

$ 13.83

$ 19.94

$ 27.39

Income from Investment Operations

Net investment income (loss) E

.15

.11

.09

.09

.12

.17 F

Net realized and unrealized gain (loss)

(.45)

1.97

4.59

(2.89)

(3.84)

(4.93)

Total from investment operations

(.30)

2.08

4.68

(2.80)

(3.72)

(4.76)

Distributions from net investment income

(.10)

(.17)

(.09)

(.09)

(.92)

(.30)

Distributions in excess of net investment income

-

-

-

-

-

(.06)

Distributions from net realized gain

(.09)

-

-

-

(1.47)

(2.33)

Total distributions

(.19)

(.17)

(.09)

(.09)

(2.39)

(2.69)

Redemption fees added to paid in capital E

- H

- H

- H

- H

-

-

Net asset value, end of period

$ 16.95

$ 17.44

$ 15.53

$ 10.94

$ 13.83

$ 19.94

Total Return B, C, D

(1.73)%

13.49%

43.20%

(20.34)%

(21.27)%

(19.18)%

Ratios to Average Net Assets G

Expenses before expense reductions

.99% A

1.01%

1.00%

1.00%

1.03%

.99%

Expenses net of voluntary waivers, if any

.99% A

1.01%

1.00%

1.00%

1.03%

.99%

Expenses net of all reductions

.93% A

.97%

.96%

.96%

.97%

.97%

Net investment income (loss)

.87% I

.69%

.77%

.69%

.81%

.74%

Supplemental Data

Net assets, end of period (000 omitted)

$ 282,127

$ 322,649

$ 246,632

$ 177,322

$ 240,525

$ 257,257

Portfolio turnover rate

77% A

84%

99%

77%

98%

136%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F Investment income per share reflects a special dividend which amounted to $.04 per share. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

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

Overseas Portfolio

Financial Highlights - Service Class 2

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001

2000 G

Selected Per-Share Data

Net asset value, beginning of period

$ 17.39

$ 15.50

$ 10.90

$ 13.81

$ 19.91

$ 26.16

Income from Investment Operations

Net investment income (loss) E

.13

.08

.08

.07

.10

.12 F

Net realized and unrealized gain (loss)

(.44)

1.97

4.58

(2.88)

(3.80)

(3.68)

Total from investment operations

(.31)

2.05

4.66

(2.81)

(3.70)

(3.56)

Distributions from net investment income

(.09)

(.16)

(.06)

(.10)

(.93)

(.30)

Distributions in excess of net investment income

-

-

-

-

-

(.06)

Distributions from net realized gain

(.09)

-

-

-

(1.47)

(2.33)

Total distributions

(.18)

(.16)

(.06)

(.10)

(2.40)

(2.69)

Redemption fees added to paid in capital E

- I

- I

- I

- I

-

-

Net asset value, end of period

$ 16.90

$ 17.39

$ 15.50

$ 10.90

$ 13.81

$ 19.91

Total Return B, C, D

(1.79)%

13.31%

43.04%

(20.46) %

(21.20)%

(15.50)%

Ratios to Average Net Assets H

Expenses before expense reductions

1.14% A

1.16%

1.16%

1.16%

1.18%

1.15% A

Expenses net of voluntary waivers, if any

1.14% A

1.16%

1.16%

1.16%

1.18%

1.15% A

Expenses net of all reductions

1.08% A

1.12%

1.12%

1.12%

1.12%

1.13% A

Net investment income (loss)

.80% J

.54%

.61%

.53%

.65%

.58% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 379,312

$ 319,708

$ 140,822

$ 47,824

$ 48,843

$ 12,351

Portfolio turnover rate

77% A

84%

99%

77%

98%

136%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F Investment income per share reflects a special dividend which amounted to $.04 per share. G For the period January 12, 2000 (commencement of sale of shares) to December 31, 2000. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount represents less than $.01 per share. J Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

Financial Highlights - Initial Class R

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002 F

Selected Per-Share Data

Net asset value, beginning of period

$ 17.49

$ 15.57

$ 10.98

$ 14.05

Income from Investment Operations

Net investment income (loss) E

.16

.12

.11

.06

Net realized and unrealized gain (loss)

(.45)

1.98

4.59

(3.13)

Total from investment operations

(.29)

2.10

4.70

(3.07)

Distributions from net investment income

(.12)

(.18)

(.11)

-

Distributions from net realized gain

(.09)

-

-

-

Total distributions

(.21)

(.18)

(.11)

-

Redemption fees added to paid in capital E, H

-

-

-

-

Net asset value, end of period

$ 16.99

$ 17.49

$ 15.57

$ 10.98

Total Return B, C, D

(1.67)%

13.59%

43.32%

(21.85)%

Ratios to Average Net AssetsG

Expenses before expense reductions

.89%A

.91%

.90%

.91%A

Expenses net of voluntary waivers, if any

.89%A

.91%

.90%

.91%A

Expenses net of all reductions

.83%A

.87%

.86%

.87%A

Net investment income (loss)

.92%I

.79%

.87%

.79%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 142,193

$ 132,064

$ 39,466

$ 15,649

Portfolio turnover rate

77%A

84%

99%

77%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

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

Semiannual Report

Financial Highlights - Service Class R

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002 F

Selected Per-Share Data

Net asset value, beginning of period

$ 17.43

$ 15.52

$ 10.94

$ 14.01

Income from Investment Operations

Net investment income (loss) E

.15

.11

.10

.05

Net realized and unrealized gain (loss)

(.45)

1.97

4.58

(3.12)

Total from investment operations

(.30)

2.08

4.68

(3.07)

Distributions from net investment income

(.10)

(.17)

(.10)

-

Distributions from net realized gain

(.09)

-

-

-

Total distributions

(.19)

(.17)

(.10)

-

Redemption fees added to paid in capital E, H

-

-

-

-

Net asset value, end of period

$ 16.94

$ 17.43

$ 15.52

$ 10.94

Total Return B, C, D

(1.73)%

13.50%

43.25%

(21.91)%

Ratios to Average Net Assets G

Expenses before expense reductions

.99% A

1.01%

1.00%

1.01% A

Expenses net of voluntary waivers, if any

.99% A

1.01%

1.00%

1.01% A

Expenses net of all reductions

.93% A

.96%

.96%

.97% A

Net investment income (loss)

.87% I

.70%

.77%

.69% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 90,180

$ 86,509

$ 56,141

$ 17,997

Portfolio turnover rate

77% A

84%

99%

77%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

Financial Highlights - Service Class 2R

Six months ended June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002 F

Selected Per-Share Data

Net asset value, beginning of period

$ 17.30

$ 15.42

$ 10.90

$ 13.96

Income from Investment Operations

Net investment income (loss) E

.13

.08

.08

.04

Net realized and unrealized gain (loss)

(.44)

1.96

4.55

(3.10)

Total from investment operations

(.31)

2.04

4.63

(3.06)

Distributions from net investment income

(.10)

(.16)

(.11)

-

Distributions from net realized gain

(.09)

-

-

-

Total distributions

(.19)

(.16)

(.11)

-

Redemption fees added to paid in capital E, H

-

-

-

-

Net asset value, end of period

$ 16.80

$ 17.30

$ 15.42

$ 10.90

Total Return B, C, D

(1.83)%

13.32%

43.00%

(21.92)%

Ratios to Average Net Assets G

Expenses before expense reductions

1.14% A

1.16%

1.15%

1.17% A

Expenses net of voluntary waivers, if any

1.14% A

1.16%

1.15%

1.17% A

Expenses net of all reductions

1.08% A

1.11%

1.11%

1.14% A

Net investment income (loss)

.80% I

.55%

.62%

.52% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 34,105

$ 27,562

$ 7,072

$ 1,616

Portfolio turnover rate

77% A

84%

99%

77%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. D Total returns would have been lower had certain expenses not been reduced during the periods shown. E Calculated based on average shares outstanding during the period. F For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Ratio has not been annualized because of the uneven rate at which the fund earns dividend income throughout the fiscal year.

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

Overseas Portfolio

Notes to Financial Statements

For the period ended June 30, 2005 (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 the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, Initial Class R shares, Service Class R shares, and Service Class 2R 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. On January 20, 2005, The Board of Trustees approved the creation of an Investor Class R, a new class of shares of the fund. These shares are expected to be available on or about July 21, 2005.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan) independent 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, and are marked-to-market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 428,604,755

Unrealized depreciation

(52,104,916)

Net unrealized appreciation (depreciation)

$ 376,499,839

Cost for federal income tax purposes

$ 1,955,775,701

Trading (Redemption) Fees. Initial Class R shares, Service Class R shares and Service Class 2 R shares held less than 60 days are subject to a redemption fee equal to 1% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $897,763,191 and $873,226,510, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .72% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' and Service Class R's average net assets and .25% of Service Class 2's and Service Class 2R's average net assets.

Overseas Portfolio

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 were re-allowed to insurance companies for the distribution of shares and providing shareholder support services:

Service Class

$ 154,034

Service Class 2

437,236

Service Class R

42,964

Service Class 2 R

38,184

$ 672,418

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 an asset-based fee with respect to each account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of shareholder reports, except proxy statements. Each class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of their month end net assets. For the period, the total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 475,790

Service Class

105,016

Service Class 2

121,323

Initial Class R

47,434

Service Class R

28,440

Service Class 2 R

10,250

$ 788,253

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

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Money Market Central Funds seek preservation of capital and current income. The Central Funds do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $567,426 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $803 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest Earned
(included in
interest income)

Interest Expense

Borrower

$ 4,002,000

2.71%

-

$ 604

5. Committed Line of Credit.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. 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 collat-eral. Cash collateral is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

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. The average daily loan balance during the period for which loans were outstanding amounted to $8,284,600. The weighted average interest rate was 2.98%. At period end, there were no bank borrowings outstanding.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $677,860 for the period. In addition, through arrangements with the fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the fund's custody expenses. During the period, these credits reduced the fund's expenses by $154.

9. Other.

The fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the fund. In the normal course of business, the fund may also enter into contracts that provide general indemnifications. The fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 13% of the total outstanding shares of the fund and two otherwise unaffiliated shareholders were the owners of record of 40% of the total outstanding shares of the fund.

Overseas Portfolio

Semiannual Report

Overseas Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPOVRSR-SANN-0805
1.774855.103

Fidelity® Variable Insurance Products:

Value Portfolio

Semiannual Report

June 30, 2005

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Value Portfolio

Fidelity Variable Insurance Products: Value Portfolio

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2005 to June 30, 2005).

Actual Expenses

The first line of the table below for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Hypothetical Example for Comparison Purposes

The second line of the table below for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Beginning
Account Value
January 1, 2005

Ending
Account Value
June 30, 2005

Expenses Paid
During Period
*
January 1, 2005
to June 30, 2005

Initial Class

Actual

$ 1,000.00

$ 987.90

$ 4.19

HypotheticalA

$ 1,000.00

$ 1,020.58

$ 4.26

Service Class

Actual

$ 1,000.00

$ 987.80

$ 4.83**

HypotheticalA

$ 1,000.00

$ 1,019.93

$ 4.91**

Service Class 2

Actual

$ 1,000.00

$ 986.90

$ 5.57**

HypotheticalA

$ 1,000.00

$ 1,019.19

$ 5.66**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Initial Class

.85%

Service Class

.98%**

Service Class 2

1.13%**

** If changes to voluntary expense limitations effective February 1, 2005 had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

Annualized Expense Ratio

Expenses Paid

Service Class

.95%

Actual

$ 4.68

HypotheticalA

$ 4.76

Service Class 2

1.10%

Actual

$ 5.42

HypotheticalA

$ 5.51

A 5% return per year before expenses

Semiannual Report

Fidelity Variable Insurance Products: Value Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Exxon Mobil Corp.

5.4

4.1

Wal-Mart Stores, Inc.

2.9

2.0

Citigroup, Inc.

2.5

1.0

News Corp. Class B

2.5

2.9

Bank of America Corp.

2.4

3.1

American International Group, Inc.

2.3

3.1

Wells Fargo & Co.

2.1

2.4

General Growth Properties, Inc.

2.0

2.1

The Coca-Cola Co.

2.0

0.5

Pfizer, Inc.

1.9

1.0

26.0

Top Five Market Sectors as of June 30, 2005

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

33.4

30.3

Information Technology

13.1

12.4

Consumer Discretionary

10.4

9.2

Energy

10.0

5.9

Consumer Staples

9.1

6.4

Asset Allocation (% of fund's net assets)

As of June 30, 2005 *

As of December 31, 2004 **

Stocks 97.6%

Stocks 99.7%

Short-Term
Investments and
Net Other Assets 2.4%

Short-Term
Investments and
Net Other Assets 0.3%

* Foreign investments

4.0%

** Foreign investments

2.4%



Value Portfolio

Fidelity Variable Insurance Products: Value Portfolio

Investments June 30, 2005 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 10.4%

Auto Components - 0.3%

Dana Corp.

1,100

$ 16,511

Lear Corp.

200

7,276

23,787

Automobiles - 0.6%

Monaco Coach Corp.

500

8,595

Thor Industries, Inc.

300

9,429

Winnebago Industries, Inc.

700

22,925

40,949

Household Durables - 0.2%

Tempur-Pedic International, Inc. (a)

600

13,308

Media - 7.1%

Comcast Corp. Class A (special) (a)

900

26,955

E.W. Scripps Co. Class A

300

14,640

Gannett Co., Inc.

1,000

71,130

News Corp. Class B

10,990

185,291

Omnicom Group, Inc.

110

8,785

The New York Times Co. Class A

3,300

102,795

Time Warner, Inc. (a)

4,300

71,853

Univision Communications, Inc.
Class A (a)

500

13,775

Walt Disney Co.

800

20,144

XM Satellite Radio Holdings, Inc.
Class A (a)

430

14,474

529,842

Multiline Retail - 2.0%

Dollar General Corp.

700

14,252

Federated Department Stores, Inc.

700

51,296

JCPenney Co., Inc.

1,180

62,044

Kohl's Corp. (a)

400

22,364

149,956

Specialty Retail - 0.2%

Home Depot, Inc.

400

15,560

TOTAL CONSUMER DISCRETIONARY

773,402

CONSUMER STAPLES - 9.1%

Beverages - 2.4%

Anheuser-Busch Companies, Inc.

100

4,575

Coca-Cola Enterprises, Inc.

500

11,005

Diageo PLC sponsored ADR

300

17,790

The Coca-Cola Co.

3,550

148,213

181,583

Food & Staples Retailing - 3.8%

CVS Corp.

2,200

63,954

Wal-Mart Stores, Inc.

4,570

220,274

284,228

Shares

Value (Note 1)

Food Products - 0.6%

Campbell Soup Co.

900

$ 27,693

The J.M. Smucker Co.

300

14,082

41,775

Household Products - 1.2%

Colgate-Palmolive Co.

100

4,991

Procter & Gamble Co.

1,590

83,873

88,864

Tobacco - 1.1%

Altria Group, Inc.

1,270

82,118

TOTAL CONSUMER STAPLES

678,568

ENERGY - 10.0%

Energy Equipment & Services - 2.8%

Baker Hughes, Inc.

100

5,116

Halliburton Co.

2,000

95,640

Schlumberger Ltd. (NY Shares)

1,400

106,316

207,072

Oil, Gas & Consumable Fuels - 7.2%

BP PLC sponsored ADR

780

48,656

El Paso Corp.

2,700

31,104

Exxon Mobil Corp.

7,040

404,584

Total SA sponsored ADR

400

46,740

Ultra Petroleum Corp. (a)

400

12,144

543,228

TOTAL ENERGY

750,300

FINANCIALS - 33.4%

Capital Markets - 4.5%

American Capital Strategies Ltd.

1,000

36,110

Goldman Sachs Group, Inc.

200

20,404

Janus Capital Group, Inc.

2,400

36,096

Legg Mason, Inc.

200

20,822

Lehman Brothers Holdings, Inc.

300

29,784

Mellon Financial Corp.

800

22,952

Merrill Lynch & Co., Inc.

1,100

60,511

Northern Trust Corp.

1,600

72,944

Nuveen Investments, Inc. Class A

700

26,334

State Street Corp.

210

10,133

336,090

Commercial Banks - 8.7%

Bank of America Corp.

4,020

183,352

Bank of Hawaii Corp.

100

5,075

BB&T Corp.

100

3,997

Cathay General Bancorp

900

30,339

East West Bancorp, Inc.

1,300

43,667

Marshall & Ilsley Corp.

100

4,445

North Fork Bancorp, Inc., New York

1,400

39,326

SunTrust Banks, Inc.

300

21,672

Synovus Financial Corp.

100

2,867

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Commercial Banks - continued

U.S. Bancorp, Delaware

1,100

$ 32,120

UCBH Holdings, Inc.

1,500

24,360

UnionBanCal Corp.

200

13,384

Wachovia Corp.

1,830

90,768

Wells Fargo & Co.

2,520

155,182

650,554

Consumer Finance - 2.8%

American Express Co.

1,150

61,215

SLM Corp.

2,830

143,764

204,979

Diversified Financial Services - 4.4%

Citigroup, Inc.

4,060

187,694

JPMorgan Chase & Co.

3,958

139,797

327,491

Insurance - 4.7%

Allstate Corp.

600

35,850

American International Group, Inc.

2,940

170,814

Genworth Financial, Inc. Class A (non-vtg.)

900

27,207

Hartford Financial Services Group, Inc.

880

65,806

MetLife, Inc. unit

1,260

33,037

Prudential Financial, Inc.

300

19,698

352,412

Real Estate - 5.7%

CenterPoint Properties Trust (SBI)

300

12,690

Derwent Valley Holdings PLC

700

14,925

Education Realty Trust, Inc.

500

9,150

Equity Lifestyle Properties, Inc.

2,200

87,472

Equity Office Properties Trust

2,600

86,060

General Growth Properties, Inc.

3,623

148,869

Highwoods Properties, Inc. (SBI)

700

20,832

ProLogis

800

32,192

St. Modwen Properties PLC

2,000

15,857

428,047

Thrifts & Mortgage Finance - 2.6%

Countrywide Financial Corp.

300

11,583

Fannie Mae

1,000

58,400

FirstFed Financial Corp., Delaware (a)

200

11,922

Freddie Mac

400

26,092

Golden West Financial Corp., Delaware

900

57,942

Hudson City Bancorp, Inc.

2,600

29,666

195,605

TOTAL FINANCIALS

2,495,178

Shares

Value (Note 1)

HEALTH CARE - 7.5%

Biotechnology - 0.7%

Amgen, Inc. (a)

500

$ 30,230

Amylin Pharmaceuticals, Inc. (a)

1,200

25,116

55,346

Health Care Equipment & Supplies - 1.1%

Hospira, Inc. (a)

1,100

42,900

Medtronic, Inc.

300

15,537

Varian, Inc. (a)

600

22,674

81,111

Health Care Providers & Services - 0.9%

Aetna, Inc.

200

16,564

Health Net, Inc. (a)

800

30,528

UnitedHealth Group, Inc.

360

18,770

65,862

Pharmaceuticals - 4.8%

Abbott Laboratories

1,060

51,951

Merck & Co., Inc.

880

27,104

Mylan Laboratories, Inc.

900

17,316

Pfizer, Inc.

5,290

145,898

Roche Holding AG sponsored ADR

700

44,163

Schering-Plough Corp.

700

13,342

Wyeth

1,300

57,850

357,624

TOTAL HEALTH CARE

559,943

INDUSTRIALS - 5.4%

Aerospace & Defense - 1.1%

Hexcel Corp. (a)

1,400

23,688

Honeywell International, Inc.

800

29,304

Lockheed Martin Corp.

60

3,892

Northrop Grumman Corp.

160

8,840

Precision Castparts Corp.

220

17,138

82,862

Commercial Services & Supplies - 0.3%

Waste Management, Inc.

700

19,838

Electrical Equipment - 0.1%

American Power Conversion Corp.

400

9,436

Industrial Conglomerates - 1.7%

General Electric Co.

3,620

125,433

Machinery - 0.9%

Caterpillar, Inc.

300

28,593

Danaher Corp.

600

31,404

Dover Corp.

310

11,278

71,275

Road & Rail - 1.3%

Burlington Northern Santa Fe Corp.

600

28,248

Kansas City Southern (a)

400

8,072

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Road & Rail - continued

Laidlaw International, Inc. (a)

1,300

$ 31,330

Norfolk Southern Corp.

910

28,174

95,824

TOTAL INDUSTRIALS

404,668

INFORMATION TECHNOLOGY - 13.1%

Communications Equipment - 0.8%

Cisco Systems, Inc. (a)

1,800

34,398

Corning, Inc. (a)

600

9,972

Motorola, Inc.

700

12,782

57,152

Computers & Peripherals - 0.3%

Apple Computer, Inc. (a)

300

11,043

NCR Corp. (a)

400

14,048

25,091

Electronic Equipment & Instruments - 0.5%

Arrow Electronics, Inc. (a)

800

21,728

Avnet, Inc. (a)

700

15,771

37,499

Internet Software & Services - 0.4%

aQuantive, Inc. (a)

400

7,088

Digital River, Inc. (a)

300

9,525

Yahoo!, Inc. (a)

300

10,395

27,008

Semiconductors & Semiconductor Equipment - 9.3%

Analog Devices, Inc.

1,630

60,815

Applied Materials, Inc.

3,020

48,864

Cirrus Logic, Inc. (a)

2,500

13,275

FormFactor, Inc. (a)

1,800

47,556

Freescale Semiconductor, Inc. Class B

1,600

33,888

Intel Corp.

4,930

128,476

KLA-Tencor Corp.

1,780

77,786

Lam Research Corp. (a)

2,600

75,244

Mattson Technology, Inc. (a)

600

4,296

MKS Instruments, Inc. (a)

2,400

40,536

National Semiconductor Corp.

5,600

123,368

Novellus Systems, Inc. (a)

300

7,413

Varian Semiconductor Equipment Associates, Inc. (a)

1,000

37,000

698,517

Software - 1.8%

Microsoft Corp.

5,490

136,372

TOTAL INFORMATION TECHNOLOGY

981,639

Shares

Value (Note 1)

MATERIALS - 3.3%

Chemicals - 3.3%

Eastman Chemical Co.

1,316

$ 72,577

FMC Corp. (a)

1,740

97,684

H.B. Fuller Co.

500

17,030

Lubrizol Corp.

900

37,809

Praxair, Inc.

500

23,300

248,400

TELECOMMUNICATION SERVICES - 3.1%

Diversified Telecommunication Services - 3.1%

ALLTEL Corp.

1,100

68,508

BellSouth Corp.

2,900

77,053

NeuStar, Inc. Class A

100

2,560

SBC Communications, Inc.

700

16,625

Sprint Corp.

720

18,065

Verizon Communications, Inc.

1,510

52,171

234,982

UTILITIES - 2.3%

Electric Utilities - 1.5%

Edison International

1,000

40,550

Entergy Corp.

370

27,954

Exelon Corp.

800

41,064

TECO Energy, Inc.

100

1,891

111,459

Gas Utilities - 0.1%

AGL Resources, Inc.

200

7,730

Independent Power Producers & Energy Traders - 0.3%

AES Corp. (a)

300

4,914

Constellation Energy Group, Inc.

300

17,307

22,221

Multi-Utilities - 0.4%

CMS Energy Corp. (a)

1,000

15,060

Dominion Resources, Inc.

200

14,678

29,738

TOTAL UTILITIES

171,148

TOTAL COMMON STOCKS

(Cost $6,820,602)

7,298,228

Money Market Funds - 5.3%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 3.21% (b)
(Cost $396,788)

396,788

$ 396,788

TOTAL INVESTMENT PORTFOLIO - 102.9%

(Cost $7,217,390)

7,695,016

NET OTHER ASSETS - (2.9)%

(218,701)

NET ASSETS - 100%

$ 7,476,315

Legend

(a) Non-income producing

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

Income Tax Information

At December 31, 2004, the fund had a capital loss carryforward of approximately $99,823 all of which will expire on December 31, 2010.

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, 2005 (Unaudited)

Assets

Investment in securities, at value (cost $7,217,390) - See accompanying schedule

$ 7,695,016

Receivable for investments sold

85,733

Receivable for fund shares sold

17,979

Dividends receivable

8,903

Interest receivable

505

Prepaid expenses

10

Receivable from investment adviser for expense reductions

7,361

Other receivables

1,937

Total assets

7,817,444

Liabilities

Payable for investments purchased

$ 315,564

Payable for fund shares redeemed

27

Accrued management fee

3,442

Distribution fees payable

1,033

Other affiliated payables

656

Other payables and accrued
expenses

20,407

Total liabilities

341,129

Net Assets

$ 7,476,315

Net Assets consist of:

Paid in capital

$ 6,912,540

Undistributed net investment income

29,015

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

57,134

Net unrealized appreciation (depreciation) on investments

477,626

Net Assets

$ 7,476,315

Initial Class:
Net Asset Value
, offering price and redemption price per share ($1,600,919 ÷ 135,393 shares)

$ 11.82

Service Class:
Net Asset Value
, offering price and redemption price per share ($1,278,185 ÷ 108,475 shares)

$ 11.78

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($4,597,211 ÷ 392,439 shares)

$ 11.71

Statement of Operations

Six months ended June 30, 2005 (Unaudited)

Investment Income

Dividends

$ 59,030

Interest

2,805

Total income

61,835

Expenses

Management fee

$ 17,577

Transfer agent fees

2,975

Distribution fees

5,663

Accounting fees and expenses

1,267

Independent trustees' compensation

13

Custodian fees and expenses

8,374

Audit

27,661

Legal

14

Miscellaneous

150

Total expenses before reductions

63,694

Expense reductions

(32,959)

30,735

Net investment income (loss)

31,100

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

164,618

Foreign currency transactions

112

Total net realized gain (loss)

164,730

Change in net unrealized appreciation (depreciation) on investment securities

(249,270)

Net gain (loss)

(84,540)

Net increase (decrease) in net assets resulting from operations

$ (53,440)

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

Six months ended
June 30, 2005
(Unaudited)

Year ended
December 31,
2004

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 31,100

$ 49,447

Net realized gain (loss)

164,730

202,057

Change in net unrealized appreciation (depreciation)

(249,270)

237,141

Net increase (decrease) in net assets resulting from operations

(53,440)

488,645

Distributions to shareholders from net investment income

(2,356)

(49,290)

Share transactions - net increase (decrease)

2,149,372

694,703

Total increase (decrease) in net assets

2,093,576

1,134,058

Net Assets

Beginning of period

5,382,739

4,248,681

End of period (including undistributed net investment income of $29,015 and undistributed net investment income of $271, respectively)

$ 7,476,315

$ 5,382,739

Other Information:

Share Transactions

Six months ended June 30, 2005

Initial Class

Service Class

Service Class 2

Shares

Sold

88,715

13,207

140,827

Reinvested

22

43

134

Redeemed

(2,050)

(7,456)

(49,620)

Net increase (decrease)

86,687

5,794

91,341

Dollars

Sold

$ 1,028,388

$ 156,843

$ 1,651,379

Reinvested

262

509

1,585

Redeemed

(24,218)

(87,167)

(578,209)

Net increase (decrease)

$ 1,004,432

$ 70,185

$ 1,074,755

Share Transactions

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

Shares

Sold

13,249

34,898

176,363

Reinvested

445

942

2,765

Redeemed

(2,986)

(22,818)

(143,324)

Net increase (decrease)

10,708

13,022

35,804

Dollars

Sold

$ 151,909

$ 382,903

$ 1,937,902

Reinvested

5,308

11,214

32,768

Redeemed

(32,863)

(246,439)

(1,547,999)

Net increase (decrease)

$ 124,354

$ 147,678

$ 422,671

Distributions

Six months ended June 30, 2005

Initial Class

Service Class

Service Class 2

From net investment income

$ 262

$ 509

$ 1,585

Year ended December 31, 2004

Initial Class

Service Class

Service Class 2

From net investment income

$ 5,308

$ 11,214

$ 32,768

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

Value Portfolio

Financial Highlights - Initial Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.97

$ 10.86

$ 8.12

$ 9.64

$ 10.00

Income from Investment Operations

Net investment income (loss)E

.07

.14F

.05

.03

.03

Net realized and unrealized gain (loss)

(.21)

1.08

2.72

(1.54)

(.37)

Total from investment operations

(.14)

1.22

2.77

(1.51)

(.34)

Distributions from net investment income

(.01)

(.11)

(.03)

(.01)

(.02)

Net asset value, end of period

$ 11.82

$ 11.97

$ 10.86

$ 8.12

$ 9.64

Total ReturnB,C,D

(1.21)%

11.24%

34.16%

(15.66)%

(3.40)%

Ratios to Average Net AssetsH

Expenses before expense reductions

1.90%A

2.65%

4.32%

3.60%

7.11%A

Expenses net of voluntary waivers, if any

.85%A

1.00%

1.28%

1.50%

1.50%A

Expenses net of all reductions

.79%A

.95%

1.22%

1.45%

1.46%A

Net investment income (loss)

1.22%A

1.26%

.57%

.31%

.50%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,601

$ 583

$ 413

$ 261

$ 290

Portfolio turnover rate

183%A

155%

164%

192%

115%A

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Investment income per share reflects a special dividend which amounted to $.03 per share.

G For the period May 9, 2001 (commencement of operations) to December 31, 2001.

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

Financial Highlights - Service Class

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.93

$ 10.84

$ 8.12

$ 9.64

$ 10.00

Income from Investment Operations

Net investment income (loss)E

.06

.13F

.05

.02

.02

Net realized and unrealized gain (loss)

(.20)

1.07

2.70

(1.53)

(.37)

Total from investment operations

(.14)

1.20

2.75

(1.51)

(.35)

Distributions from net investment income

(.01)

(.11)

(.03)

(.01)

(.01)

Net asset value, end of period

$ 11.78

$ 11.93

$ 10.84

$ 8.12

$ 9.64

Total ReturnB,C,D

(1.22)%

11.07%

33.91%

(15.66)%

(3.50)%

Ratios to Average Net AssetsH

Expenses before expense reductions

1.96%A

2.75%

4.35%

3.64%

7.23%A

Expenses net of voluntary waivers, if any

.98%A

1.10%

1.35%

1.60%

1.60%A

Expenses net of all reductions

.92%A

1.04%

1.29%

1.55%

1.56%A

Net investment income (loss)

1.09%A

1.17%

.50%

.21%

.40%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,278

$ 1,225

$ 972

$ 803

$ 910

Portfolio turnover rate

183%A

155%

164%

192%

115%A

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Investment income per share reflects a special dividend which amounted to $.03 per share.

G For the period May 9, 2001 (commencement of operations) to December 31, 2001.

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

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

Semiannual Report

Financial Highlights - Service Class 2

Six months ended
June 30, 2005

Years ended December 31,

(Unaudited)

2004

2003

2002

2001G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.87

$ 10.80

$ 8.10

$ 9.64

$ 10.00

Income from Investment Operations

Net investment income (loss)E

.05

.11F

.03

.01

.01

Net realized and unrealized gain (loss)

(.20)

1.07

2.70

(1.54)

(.36)

Total from investment operations

(.15)

1.18

2.73

(1.53)

(.35)

Distributions from net investment income

(.01)

(.11)

(.03)

(.01)

(.01)

Net asset value, end of period

$ 11.71

$ 11.87

$ 10.80

$ 8.10

$ 9.64

Total ReturnB,C,D

(1.31)%

10.93%

33.75%

(15.87) %

(3.50)%

Ratios to Average Net AssetsH

Expenses before expense reductions

2.13%A

2.93%

4.50%

3.78%

7.38%A

Expenses net of voluntary waivers, if any

1.13%A

1.25%

1.51%

1.75%

1.75%A

Expenses net of all reductions

1.07%A

1.20%

1.45%

1.70%

1.70%A

Net investment income (loss)

.94%A

1.01%

.34%

.06%

.25%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,597

$ 3,575

$ 2,865

$ 1,698

$ 1,750

Portfolio turnover rate

183%A

155%

164%

192%

115%A

A Annualized

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

C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.

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

E Calculated based on average shares outstanding during the period.

F Investment income per share reflects a special dividend which amounted to $.03 per share.

G For the period May 9, 2001 (commencement of operations) to December 31, 2001.

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

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

Value Portfolio

Notes to Financial Statements

For the period ended June 30, 2005 (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 the following 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. On January 20, 2005, The Board of Trustees approved the creation of an Investor Class, a new class of shares of the fund. These shares are expected to be available on or about July 21, 2005.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, market discount, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 560,869

Unrealized depreciation

(100,567)

Net unrealized appreciation (depreciation)

$ 460,302

Cost for federal income tax purposes

$ 7,234,714

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $7,509,140 and $5,492,791, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the fund's average net assets and a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .57% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the fund has adopted separate 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service 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.

For the period, each class paid FDC the following amounts, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services:

Service Class

$ 612

Service Class 2

5,051

$ 5,663

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 an asset-based fee with respect to each account. FIIOC pays a portion of the expenses related to the typesetting, printing and mailing of shareholder reports, except proxy statements. Each class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of their month end net assets. For the period, the total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 518

Service Class

471

Service Class 2

1,986

$ 2,975

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

Value Portfolio

4. Fees and Other Transactions with Affiliates - continued

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Money Market Central Funds seek preservation of capital and current income. The Central Funds do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $2,767 for the period.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $309 for the period.

5. Committed Line of Credit.

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

6. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual 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

1.00% - .85%*

$ 4,670

Service Class

1.10% - .95%*

6,016

Service Class 2

1.25% - 1.10%*

20,314

$ 31,000

* Expense limitation in effect at period end.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $1,959 for the period.

7. Other.

The fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the fund. In the normal course of business, the fund may also enter into contracts that provide general indemnifications. The fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 16% of the total outstanding shares of the fund and two otherwise unaffiliated shareholders were the owners of record of 66% of the total outstanding shares of the fund.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research (Far East) Inc.

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

VIPVAL-SANN-0805
1.761034.104

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

Not applicable.

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

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

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

Item 11. Controls and Procedures

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

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

Item 12. Exhibits

(a)

(1)

Not applicable.

(a)

(2)

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

(a)

(3)

Not applicable.

(b)

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

SIGNATURES

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

Variable Insurance Products Fund

By:

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

August 19, 2005

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

August 19, 2005

By:

/s/Timothy F. Hayes

Timothy F. Hayes

Chief Financial Officer

Date:

August 19, 2005