N-CSR 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 811-3785

Fidelity Advisor Series I
(Exact name of registrant as specified in charter)

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

October 31

 

 

Date of reporting period:

October 31, 2009

Item 1. Reports to Stockholders

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor
Floating Rate High Income
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

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 financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Life of
class
A

Class A (incl. 2.75% sales charge)

17.00%

2.95%

3.52%

Class T (incl. 2.75% sales charge)

16.89%

2.94%

3.46%

Class B (incl. contingent deferred sales charge) B

16.24%

2.74%

3.39%

Class C (incl. contingent deferred sales charge) C

18.43%

2.83%

3.15%

A From August 16, 2000.

B Class B shares' contingent deferred sales charges included in the past one year, past five years, and life of fund total return figures are 3.5%, 1.5%, and 0%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year, past five years, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund*

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Floating Rate High Income Fund - Class A on August 31, 2000, and the current 2.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's® (S&P®)/Loan Syndications and Trading Association Leveraged Performing Loan Index performed over the same period.


fid101

* From August 31, 2000 (first date following the fund's commencement for which the life of fund return for the S&P/LSTA Leveraged Performing Loan Index is available).

Annual Report

Management's Discussion of Fund Performance

Market Recap: The Standard & Poor's® (S&P®)/LSTA Leveraged Performing Loan Index returned 31.61% for the year ending October 31, 2009, a staggering 25.54% of which was from capital appreciation. The fourth quarter of 2008 was the worst three-month period on record for the loan market, driven by rising defaults, a dismal economic backdrop, scarce liquidity and weak demand. We began 2009 with yields and prices at levels never seen in the history of the loan market: The S&P/LSTA index ended 2008 with an average price of 62% of par, a nominal spread of LIBOR (London Interbank Offered Rate) + 2.67% and an implied discounted spread of LIBOR + 23.6%. The loan-market rally was driven predominantly by technical factors and an improving outlook for the U.S. economy. As the market's fears were calmed, demand increased due to repayments, corporate buybacks and increased investments from traditional and non-traditional investors alike. Supply shrank as the trickle of new issuance could not keep pace with the rate of repayments and bond-for-loan takeouts. Liquidity returned to the markets later in the period, allowing companies to avoid bankruptcy by refinancing existing debt. Accordingly, while defaults rose steadily, reaching a record 10.7% as of the end of October 2009, the extreme defaults that many market participants expected this year were avoided.

Comments from Christine McConnell, Portfolio Manager of Fidelity® Advisor Floating Rate High Income Fund: For the year, the fund's Class A, Class T, Class B and Class C shares rose 20.31%, 20.20%, 19.74%, and 19.43%, respectively (excluding sales charges), trailing the S&P/LSTA index. Major detractors from relative performance included security selection within the telecommunications and cable/satellite TV sectors, particularly an early-period underweighting in Alltel and second-half overweightings in Cablevision, Charter Communications and Intelsat. Security selection in health care also dampened results, led by stakes in Community Health Systems and HCA Healthcare. A sizable average cash position held during the period hurt as well. Limited supply in the loan market made it difficult to put new money to work quickly. The fund's bias toward higher credit quality helped in the first half of the period but detracted in the second half as lower-quality issues outperformed. Contributing to performance was security selection and an underweighting in publishing, including not owning weak-performing index component Tribune Co., and a strong out-of-benchmark pick in waste hauler Allied Waste, which merged with Republic Services. Underweighting independent power producer TXU also aided results, as did an overweighting in auto-parts maker Visteon. Some of the contributors and detractors mentioned were sold before period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

 



Annualized
Expense Ratio


Beginning
Account Value
May 1, 2009


Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to
October 31, 2009

Class A

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.40

$ 5.44

Hypothetical A

 

$ 1,000.00

$ 1,020.01

$ 5.24

Class T

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.50

$ 5.44

Hypothetical A

 

$ 1,000.00

$ 1,020.01

$ 5.24

Class B

1.55%

 

 

 

Actual

 

$ 1,000.00

$ 1,093.70

$ 8.18

Hypothetical A

 

$ 1,000.00

$ 1,017.39

$ 7.88

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 1,092.40

$ 9.28

Hypothetical A

 

$ 1,000.00

$ 1,016.33

$ 8.94

Fidelity Floating Rate High Income Fund

.74%

 

 

 

Actual

 

$ 1,000.00

$ 1,098.10

$ 3.91

Hypothetical A

 

$ 1,000.00

$ 1,021.48

$ 3.77

Institutional Class

.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,098.10

$ 4.07

Hypothetical A

 

$ 1,000.00

$ 1,021.32

$ 3.92

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Five Holdings as of October 31, 2009

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

HCA, Inc.

3.3

3.5

Charter Communications Operating LLC

2.7

2.8

Community Health Systems, Inc.

2.6

2.7

CSC Holdings, Inc.

2.4

2.6

Qwest Corp.

2.2

2.0

 

13.2

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Healthcare

13.9

13.6

Telecommunications

9.9

9.9

Electric Utilities

9.0

8.3

Cable TV

8.7

9.1

Chemicals

5.0

4.9

Quality Diversification (% of fund's net assets)

As of October 31, 2009

As of April 30, 2009

fid103

AAA,AA,A 0.0%

 

fid103

AAA,AA,A 0.1%

 

fid106

BBB 8.3%

 

fid106

BBB 6.3%

 

fid109

BB 44.2%

 

fid109

BB 48.9%

 

fid112

B 26.5%

 

fid112

B 16.9%

 

fid115

CCC,CC,C 5.0%

 

fid115

CCC,CC,C 3.3%

 

fid118

D 1.1%

 

fid118

D 3.0%

 

fid121

Not Rated 7.8%

 

fid121

Not Rated 6.5%

 

fid124

Equities 0.0%

 

fid124

Equities 0.0%

 

fid127

Short-Term
Investments and
Net Other Assets 7.1%

 

fid127

Short-Term
Investments and
Net Other Assets 15.0%

 

fid130

We have used ratings from Moody's® Investors Service, Inc. Where Moody's ratings are not available, we have used S&P ratings. All ratings are as of the report date and do not reflect subsequent downgrades.

Asset Allocation (% of fund's net assets)

As of October 31, 2009*

As of April 30, 2009**

fid103

Floating Rate Loans 76.5%

 

fid103

Floating Rate Loans 77.7%

 

fid115

Nonconvertible
Bonds 16.4%

 

fid115

Nonconvertible
Bonds 7.3%

 

fid127

Short-Term
Investments and
Net Other Assets 7.1%

 

fid127

Short-Term
Investments and
Net Other Assets 15.0%

 

* Foreign investments

5.8%

 

** Foreign investments

3.3%

 

fid138

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Floating Rate Loans (g) - 76.5%

 

Principal Amount (000s)

Value (000s)

Aerospace - 1.2%

BE Aerospace, Inc. Tranche B, term loan 5% 7/28/14 (e)

$ 3,950

$ 3,930

Hexcel Corp. Tranche B, term loan 6.5% 5/21/14 (e)

7,500

7,575

Mid-Western Aircraft Systems, Inc. Tranche B, term loan 2.0344% 9/30/13 (e)

16,569

15,907

Sequa Corp. term loan 3.881% 12/3/14 (e)

2,000

1,740

TransDigm, Inc. term loan 2.2894% 6/23/13 (e)

14,340

13,766

Wesco Aircraft Hardware Corp. Tranche 1LN, term loan 2.5% 9/29/13 (e)

4,576

4,347

 

47,265

Air Transportation - 0.1%

Delta Air Lines, Inc. Tranche 1LN, term loan 8.75% 9/27/13 (e)

3,815

3,820

Automotive - 3.5%

Federal-Mogul Corp.:

Tranche B, term loan 2.1875% 12/27/14 (e)

22,390

17,184

Tranche C, term loan 2.1875% 12/27/15 (e)

11,423

8,710

Ford Motor Co. term loan 3.2875% 12/15/13 (e)

43,649

38,956

Lear Corp. term loan 7.5% 10/25/14 (e)

4,455

4,477

Oshkosh Co. Tranche B, term loan 6.3163% 12/6/13 (e)

3,215

3,199

Rexnord Corp. Tranche B, term loan 2.7862% 7/19/13 (e)

1,989

1,909

Tenneco, Inc. Credit-Linked Deposit 5.7456% 3/16/14 (e)

8,000

7,520

The Goodyear Tire & Rubber Co. Tranche 2LN, term loan 2.34% 4/30/14 (e)

39,500

35,155

TRW Automotive Holdings Corp. Tranche B1, term loan 6.25% 2/9/14 (e)

8,844

8,844

Visteon Corp. term loan 4.426% 6/13/13 (b)(e)

10,000

8,550

 

134,504

Broadcasting - 2.9%

Citadel Broadcasting Corp.:

Tranche A, term loan 6/12/13 

2,000

1,380

Tranche B, term loan 2.04% 6/12/14 (e)

7,000

4,690

Entravision Communication Corp. term loan 5.54% 3/29/13 (e)

593

551

FoxCo Acquisition LLC Tranche B, term loan 7.5% 7/14/15 (e)

1,787

1,617

Nexstar Broadcasting, Inc. Tranche B, term loan 5.0017% 10/1/12 (e)

19,378

17,052

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Broadcasting - continued

Paxson Communications Corp. term loan 4.3444% 1/15/12 (b)(e)

$ 4,000

$ 920

Raycom Media, Inc. Tranche B, term loan 1.75% 6/25/14 (e)

6,430

5,208

Sinclair Broadcast Group, Inc. Tranche B, term loan 6.75% 10/23/15 (e)

6,000

6,030

Univision Communications, Inc. Tranche 1LN, term loan 2.5325% 9/29/14 (e)

67,005

53,604

VNU, Inc. term loan 2.2444% 8/9/13 (e)

22,138

20,312

 

111,364

Cable TV - 8.0%

Cequel Communications LLC Tranche 1LN, term loan 2.2445% 11/5/13 (e)

9,934

9,412

Charter Communications Operating LLC:

term loan 9.25% 3/6/14 (e)

7,902

8,001

Tranche B 1LN, term loan 6.25% 3/6/14 (e)

107,560

98,149

CSC Holdings, Inc. Tranche B, term loan 2.0494% 3/31/13 (e)

84,925

80,891

DIRECTV Holdings LLC:

Tranche B, term loan 1.7429% 4/13/13 (e)

37,168

36,238

Tranche C, term loan 5.25% 4/13/13 (e)

9,396

9,373

Discovery Communications, Inc.:

term loan 2.2825% 5/14/14 (e)

24,550

23,691

Tranche C, term loan 5.25% 5/14/14 (e)

11,940

12,089

Insight Midwest Holdings LLC Tranche B, term loan 2.29% 4/6/14 (e)

6,750

6,413

Mediacom LLC Tranche D, term loan 5.5% 3/31/17 (e)

3,000

2,985

San Juan Cable, Inc. Tranche 1LN, term loan 2.04% 10/31/12 (e)

4,682

4,355

UPC Broadband Holding BV:

Tranche N1, term loan 1.9963% 12/31/14 (e)

15,008

13,957

Tranche T, term loan 3.7463% 12/31/16 (e)

3,000

2,873

 

308,427

Capital Goods - 3.0%

Amsted Industries, Inc.:

term loan 2.2895% 4/5/13 (e)

4,665

4,198

Tranche DD, term loan 2.3977% 4/5/13 (e)

3,027

2,724

Ashtead Group PLC term loan 2.0625% 8/31/11 (e)

2,688

2,560

Baldor Electric Co. term loan 5.25% 1/31/14 (e)

5,792

5,785

Bucyrus International, Inc. Tranche B, term loan 1.8677% 5/4/14 (e)

12,092

11,729

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Capital Goods - continued

Chart Industries, Inc. Tranche B, term loan 2.25% 10/17/12 (e)

$ 2,806

$ 2,764

Dresser, Inc. Tranche B 1LN, term loan 2.6794% 5/4/14 (e)

29,319

27,193

EnergySolutions, Inc.:

Credit-Linked Deposit 4% 6/7/13 (e)

317

296

term loan 4.05% 6/7/13 (e)

6,580

6,547

Flowserve Corp. term loan 1.8125% 8/10/12 (e)

33,006

32,016

Polypore, Inc. Tranche B, term loan 2.46% 7/3/14 (e)

3,910

3,617

Rexnord Corp. Tranche B A0, term loan 2.5% 7/19/13 (e)

2,893

2,748

Sensus Metering Systems, Inc. Tranche B term loan 2.2841% 12/17/10 (e)

4,487

4,341

Terex Corp. term loan 4.3475% 7/14/13 (e)

10,225

10,020

 

116,538

Chemicals - 4.6%

Ashland, Inc. Tranche B, term loan 7.65% 5/13/14 (e)

5,198

5,250

Celanese Holding LLC:

Revolving Credit-Linked Deposit 1.9956% 4/2/13 (e)

5,526

4,974

term loan 2.0369% 4/2/14 (e)

39,130

36,293

Ferro Corp. Tranche B, term loan 6.2837% 6/6/12 (e)

2,000

1,900

Gentek Holding LLC Tranche B, term loan 7% 10/29/14 (e)

4,000

3,980

Georgia Gulf Corp. term loan 10% 10/3/13 (e)

14,386

14,314

Huntsman International LLC Tranche B, term loan 1.9938% 4/19/14 (e)

19,320

17,436

INEOS US Finance:

Tranche B, term loan 7.501% 12/16/13 (e)

3,546

3,050

Tranche C, term loan 8.001% 12/16/14 (e)

3,546

3,050

Lyondell Chemical Co. term loan 8.6678% 12/15/09 (e)(h)

30,585

31,809

MacDermid, Inc. Tranche B, term loan 2.2429% 4/12/14 (e)

2,057

1,759

Momentive Performance Materials, Inc. Tranche B1, term loan 2.5% 12/4/13 (e)

12,675

10,521

Nalco Co.:

term loan 5.75% 5/6/16 (e)

19,925

20,274

Tranche B, term loan 2.0625% 11/4/10 (e)

6,461

6,428

Rockwood Specialties Group, Inc. Tranche H, term loan 6% 5/15/14 (e)

8,970

9,060

Solutia, Inc. term loan 7.25% 2/28/14 (e)

5,884

5,973

 

176,071

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Consumer Products - 0.4%

Jarden Corp.:

Tranche B1, term loan 2.0325% 1/24/12 (e)

$ 1,646

$ 1,584

Tranche B4, term loan 3.5325% 1/26/15 (e)

1,874

1,855

Jostens IH Corp. Tranche C, term loan 2.6369% 12/21/11 (e)

1,366

1,344

Revlon Consumer Products Corp. term loan 4.2945% 1/15/12 (e)

7,000

6,773

Spectrum Brands, Inc.:

Credit-Linked Deposit 4.65% 6/30/12 (e)

98

95

Tranche B1, term loan 8.0001% 6/30/12 (e)

1,899

1,851

Weight Watchers International, Inc. Tranche B, term loan 1.7858% 1/26/14 (e)

1,886

1,792

 

15,294

Containers - 1.8%

Anchor Glass Container Corp. term loan 6.75% 6/20/14 (e)

13,036

13,036

Berry Plastics Holding Corp. Tranche C, term loan 2.2997% 4/3/15 (e)

4,977

4,268

BWAY Corp. Tranche B, term loan 2.5291% 7/17/13 (e)

1,908

1,784

Crown Holdings, Inc.:

term loan B 1.995% 11/15/12 (e)

15,035

14,584

Tranche B, term loan 1.995% 11/15/12 (e)

9,501

9,216

Owens-Brockway Glass Container, Inc. Tranche B, term loan 1.7444% 6/14/13 (e)

26,122

25,469

 

68,357

Diversified Financial Services - 0.9%

Ameritrade Holding Corp. Tranche B, term loan 1.75% 1/23/13 (e)

6,753

6,500

BRSP LLC term loan 7.5% 6/24/14 (e)

5,000

4,675

Clear Channel Capital I LLC Tranche B, term loan 3.8938% 1/29/16 (e)

15,000

10,500

DaimlerChrysler Financial Services Tranche 1LN, term loan 4.25% 8/3/12 (e)

1,990

1,905

Nuveen Investments, Inc. term loan 3.2819% 11/13/14 (e)

4,044

3,437

Tempus Public Foundation Generation Holdings LLC:

revolver loan 2.2897% 12/15/11 (e)

195

186

Credit-Linked Deposit 2.2897% 12/15/13 (e)

623

592

Tranche 1LN, term loan 2.2429% 12/15/13 (e)

1,697

1,612

Tranche 2LN, term loan 4.5014% 12/15/14 (e)

4,825

4,125

 

33,532

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Diversified Media - 0.3%

Lamar Media Corp. Tranche F, term loan 5.5% 3/31/14 (e)

$ 9,602

$ 9,530

LBI Media, Inc. term loan 1.7429% 3/31/12 (e)

2,220

1,842

Thomson Media, Inc. Tranche B1, term loan 5.29% 11/8/11 (e)

960

777

 

12,149

Electric Utilities - 7.6%

AES Corp. term loan 3.29% 8/10/11 (e)

14,732

14,217

Ashmore Energy International:

Revolving Credit-Linked Deposit 3.2438% 3/30/12 (e)

2,708

2,519

term loan 3.2825% 3/30/14 (e)

27,236

25,329

Calpine Corp. Tranche D, term loan 3.165% 3/29/14 (e)

38,057

34,631

Covanta Energy Corp.:

term loan 1.75% 2/9/14 (e)

5,877

5,583

Credit-Linked Deposit 1.6869% 2/9/14 (e)

2,967

2,819

Dynegy Holdings, Inc.:

Revolving Credit-Linked Deposit 4% 4/2/13 (e)

32,094

30,970

Tranche B, term loan 4% 4/2/13 (e)

2,851

2,751

Energy Investors Funds term loan 1.995% 4/11/14 (e)

2,642

2,497

MACH Gen LLC Credit-Linked Deposit 2.2825% 2/22/13 (e)

182

167

Mirant North America LLC term loan 1.9929% 1/3/13 (e)

20,149

19,192

NRG Energy, Inc.:

term loan 2.0214% 2/1/13 (e)

44,859

41,944

Credit-Linked Deposit 2.0325% 2/1/13 (e)

28,314

26,474

NSG Holdings LLC:

Credit-Linked Deposit 1.799% 6/15/14 (e)

247

230

Tranche B, term loan 1.799% 6/15/14 (e)

1,476

1,372

Reliant Energy, Inc. Credit-Linked Deposit 1.9763% 6/30/14 (e)

11,150

10,537

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Tranche B1, term loan 3.7445% 10/10/14 (e)

37,715

28,993

Tranche B2, term loan 3.7446% 10/10/14 (e)

14,643

11,275

Tranche B3, term loan 3.7446% 10/10/14 (e)

45,058

34,244

 

295,744

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Energy - 0.6%

Alon USA, Inc. term loan 2.4929% 8/4/13 (e)

$ 1,881

$ 1,535

Citgo Petroleum Corp. Tranche B, term loan 1.7231% 11/15/12 (e)

11,495

10,690

Coffeyville Resources LLC Tranche D, term loan 8.5% 12/28/13 (e)

1,555

1,508

Compagnie Generale de Geophysique SA term loan 3.9249% 1/12/14 (e)

1,374

1,346

MEG Energy Corp.:

term loan 2.29% 4/3/13 (e)

1,432

1,332

Tranche DD, term loan 2.29% 4/3/13 (e)

1,460

1,358

Nebraska Energy, Inc.:

Tranche 1LN, Credit-Linked Deposit 2.8125% 11/1/13 (e)

564

516

Tranche B 1LN, term loan 2.8125% 11/1/13 (e)

4,375

4,003

Targa Resources, Inc./Targa Resources Finance Corp.:

Credit-Linked Deposit 2.2825% 10/31/12 (e)

418

412

term loan 2.2429% 10/31/12 (e)

545

538

Western Refining, Inc. term loan 8.25% 5/30/14 (e)

1,484

1,432

 

24,670

Entertainment/Film - 0.1%

MGM Holdings II, Inc.:

Tranche B, term loan 20.5% 4/8/12 (e)

5,069

2,788

Tranche B1, term loan 20.5% 4/8/12 (e)

3,964

2,180

 

4,968

Environmental - 0.0%

Synagro Technologies, Inc. Tranche 1LN, term loan 2.24% 3/30/14 (e)

459

370

Food and Drug Retail - 1.2%

GNC Corp. term loan 2.5246% 9/16/13 (e)

2,853

2,639

Rite Aid Corp.:

Tranche 3, term loan 6% 6/4/14 (e)

1,995

1,865

Tranche ABL, term loan 2% 6/4/14 (e)

11,373

9,780

Tranche B4, term loan 9.5% 6/15/15 (e)

20,000

20,550

SUPERVALU, Inc. Tranche B, term loan 1.5306% 6/2/12 (e)

14,288

13,645

 

48,479

Food/Beverage/Tobacco - 2.2%

Constellation Brands, Inc. Tranche B, term loan 1.75% 6/5/13 (e)

35,313

33,901

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Food/Beverage/Tobacco - continued

Dean Foods Co. Tranche B, term loan 1.6649% 4/2/14 (e)

$ 24,489

$ 22,653

Del Monte Corp. Tranche B, term loan 1.7666% 2/8/12 (e)

5,082

4,936

Herbalife International, Inc. term loan 1.74% 7/21/13 (e)

1,679

1,587

Michael Foods, Inc. Tranche B, term loan 6.5% 5/1/14 (e)

2,275

2,298

Reddy Ice Group, Inc. term loan 1.995% 8/12/12 (e)

2,000

1,760

Wm. Wrigley Jr. Co. Tranche B, term loan 6.5% 10/6/14 (e)

17,051

17,243

 

84,378

Gaming - 2.5%

Ameristar Casinos, Inc. term loan 3.5341% 11/10/12 (e)

4,836

4,800

Choctaw Resort Development Enterprise term loan 7.25% 11/4/11 (e)

1,235

1,217

Harrah's Entertainment, Inc.:

Tranche B1, term loan 3.2822% 1/28/15 (e)

3,688

2,941

Tranche B2, term loan 3.2822% 1/28/15 (e)

5,890

4,712

Tranche B3, term loan 3.2822% 1/28/15 (e)

2,863

2,283

Harrah's Operating Co., Inc. Tranche B4, term loan 9.5% 10/31/16 (e)

5,000

4,907

Las Vegas Sands LLC:

term loan 2.04% 5/23/14 (e)

1,172

938

Tranche B, term loan 2.04% 5/23/14 (e)

5,800

4,640

MGM Mirage, Inc. term loan 6% 10/3/11 (e)

21,410

19,376

Penn National Gaming, Inc. Tranche B, term loan 2.0099% 10/3/12 (e)

20,901

20,117

Town Sports International LLC term loan 2.0625% 2/27/14 (e)

2,903

2,671

Venetian Macau Ltd.:

Tranche B, term loan 5.79% 5/26/13 (e)

7,186

6,575

Tranche DD, term loan 5.79% 5/26/12 (e)

7,683

7,030

Venetian Macau US Finance, Inc. Tranche B, term loan 5.79% 5/25/13 (e)

13,654

12,493

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. term loan B 2.125% 8/15/13 (e)

2,313

2,128

 

96,828

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - 12.9%

AMR HoldCo, Inc./EmCare HoldCo, Inc. term loan 2.2456% 2/7/12 (e)

$ 6,180

$ 5,902

Bausch & Lomb, Inc. term loan:

3.5191% 4/26/15 (e)

2,277

2,163

3.5325% 4/26/15 (e)

9,376

8,907

Biomet, Inc. term loan 3.2822% 3/25/15 (e)

6,964

6,651

Boston Scientific Corp. term loan 2.0331% 4/21/11 (e)

14,383

14,023

Casella Waste Systems, Inc. Tranche B 1LN, term loan 7% 4/9/14 (e)

2,993

3,007

Community Health Systems, Inc.:

Tranche B, term loan 2.6104% 7/25/14 (e)

103,795

96,529

Tranche DD, term loan 2.4929% 7/25/14 (e)

5,296

4,926

DaVita, Inc. Tranche B1, term loan 1.7591% 10/5/12 (e)

38,257

36,248

Fresenius Medical Care Holdings, Inc.:

Tranche B 1LN, term loan 6.75% 9/10/14 (e)

8,325

8,408

Tranche B 2LN, term loan 6.75% 9/10/14 (e)

4,578

4,623

Tranche B, term loan 1.6591% 3/31/13 (e)

34,636

33,250

HCA, Inc. Tranche B, term loan 2.5325% 11/17/13 (e)

128,532

119,528

Health Management Associates, Inc. Tranche B, term loan 2.0325% 2/28/14 (e)

1,993

1,841

HealthSouth Corp. term loan:

2.5496% 3/10/13 (e)

6,816

6,509

4.05% 3/15/14 (e)

5,610

5,403

Hologic, Inc. Tranche B, term loan 3.5% 3/31/13 (e)

490

473

IASIS Healthcare Corp.:

term loan 2.2429% 3/15/14 (e)

4,459

4,158

Credit-Linked Deposit 2.2435% 3/15/14 (e)

417

389

Tranche DD, term loan 2.2429% 3/15/14 (e)

1,545

1,441

Inverness Medical Innovations, Inc.:

Tranche 1LN, term loan 2.2602% 6/26/14 (e)

14,044

13,187

Tranche 2LN, term loan 4.4938% 6/26/15 (e)

2,500

2,438

LifePoint Hospitals, Inc. Tranche B, term loan 2.015% 4/15/12 (e)

19,220

18,451

Mylan, Inc. Tranche B, term loan 3.5504% 10/2/14 (e)

11,814

11,489

National Renal Institutes, Inc. Tranche B, term loan 5.3125% 3/31/13 (e)

3,246

2,759

Psychiatric Solutions, Inc. term loan 2.0182% 7/1/12 (e)

12,123

11,456

PTS Acquisition Corp. term loan 2.4929% 4/10/14 (e)

3,809

3,237

Renal Advantage, Inc. Tranche B, term loan 2.7894% 9/30/12 (e)

4,050

3,807

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - continued

Skilled Healthcare Group, Inc. Tranche 1LN, term loan 2.2818% 6/15/12 (e)

$ 3,830

$ 3,639

Sun Healthcare Group, Inc.:

Credit-Linked Deposit 2.2825% 4/19/13 (e)

1,313

1,235

Tranche B, term loan 2.5217% 4/19/14 (e)

6,237

5,863

Team Health, Inc. term loan 2.3744% 11/22/12 (e)

2,131

2,003

Vanguard Health Holding Co. I, LLC term loan 2.4929% 9/23/11 (e)

8,595

8,370

VCA Antech, Inc. term loan 1.75% 5/16/11 (e)

5,850

5,733

Vicar Operating, Inc. term loan 1.75% 5/16/11 (e)

13,746

13,471

VWR Funding, Inc. term loan 2.7429% 6/29/14 (e)

8,978

8,147

Warner Chilcott Corp.:

term loan 1.75% 4/30/15 (e)

2,373

2,349

Tranche A, term loan 5.5% 10/30/14 (e)

6,780

6,805

Tranche B, term loan 5.75% 4/30/15 (e)

10,847

10,916

 

499,734

Homebuilding/Real Estate - 0.8%

CB Richard Ellis Group, Inc. Tranche B, term loan 6% 12/20/13 (e)

2,877

2,791

General Growth Properties, Inc. Tranche A1, term loan 1.79% 2/24/10 (b)(e)

1,028

832

Realogy Corp.:

Credit-Linked Deposit 3.2457% 10/10/13 (e)

2,744

2,277

Tranche 2LN, term loan 13.5% 10/15/17

8,000

8,120

Tranche B, term loan 3.2869% 10/10/13 (e)

9,191

7,628

Tranche DD, term loan 3.2857% 10/10/13 (e)

9,975

8,279

 

29,927

Leisure - 1.6%

Six Flags, Inc. Tranche B, term loan 2.5% 4/30/15 (e)

12,940

12,551

Universal City Development Partners Ltd.:

term loan 6% 6/9/11 (e)

20,686

20,583

Tranche B, term loan 6.5% 11/4/14 (e)

30,000

30,000

 

63,134

Metals/Mining - 0.4%

Compass Minerals Tranche B, term loan 1.7648% 12/22/12 (e)

8,849

8,672

Novelis Corp. term loan 2.2627% 7/6/14 (e)

4,856

4,370

Oxbow Carbon LLC:

Tranche B, term loan 2.2664% 5/8/14 (e)

1,585

1,502

Tranche DD, term loan 2.2825% 5/8/14 (e)

151

143

 

14,687

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Paper - 2.6%

Domtar Corp. Tranche B, term loan 1.62% 3/7/14 (e)

$ 1,885

$ 1,791

Georgia-Pacific Corp.:

Tranche B 1LN, term loan 2.3164% 12/20/12 (e)

51,794

49,592

Tranche B, term loan 2.3263% 12/20/12 (e)

14,702

14,132

Graphic Packaging International, Inc. Tranche B, term loan 2.2801% 5/16/14 (e)

8,000

7,580

Smurfit-Stone Container Enterprises, Inc. term loan 2.8995% 11/11/11 (e)

29,127

28,253

White Birch Paper Co. Tranche 1LN, term loan 7% 5/8/14 (e)

1,951

595

 

101,943

Publishing/Printing - 1.9%

Cengage Learning, Inc. Tranche B, term loan 2.74% 7/5/14 (e)

18,873

16,184

Cenveo Corp.:

Tranche C, term loan 4.7919% 6/21/13 (e)

2,429

2,356

Tranche DD, term loan 4.7919% 6/21/13 (e)

103

100

Dex Media East LLC Tranche B, term loan 2.25% 10/24/14 (e)

10,330

7,954

Education Media and Publishing Group Ltd. Tranche 1LN, term loan 5.2844% 6/12/14 (e)

14,125

12,077

Idearc, Inc. Tranche B, term loan 3.4179% 11/17/14 (b)(e)

4,225

1,986

Newsday LLC term loan 10.5% 8/1/13

3,000

3,150

Quebecor World, Inc. term loan 9% 7/12/12 (e)

6,728

6,728

R.H. Donnelley Corp. Tranche D2, term loan 6.75% 6/30/11 (e)

13,155

11,051

R.H. Donnelley Corp. Tranche D1, term loan 6.75% 6/30/11 (e)

5,107

4,290

The Reader's Digest Association, Inc. term loan:

4.4898% 3/2/14 (b)(e)

6,000

2,970

13.5% 8/26/10 (e)

2,200

2,277

Yell Group PLC Tranche B1, term loan 3.2825% 2/10/13 (e)

3,200

2,304

 

73,427

Railroad - 0.4%

Kansas City Southern Railway Co.:

Tranche B, term loan 2.0546% 4/28/13 (e)

15,458

14,608

Tranche C, term loan 1.7773% 4/28/13 (e)

2,933

2,698

 

17,306

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Restaurants - 0.3%

Arby's Restaurant Group, Inc. Tranche B, term loan 7.25% 7/25/12 (e)

$ 2,992

$ 2,985

Burger King Corp. Tranche B1, term loan 1.8125% 6/30/12 (e)

4,305

4,175

Del Taco term loan 9.75% 3/29/13 (e)

2,616

2,407

OSI Restaurant Partners, Inc.:

Credit-Linked Deposit 2.5522% 6/14/13 (e)

100

83

term loan 2.5625% 6/14/14 (e)

1,575

1,307

 

10,957

Services - 1.7%

ARAMARK Corp.:

Credit-Linked Deposit 2.1447% 1/26/14 (e)

2,392

2,188

term loan 2.1556% 1/26/14 (e)

35,091

32,109

Avis Budget Car Rental LLC/Avis Budget Finance, Inc. term loan 4.04% 4/19/12 (e)

1,994

1,870

Brand Energy & Infrastructure Services, Inc. Tranche B 1LN, term loan 2.3083% 2/7/14 (e)

2,692

2,429

Education Management LLC/Education Management Finance Corp. Tranche C, term loan 2.0625% 6/1/13 (e)

1,984

1,855

Hertz Corp.:

Credit-Linked Deposit 2.0419% 12/21/12 (e)

308

284

Tranche B, term loan 2.0036% 12/21/12 (e)

1,679

1,545

Iron Mountain, Inc. term loan 1.875% 4/16/14 (e)

9,775

9,384

ServiceMaster Co.:

term loan 2.7691% 7/24/14 (e)

13,608

12,043

Tranche DD, term loan 2.75% 7/24/14 (e)

1,158

1,024

 

64,731

Specialty Retailing - 0.6%

Michaels Stores, Inc. Tranche B1, term loan 2.5192% 10/31/13 (e)

17,116

15,234

Sally Holdings LLC Tranche B, term loan 2.5434% 11/16/13 (e)

1,935

1,848

Toys 'R' Us, Inc. term loan 4.4938% 7/19/12 (e)

6,975

6,748

 

23,830

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Steels - 0.1%

Edgen Murray Corp. term loan 3.1111% 5/11/14 (e)

$ 3,995

$ 2,916

Super Retail - 0.7%

Dollar General Corp. Tranche B1, term loan 3.0114% 7/6/14 (e)

11,970

11,342

Gold Toe Investment Corp. Tranche 1LN, term loan 8.5% 10/30/13 (e)

4,853

4,076

J. Crew Group, Inc. term loan 2.0625% 5/15/13 (e)

3,389

3,118

PETCO Animal Supplies, Inc. term loan 2.5187% 10/26/13 (e)

7,687

7,380

 

25,916

Technology - 4.1%

Affiliated Computer Services, Inc.:

term loan 2.2438% 3/20/13 (e)

13,822

13,615

Tranche B2, term loan 2.2436% 3/20/13 (e)

21,613

21,289

Avaya, Inc. term loan 3.1369% 10/26/14 (e)

3,990

3,411

Fidelity National Information Solutions, Inc. Tranche C, term loan 4.4731% 1/18/12 (e)

361

359

First Data Corp.:

Tranche B1, term loan 2.997% 9/24/14 (e)

19,401

16,637

Tranche B2, term loan 3.0355% 9/24/14 (e)

14,643

12,556

Tranche B3, term loan 3.0355% 9/24/14 (e)

10,770

9,208

Flextronics International Ltd. Tranche B-B, term loan 2.5397% 10/1/12 (e)

4,900

4,630

Freescale Semiconductor, Inc. term loan:

1.9963% 12/1/13 (e)

23,073

18,516

12.5% 12/15/14

2,657

2,736

Global Tel*Link Corp.:

term loan 9% 2/14/13 (e)

1,147

1,130

Credit-Linked Deposit 9% 2/14/13 (e)

380

375

Itron, Inc. term loan 4% 4/18/14 (e)

5,799

5,763

Kronos, Inc.:

Tranche 1LN, term loan 2.2825% 6/11/14 (e)

870

816

Tranche 2LN, term loan 6.0325% 6/11/15 (e)

2,000

1,730

Metavante Technologies, Inc. Tranche B, term loan 3.7331% 11/1/14 (e)

879

877

ON Semiconductor Corp. term loan 1.9929% 9/6/13 (e)

2,630

2,525

Open Text Corp. term loan 2.4938% 10/2/13 (e)

5,709

5,509

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Technology - continued

SunGard Data Systems, Inc.:

term loan 1.9944% 2/28/14 (e)

$ 29,500

$ 27,435

Tranche C, term loan 6.75% 2/28/14 (e)

4,965

4,965

Verifone, Inc. Tranche B, term loan 3% 10/31/13 (e)

4,073

3,869

 

157,951

Telecommunications - 7.0%

Asurion Corp. Tranche 1LN, term loan 3.2449% 7/3/14 (e)

6,000

5,685

Centennial Cellular Operating Co. LLC term loan 2.2429% 2/9/11 (e)

29,454

29,380

Cincinnati Bell, Inc. Tranche B, term loan 1.7803% 8/31/12 (e)

7,914

7,617

Crown Castle International Corp. Tranche B, term loan 1.7825% 3/6/14 (e)

7,267

6,931

Digicel International Finance Ltd. term loan 2.8125% 3/30/12 (e)

8,334

7,979

FairPoint Communications, Inc.:

Tranche A, term loan 3/31/14 

2,000

1,600

Tranche B, term loan 5% 3/31/15 (e)

3,000

2,415

Hawaiian Telcom Communications, Inc. Tranche C, term loan 4.75% 6/1/14 (e)

1,210

859

Intelsat Jackson Holdings Ltd. term loan 3.2456% 2/1/14 (e)

20,000

17,850

Intelsat Ltd. Tranche B, term loan 2.7456% 7/3/13 (e)

30,767

29,844

Level 3 Financing, Inc. term loan:

2.53% 3/13/14 (e)

14,000

12,005

11.5% 3/13/14 (e)

3,000

3,210

MetroPCS Wireless, Inc. Tranche B, term loan 2.6611% 11/3/13 (e)

9,802

9,140

PanAmSat Corp.:

Tranche B2 A, term loan 2.7456% 1/3/14 (e)

13,036

12,302

Tranche B2 B, term loan 2.7456% 1/3/14 (e)

13,032

12,299

Tranche B2 C, term loan 2.7456% 1/3/14 (e)

13,032

12,299

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

57,274

57,417

Telesat Holding, Inc. term loan:

3.25% 10/31/14 (e)

314

301

3.25% 10/31/14 (e)

3,656

3,500

Time Warner Telecom, Inc. Tranche B, term loan 2.013% 1/7/13 (e)

4,883

4,663

Wind Telecomunicazioni SpA:

Tranche B 1LN, term loan 3.9256% 5/26/13 (e)

6,000

5,760

Tranche C 1LN, term loan 4.9256% 5/26/14 (e)

6,000

5,760

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Telecommunications - continued

Windstream Corp.:

Tranche B1, term loan 1.79% 7/17/13 (e)

$ 6,125

$ 5,758

Tranche B2, term loan 3.04% 12/17/15 (e)

15,000

14,438

 

269,012

Textiles & Apparel - 0.5%

Hanesbrands, Inc. Tranche B 1LN, term loan 5.0319% 9/5/13 (e)

11,307

11,350

Levi Strauss & Co. term loan 2.495% 4/4/14 (e)

3,000

2,745

William Carter Co. term loan 1.7473% 6/29/12 (e)

3,782

3,678

 

17,773

Trucking & Freight - 0.0%

Swift Transportation Co., Inc. term loan 3.5625% 5/10/14 (e)

2,000

1,700

TOTAL FLOATING RATE LOANS

(Cost $2,975,520)

2,957,702

Nonconvertible Bonds - 16.4%

 

 

 

Aerospace - 0.1%

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

2,000

2,025

TransDigm, Inc. 7.75% 7/15/14 (c)

3,000

3,015

 

5,040

Air Transportation - 0.4%

Continental Airlines, Inc. 9.25% 5/10/17 (d)

3,000

3,030

Delta Air Lines, Inc. 9.5% 9/15/14 (c)

2,000

2,055

Delta Air Lines, Inc. pass-thru trust certificates 7.57% 11/18/10

9,000

9,000

 

14,085

Automotive - 1.3%

Ford Motor Credit Co. LLC:

1.8544% 1/15/10 (e)

26,000

25,805

5.549% 6/15/11 (e)

7,000

6,790

7.875% 6/15/10

9,000

9,088

Navistar International Corp. 8.25% 11/1/21

4,285

4,183

RSC Equipment Rental, Inc. 10% 7/15/17 (c)

2,000

2,150

Tenneco, Inc. 8.625% 11/15/14

2,000

1,870

 

49,886

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Banks and Thrifts - 1.4%

General Motors Acceptance Corp.:

2.5606% 12/1/14 (e)

$ 14,000

$ 10,570

6.875% 9/15/11

8,000

7,660

7.25% 3/2/11

6,000

5,880

7.75% 1/19/10

16,000

16,000

GMAC LLC:

6% 12/15/11

2,000

1,880

6% 12/15/11 (c)

2,000

1,870

6.875% 9/15/11 (c)

5,000

4,800

7.75% 1/19/10 (c)

5,000

5,013

 

53,673

Broadcasting - 0.0%

QVC, Inc. 7.5% 10/1/19 (c)

2,000

1,995

Building Materials - 0.1%

Nortek, Inc. 10% 12/1/13 (b)

2,000

2,030

Cable TV - 0.7%

CSC Holdings, Inc. 7.625% 4/1/11

10,406

10,796

EchoStar Communications Corp. 6.375% 10/1/11

16,000

16,280

 

27,076

Capital Goods - 0.0%

Esco Corp. 4.174% 12/15/13 (c)(e)

2,000

1,800

Chemicals - 0.4%

Huntsman International LLC 5.5% 6/30/16 (c)

3,000

2,588

Nalco Co. 7.75% 11/15/11

5,000

4,988

NOVA Chemicals Corp. 4.5375% 11/15/13 (e)

4,000

3,550

Terra Capital, Inc. 7.75% 11/1/19 (c)

4,000

4,000

 

15,126

Consumer Products - 0.0%

ACCO Brands Corp. 10.625% 3/15/15 (c)

880

950

Containers - 0.9%

Ball Corp. 7.125% 9/1/16

2,000

2,040

Berry Plastics Corp. 5.0344% 2/15/15 (e)

11,000

10,010

Berry Plastics Escrow LLC/Berry Plastics Escrow Corp. 8.25% 11/15/15 (c)

10,000

9,850

Owens-Brockway Glass Container, Inc. 7.375% 5/15/16

7,000

7,123

Silgan Holdings, Inc. 7.25% 8/15/16 (c)

4,000

4,030

 

33,053

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Electric Utilities - 1.4%

AES Corp. 9.375% 9/15/10

$ 9,000

$ 9,248

Calpine Construction Finance Co. LP 8% 6/1/16 (c)

4,000

4,060

CMS Energy Corp.:

1.2344% 1/15/13 (e)

8,000

7,280

6.3% 2/1/12

3,000

3,045

Energy Future Holdings 10.875% 11/1/17

7,000

4,830

IPALCO Enterprises, Inc. 8.625% 11/14/11

165

170

Mirant North America LLC 7.375% 12/31/13

5,997

5,937

NRG Energy, Inc. 7.375% 2/1/16

9,000

8,955

Orion Power Holdings, Inc. 12% 5/1/10

2,000

2,065

RRI Energy, Inc. 6.75% 12/15/14

7,963

8,102

 

53,692

Energy - 0.7%

Chesapeake Energy Corp.:

6.375% 6/15/15

3,500

3,308

7% 8/15/14

1,500

1,515

7.5% 9/15/13

4,000

4,060

7.625% 7/15/13

3,000

3,105

Concho Resources, Inc. 8.625% 10/1/17

2,000

2,060

Continental Resources, Inc. 8.25% 10/1/19 (c)

1,310

1,343

Quicksilver Resources, Inc. 9.125% 8/15/19

2,000

2,015

SandRidge Energy, Inc. 3.9147% 4/1/14 (e)

8,000

7,080

Western Refining, Inc. 10.75% 6/15/14 (c)(e)

2,000

1,830

 

26,316

Environmental - 0.1%

Clean Harbors, Inc. 7.625% 8/15/16 (c)

3,000

3,045

Food and Drug Retail - 0.1%

Federated Retail Holdings, Inc. 5.35% 3/15/12

3,000

2,944

Rite Aid Corp. 10.25% 10/15/19 (c)

2,635

2,642

 

5,586

Food/Beverage/Tobacco - 0.1%

Del Monte Corp. 7.5% 10/15/19 (c)

2,000

2,015

Gaming - 0.2%

Mohegan Tribal Gaming Authority 11.5% 11/1/17 (c)

2,000

1,955

Penn National Gaming, Inc. 6.875% 12/1/11

5,500

5,500

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 7.875% 11/1/17 (c)

2,000

1,970

 

9,425

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - 1.0%

Elan Finance PLC/Elan Finance Corp. 4.44% 11/15/11 (e)

$ 15,000

$ 13,875

HCA, Inc.:

7.875% 2/15/20 (c)

2,000

2,050

8.5% 4/15/19 (c)

4,000

4,240

Tenet Healthcare Corp. 8.875% 7/1/19 (c)

16,000

16,960

 

37,125

Homebuilding/Real Estate - 0.1%

Rouse Co. 8% 4/30/09 (b)

2,000

1,820

Rouse Co. LP/TRC, Inc. 6.75% 5/1/13 (b)(c)

2,000

1,780

 

3,600

Leisure - 0.1%

Universal City Development Partners Ltd./UCDP Finance, Inc. 8.875% 11/15/15 (c)

3,000

2,963

Metals/Mining - 3.5%

Arch Coal, Inc. 8.75% 8/1/16 (c)

2,000

2,040

Crown Americas LLC/Capital Corp. II 7.625% 5/15/17 (c)

6,645

6,761

Drummond Co., Inc. 9% 10/15/14 (c)

5,830

5,874

FMG Finance Property Ltd. 4.3606% 9/1/11 (c)(e)

37,000

36,168

Freeport-McMoRan Copper & Gold, Inc. 3.8813% 4/1/15 (e)

62,000

61,845

Teck Resources Ltd. 9.75% 5/15/14

20,810

23,411

 

136,099

Paper - 0.3%

Boise Paper Holdings LLC / Finance Corp. 9% 11/1/17 (c)

3,000

3,053

Domtar Corp. 7.875% 10/15/11

2,000

2,080

Georgia-Pacific LLC 8.25% 5/1/16 (c)

2,000

2,105

Solo Cup Co. 10.5% 11/1/13 (c)

3,000

3,180

Verso Paper Holdings LLC/ Verso Paper, Inc. 11.5% 7/1/14 (c)

1,885

1,979

 

12,397

Shipping - 0.2%

Navios Maritime Holdings, Inc. 8.875% 11/1/17 (c)

3,505

3,558

Ultrapetrol (Bahamas) Ltd. 9% 11/24/14

4,000

3,480

 

7,038

Steels - 0.0%

Steel Dynamics, Inc. 7.375% 11/1/12

2,000

1,995

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Super Retail - 0.2%

GSC Holdings Corp./Gamestop, Inc. 8% 10/1/12

$ 6,000

$ 6,188

Technology - 0.2%

Avago Technologies Finance Ltd. 5.8606% 6/1/13 (e)

100

98

GeoEye, Inc. 9.625% 10/1/15 (c)

1,505

1,550

NXP BV 3.0344% 10/15/13 (e)

6,465

4,784

Seagate Technology International 10% 5/1/14 (c)

2,275

2,503

 

8,935

Telecommunications - 2.9%

CC Holdings GS V LLC/Crown Castle GS III Corp. 7.75% 5/1/17 (c)

5,000

5,288

Centennial Communications Corp. 6.0397% 1/1/13 (e)

2,000

2,000

Intelsat Jackson Holdings Ltd. 8.5% 11/1/19 (c)

2,000

2,008

IPCS, Inc. 2.6081% 5/1/13 (e)

3,000

2,610

Level 3 Financing, Inc. 4.6013% 2/15/15 (e)

3,000

2,183

Qwest Corp.:

3.549% 6/15/13 (e)

4,000

3,720

7.875% 9/1/11

15,000

15,488

8.375% 5/1/16 (c)

3,000

3,090

8.875% 3/15/12

3,000

3,158

Sprint Capital Corp. 7.625% 1/30/11

11,000

11,124

Sprint Nextel Corp. 0.6831% 6/28/10 (e)

53,156

51,561

ViaSat, Inc. 8.875% 9/15/16 (c)

1,880

1,925

Wind Acquisition Finance SA 11.75% 7/15/17 (c)

6,000

6,750

 

110,905

TOTAL NONCONVERTIBLE BONDS

(Cost $605,218)

632,038

Common Stocks - 0.0%

Shares

 

Diversified Financial Services - 0.0%

Newhall Holding Co. LLC Class A (a)

289,870

34

Electric Utilities - 0.0%

Calpine Corp. (a)

20,715

233

Hotels - 0.0%

Tropicana Las Vegas Hotel & Casino, Inc. Class A (a)

48,650

973

TOTAL COMMON STOCKS

(Cost $8,054)

1,240

Money Market Funds - 10.6%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.20% (f)
(Cost $409,048)

409,047,739

$ 409,048

TOTAL INVESTMENT PORTFOLIO - 103.5%

(Cost $3,997,840)

4,000,028

NET OTHER ASSETS - (3.5)%

(136,527)

NET ASSETS - 100%

$ 3,863,501

Legend

(a) Non-income producing

(b) Non-income producing - Issuer is in default.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $178,801,000 or 4.6% of net assets.

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

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

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

(g) Remaining maturities of floating rate loans may be less than the stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty.

(h) Position or a portion of the position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $10,192,000 and $10,600,000, respectively. The coupon rate will be determined at time of settlement.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 2,525

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 973

$ -

$ -

$ 973

Financials

34

-

-

34

Utilities

233

233

-

-

Corporate Bonds

632,038

-

632,038

-

Floating Rate Loans

2,957,702

-

2,957,702

-

Money Market Funds

409,048

409,048

-

-

Total Investments in Securities:

$ 4,000,028

$ 409,281

$ 3,589,740

$ 1,007

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(6,699)

Cost of Purchases

7,706

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 1,007

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (6,699)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $196,002,000 of which $16,996,000, $139,317,000 and $39,689,000 will expire on October 31, 2015, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $3,588,792)

$ 3,590,980

 

Fidelity Central Funds (cost $409,048)

409,048

 

Total Investments (cost $3,997,840)

 

$ 4,000,028

Receivable for investments sold

14,707

Receivable for fund shares sold

9,219

Interest receivable

17,282

Distributions receivable from Fidelity Central Funds

78

Prepaid expenses

24

Other receivables

297

Total assets

4,041,635

 

 

 

Liabilities

Payable to custodian bank

$ 176

Payable for investments purchased
Regular delivery

160,230

Delayed delivery

3,000

Payable for fund shares redeemed

10,045

Distributions payable

1,796

Accrued management fee

1,827

Distribution fees payable

441

Other affiliated payables

531

Other payables and accrued expenses

88

Total liabilities

178,134

 

 

 

Net Assets

$ 3,863,501

Net Assets consist of:

 

Paid in capital

$ 4,005,003

Undistributed net investment income

35,270

Accumulated undistributed net realized gain (loss) on investments

(178,960)

Net unrealized appreciation (depreciation) on investments

2,188

Net Assets

$ 3,863,501

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

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($517,830 ÷ 55,611 shares)

$ 9.31

 

 

 

Maximum offering price per share (100/97.25 of $9.31)

$ 9.57

Class T:
Net Asset Value
and redemption price per share ($143,136 ÷ 15,391 shares)

$ 9.30

 

 

 

Maximum offering price per share (100/97.25 of $9.30)

$ 9.56

Class B:
Net Asset Value
and offering price per share ($44,295 ÷ 4,763 shares)A

$ 9.30

 

 

 

Class C:
Net Asset Value
and offering price per share ($334,817 ÷ 35,964 shares)A

$ 9.31

 

 

 

Fidelity Floating Rate High Income Fund:
Net Asset Value
, offering price and redemption price per share ($2,354,137 ÷ 253,114 shares)

$ 9.30

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($469,286 ÷ 50,490 shares)

$ 9.29

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Interest

 

150,272

Income from Fidelity Central Funds

 

2,525

Total income

 

152,797

 

 

 

Expenses

Management fee

$ 16,919

Transfer agent fees

4,053

Distribution fees

4,099

Accounting fees and expenses

1,088

Custodian fees and expenses

76

Independent trustees' compensation

20

Registration fees

321

Audit

164

Legal

21

Miscellaneous

48

Total expenses before reductions

26,809

Expense reductions

(38)

26,771

Net investment income

126,026

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on investment securities:

Unaffiliated issuers

 

(21,639)

Change in net unrealized appreciation (depreciation) on:

Investment securities

 

475,087

Net gain (loss)

453,448

Net increase (decrease) in net assets resulting from operations

$ 579,474

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

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 126,026

$ 149,958

Net realized gain (loss)

(21,639)

(139,997)

Change in net unrealized appreciation (depreciation)

475,087

(392,847)

Net increase (decrease) in net assets resulting
from operations

579,474

(382,886)

Distributions to shareholders from net investment income

(95,253)

(143,999)

Share transactions - net increase (decrease)

1,382,631

(1,374,702)

Redemption fees

826

388

Total increase (decrease) in net assets

1,867,678

(1,901,199)

 

 

 

Net Assets

Beginning of period

1,995,823

3,897,022

End of period (including undistributed net investment income of $35,270 and undistributed net investment income of $4,997, respectively)

$ 3,863,501

$ 1,995,823

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.75

$ 9.95

$ 9.96

$ 9.97

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .354

  .476

  .621

  .571

  .404

Net realized and unrealized gain (loss)

  1.232

  (1.779)

  (.196)

  (.022)

  (.008)

Total from investment operations

  1.586

  (1.303)

  .425

  .549

  .396

Distributions from net investment income

  (.278)

  (.448)

  (.625)

  (.560)

  (.397)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.278)

  (.448)

  (.627)

  (.560)

  (.407)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.31

$ 8.00

$ 9.75

$ 9.95

$ 9.96

Total Return A, B

  20.31%

  (13.87)%

  4.40%

  5.66%

  4.05%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.05%

  1.06%

  1.02%

  1.05%

  1.06%

Expenses net of fee waivers, if any

  1.05%

  1.06%

  1.02%

  1.05%

  1.06%

Expenses net of all reductions

  1.04%

  1.06%

  1.02%

  1.05%

  1.06%

Net investment income

  4.09%

  5.13%

  6.28%

  5.73%

  4.05%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 518

$ 192

$ 257

$ 285

$ 312

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .349

  .481

  .621

  .564

  .396

Net realized and unrealized gain (loss)

  1.228

  (1.762)

  (.206)

  (.022)

  (.007)

Total from investment operations

  1.577

  (1.281)

  .415

  .542

  .389

Distributions from net investment income

  (.279)

  (.450)

  (.625)

  (.553)

  (.390)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.279)

  (.450)

  (.627)

  (.553)

  (.400)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 8.00

$ 9.73

$ 9.94

$ 9.95

Total Return A, B

  20.20%

  (13.66)%

  4.30%

  5.60%

  3.98%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.04%

  1.03%

  1.03%

  1.11%

  1.13%

Expenses net of fee waivers, if any

  1.04%

  1.03%

  1.03%

  1.11%

  1.13%

Expenses net of all reductions

  1.04%

  1.03%

  1.02%

  1.11%

  1.13%

Net investment income

  4.10%

  5.16%

  6.28%

  5.67%

  3.98%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 143

$ 134

$ 309

$ 472

$ 511

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.99

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .305

  .432

  .569

  .513

  .346

Net realized and unrealized gain (loss)

  1.238

  (1.771)

  (.206)

  (.022)

  (.008)

Total from investment operations

  1.543

  (1.339)

  .363

  .491

  .338

Distributions from net investment income

  (.235)

  (.402)

  (.573)

  (.502)

  (.339)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.235)

  (.402)

  (.575)

  (.502)

  (.349)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 7.99

$ 9.73

$ 9.94

$ 9.95

Total Return A, B

  19.74%

  (14.21)%

  3.76%

  5.06%

  3.46%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.56%

  1.56%

  1.55%

  1.63%

  1.64%

Expenses net of fee waivers, if any

  1.55%

  1.55%

  1.55%

  1.63%

  1.64%

Expenses net of all reductions

  1.55%

  1.55%

  1.55%

  1.62%

  1.64%

Net investment income

  3.59%

  4.64%

  5.75%

  5.16%

  3.47%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 44

$ 42

$ 100

$ 143

$ 173

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.74

$ 9.95

$ 9.96

$ 9.97

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .288

  .408

  .553

  .508

  .341

Net realized and unrealized gain (loss)

  1.235

  (1.770)

  (.207)

  (.022)

  (.008)

Total from investment operations

  1.523

  (1.362)

  .346

  .486

  .333

Distributions from net investment income

  (.215)

  (.379)

  (.556)

  (.497)

  (.334)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.215)

  (.379)

  (.558)

  (.497)

  (.344)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.31

$ 8.00

$ 9.74

$ 9.95

$ 9.96

Total Return A, B

  19.43%

  (14.41)%

  3.58%

  5.00%

  3.40%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Expenses net of fee waivers, if any

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Expenses net of all reductions

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Net investment income

  3.35%

  4.39%

  5.59%

  5.10%

  3.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 335

$ 199

$ 345

$ 450

$ 539

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Fidelity Floating Rate High Income Fund

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.74

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .377

  .508

  .650

  .593

  .427

Net realized and unrealized gain (loss)

  1.225

  (1.771)

  (.196)

  (.021)

  (.008)

Total from investment operations

  1.602

  (1.263)

  .454

  .572

  .419

Distributions from net investment income

  (.304)

  (.478)

  (.654)

  (.583)

  (.420)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.304)

  (.478)

  (.656)

  (.583)

  (.430)

Redemption fees added to paid in capital B

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 8.00

$ 9.74

$ 9.94

$ 9.95

Total Return A

  20.55%

  (13.49)%

  4.72%

  5.92%

  4.30%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .75%

  .73%

  .73%

  .81%

  .82%

Expenses net of fee waivers, if any

  .75%

  .73%

  .73%

  .81%

  .82%

Expenses net of all reductions

  .75%

  .73%

  .72%

  .81%

  .82%

Net investment income

  4.39%

  5.46%

  6.58%

  5.97%

  4.29%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2,354

$ 1,292

$ 2,679

$ 2,989

$ 2,471

Portfolio turnover rate D

  25%

  16%

  69%

  61%

  66%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.99

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .379

  .503

  .647

  .591

  .424

Net realized and unrealized gain (loss)

  1.221

  (1.769)

  (.206)

  (.021)

  (.007)

Total from investment operations

  1.600

  (1.266)

  .441

  .570

  .417

Distributions from net investment income

  (.302)

  (.475)

  (.651)

  (.581)

  (.418)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.302)

  (.475)

  (.653)

  (.581)

  (.428)

Redemption fees added to paid in capital B

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.29

$ 7.99

$ 9.73

$ 9.94

$ 9.95

Total Return A

  20.54%

  (13.54)%

  4.58%

  5.89%

  4.27%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .77%

  .77%

  .76%

  .84%

  .85%

Expenses net of fee waivers, if any

  .77%

  .77%

  .76%

  .84%

  .85%

Expenses net of all reductions

  .77%

  .76%

  .76%

  .83%

  .85%

Net investment income

  4.36%

  5.43%

  6.55%

  5.95%

  4.26%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 469

$ 138

$ 207

$ 275

$ 285

Portfolio turnover rate D

  25%

  16%

  69%

  61%

  66%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

(Amounts in thousands except ratios)

1. Organization.

Fidelity Advisor Floating Rate High Income Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Fidelity Floating Rate High Income Fund and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 23, 2009, have

Annual Report

3. Significant Accounting Policies - continued

been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds and floating rate loans, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Certain of the Fund's securities are valued at period end by a single source or dealer. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions. Actual prices received at disposition may differ.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured. The Fund earns certain fees in connection with its floating rate loan purchasing activities. These fees are in addition to interest payments earned and may include amendment fees, consent fees and prepayment fees. These fees are recorded as Income in the accompanying financial statements.

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. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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.

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, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 162,635

Gross unrealized depreciation

(136,757)

Net unrealized appreciation (depreciation)

$ 25,878

 

 

Tax Cost

$ 3,974,150

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 28,622

Capital loss carryforward

$ (196,002)

Net unrealized appreciation (depreciation)

$ 25,878

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 95,253

$ 143,999

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 60 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies.

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.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities (including principal repayments of floating rate loans), other than short-term securities, aggregated $1,851,412 and $636,817, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 annual 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 Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 892

$ 85

Class T

0%

.25%

366

1

Class B

.55%

.15%

291

229

Class C

.75%

.25%

2,550

729

 

 

 

$ 4,099

$ 1,044

Sales Load. FDC receives a front-end sales charge of up to 2.75% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 3.50% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 185

Class T

31

Class B*

66

Class C*

86

 

$ 368

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 601

.17

Class T

239

.16

Class B

98

.24

Class C

403

.16

Fidelity Floating Rate High Income Fund

2,228

.12

Institutional Class

484

.15

 

$ 4,053

 

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.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. 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, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class B

1.55%

$ 6

Annual Report

8. Expense Reductions - continued

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 $32.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 10,536

$ 11,040

Class T

4,731

10,312

Class B

1,155

3,137

Class C

6,049

11,350

Fidelity Floating Rate High Income Fund

62,441

99,177

Institutional Class

10,341

8,983

Total

$ 95,253

$ 143,999

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

48,725

12,782

$ 415,716

$ 119,270

Reinvestment of distributions

1,018

942

8,748

8,667

Shares redeemed

(18,093)

(16,135)

(158,144)

(147,587)

Net increase (decrease)

31,650

(2,411)

$ 266,320

$ (19,650)

Class T

 

 

 

 

Shares sold

7,181

2,613

$ 60,340

$ 24,324

Reinvestment of distributions

487

970

4,066

8,971

Shares redeemed

(8,995)

(18,575)

(77,682)

(171,534)

Net increase (decrease)

(1,327)

(14,992)

$ (13,276)

$ (138,239)

Class B

 

 

 

 

Shares sold

1,793

459

$ 15,223

$ 4,273

Reinvestment of distributions

105

253

867

2,337

Shares redeemed

(2,368)

(5,780)

(19,832)

(53,368)

Net increase (decrease)

(470)

(5,068)

$ (3,742)

$ (46,758)

Class C

 

 

 

 

Shares sold

19,145

4,102

$ 163,896

$ 38,173

Reinvestment of distributions

479

816

4,023

7,528

Shares redeemed

(8,474)

(15,538)

(71,281)

(142,119)

Net increase (decrease)

11,150

(10,620)

$ 96,638

$ (96,418)

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Fidelity Floating Rate High Income Fund

 

 

 

 

Shares sold

185,964

58,551

$ 1,569,071

$ 537,327

Reinvestment of distributions

6,026

9,069

51,119

83,798

Shares redeemed

(100,407)

(181,259)

(857,029)

(1,661,471)

Net increase (decrease)

91,583

(113,639)

$ 763,161

$ (1,040,346)

Institutional Class

 

 

 

 

Shares sold

53,110

12,811

$ 449,402

$ 119,600

Reinvestment of distributions

653

554

5,644

5,092

Shares redeemed

(20,585)

(17,333)

(181,516)

(157,983)

Net increase (decrease)

33,178

(3,968)

$ 273,530

$ (33,291)

11. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor Floating Rate High Income Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Floating Rate High Income Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians, agent banks, and brokers; where replies were not received from brokers or agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Floating Rate High Income Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Thomas C. Hense (45)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor Floating Rate High Income Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/07/09

12/04/09

$-

$.05

Class T

12/07/09

12/04/09

$-

$.05

Class B

12/07/09

12/04/09

$-

$.05

Class C

12/07/09

12/04/09

$-

$.05

A total of 1.02% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $70,576,606 of distributions paid during the period January 1, 2009 to October 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Floating Rate High Income Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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 proprietary custom 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, 2008, the cumulative total returns of Fidelity Floating Rate High Income Fund (retail class) and Class C of the fund, the cumulative total returns of a proprietary custom index ("benchmark"), and a range of cumulative total 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 Fidelity Floating Rate High Income Fund (retail class) and Class C show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's proprietary custom index is an index developed by FMR that represents the performance of the fund's general investment categories.

Annual Report

Fidelity Advisor Floating Rate High Income Fund

fid140

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Floating Rate High Income Fund (retail class) of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of Fidelity Floating Rate High Income Fund (retail class) of the fund compared favorably to its benchmark for all the periods shown. 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.

The Board reviewed the year-to-date performance of Fidelity Floating Rate High Income Fund (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. 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 25% means that 75% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Advisor Floating Rate High Income Fund

fid142

Annual Report

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 2008.

Furthermore, the Board considered that it had approved an amendment (effective February 1, 2007) to the fund's management contract that lowered the individual fund fee rate from 55 basis points to 45 basis points. The Board considered that the chart reflects the fund's lower management fee in 2007, as if the lower fee were in effect for the entire year.

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 Class A, Class T, Class B, Institutional Class, and Fidelity Floating Rate High Income Fund (retail class) ranked below its competitive median for 2008 and the total expenses of Class C ranked above its competitive median for 2008. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of each class of the fund were reasonable, although in one case 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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 also noted that the reduction in the fund's individual fund fee rate by 10 basis points delivers significant economies to fund shareholders.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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 concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

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

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

AFR-UANN-1209
1.784741.106

fid144

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor
Floating Rate High Income
Fund - Institutional Class

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

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 financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Life of
class
A

Institutional Class

20.54%

3.77%

4.04%

A From August 16, 2000.

$10,000 Over Life of Fund*

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Floating Rate High Income Fund - Institutional Class on August 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's® (S&P®)/Loan Syndications and Trading Association Leveraged Performing Loan Index performed over the same period.


fid158

* From August 31, 2000 (first date following the fund's commencement for which the life of fund return for the S&P/LSTA Leveraged Performing Loan Index is available).

Annual Report

Management's Discussion of Fund Performance

Market Recap: The Standard & Poor's® (S&P®)/LSTA Leveraged Performing Loan Index returned 31.61% for the year ending October 31, 2009, a staggering 25.54% of which was from capital appreciation. The fourth quarter of 2008 was the worst three-month period on record for the loan market, driven by rising defaults, a dismal economic backdrop, scarce liquidity and weak demand. We began 2009 with yields and prices at levels never seen in the history of the loan market: The S&P/LSTA index ended 2008 with an average price of 62% of par, a nominal spread of LIBOR (London Interbank Offered Rate) + 2.67% and an implied discounted spread of LIBOR + 23.6%. The loan-market rally was driven predominantly by technical factors and an improving outlook for the U.S. economy. As the market's fears were calmed, demand increased due to repayments, corporate buybacks and increased investments from traditional and non-traditional investors alike. Supply shrank as the trickle of new issuance could not keep pace with the rate of repayments and bond-for-loan takeouts. Liquidity returned to the markets later in the period, allowing companies to avoid bankruptcy by refinancing existing debt. Accordingly, while defaults rose steadily, reaching a record 10.7% as of the end of October 2009, the extreme defaults that many market participants expected this year were avoided.

Comments from Christine McConnell, Portfolio Manager of Fidelity® Advisor Floating Rate High Income Fund: For the year, the fund's Institutional Class shares rose 20.54%, trailing the S&P/LSTA index. Major detractors from relative performance included security selection within the telecommunications and cable/satellite TV sectors, particularly an early-period underweighting in Alltel and second-half overweightings in Cablevision, Charter Communications and Intelsat. Security selection in health care also dampened results, led by stakes in Community Health Systems and HCA Healthcare. A sizable average cash position held during the period hurt as well. Limited supply in the loan market made it difficult to put new money to work quickly. The fund's bias toward higher credit quality helped in the first half of the period but detracted in the second half as lower-quality issues outperformed. Contributing to performance was security selection and an underweighting in publishing, including not owning weak-performing index component Tribune Co., and a strong out-of-benchmark pick in waste hauler Allied Waste, which merged with Republic Services. Underweighting independent power producer TXU also aided results, as did an overweighting in auto-parts maker Visteon. Some of the contributors and detractors mentioned were sold before period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

Shareholder Expense Example - continued

 



Annualized
Expense Ratio


Beginning
Account Value
May 1, 2009


Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to
October 31, 2009

Class A

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.40

$ 5.44

Hypothetical A

 

$ 1,000.00

$ 1,020.01

$ 5.24

Class T

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.50

$ 5.44

Hypothetical A

 

$ 1,000.00

$ 1,020.01

$ 5.24

Class B

1.55%

 

 

 

Actual

 

$ 1,000.00

$ 1,093.70

$ 8.18

Hypothetical A

 

$ 1,000.00

$ 1,017.39

$ 7.88

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 1,092.40

$ 9.28

Hypothetical A

 

$ 1,000.00

$ 1,016.33

$ 8.94

Fidelity Floating Rate High Income Fund

.74%

 

 

 

Actual

 

$ 1,000.00

$ 1,098.10

$ 3.91

Hypothetical A

 

$ 1,000.00

$ 1,021.48

$ 3.77

Institutional Class

.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,098.10

$ 4.07

Hypothetical A

 

$ 1,000.00

$ 1,021.32

$ 3.92

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Five Holdings as of October 31, 2009

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

HCA, Inc.

3.3

3.5

Charter Communications Operating LLC

2.7

2.8

Community Health Systems, Inc.

2.6

2.7

CSC Holdings, Inc.

2.4

2.6

Qwest Corp.

2.2

2.0

 

13.2

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Healthcare

13.9

13.6

Telecommunications

9.9

9.9

Electric Utilities

9.0

8.3

Cable TV

8.7

9.1

Chemicals

5.0

4.9

Quality Diversification (% of fund's net assets)

As of October 31, 2009

As of April 30, 2009

fid103

AAA,AA,A 0.0%

 

fid103

AAA,AA,A 0.1%

 

fid106

BBB 8.3%

 

fid106

BBB 6.3%

 

fid109

BB 44.2%

 

fid109

BB 48.9%

 

fid112

B 26.5%

 

fid112

B 16.9%

 

fid115

CCC,CC,C 5.0%

 

fid115

CCC,CC,C 3.3%

 

fid118

D 1.1%

 

fid118

D 3.0%

 

fid121

Not Rated 7.8%

 

fid121

Not Rated 6.5%

 

fid124

Equities 0.0%

 

fid124

Equities 0.0%

 

fid127

Short-Term
Investments and
Net Other Assets 7.1%

 

fid127

Short-Term
Investments and
Net Other Assets 15.0%

 

fid178

We have used ratings from Moody's® Investors Service, Inc. Where Moody's ratings are not available, we have used S&P ratings. All ratings are as of the report date and do not reflect subsequent downgrades.

Asset Allocation (% of fund's net assets)

As of October 31, 2009*

As of April 30, 2009**

fid103

Floating Rate Loans 76.5%

 

fid103

Floating Rate Loans 77.7%

 

fid115

Nonconvertible
Bonds 16.4%

 

fid115

Nonconvertible
Bonds 7.3%

 

fid127

Short-Term
Investments and
Net Other Assets 7.1%

 

fid127

Short-Term
Investments and
Net Other Assets 15.0%

 

* Foreign investments

5.8%

 

** Foreign investments

3.3%

 

fid186

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Floating Rate Loans (g) - 76.5%

 

Principal Amount (000s)

Value (000s)

Aerospace - 1.2%

BE Aerospace, Inc. Tranche B, term loan 5% 7/28/14 (e)

$ 3,950

$ 3,930

Hexcel Corp. Tranche B, term loan 6.5% 5/21/14 (e)

7,500

7,575

Mid-Western Aircraft Systems, Inc. Tranche B, term loan 2.0344% 9/30/13 (e)

16,569

15,907

Sequa Corp. term loan 3.881% 12/3/14 (e)

2,000

1,740

TransDigm, Inc. term loan 2.2894% 6/23/13 (e)

14,340

13,766

Wesco Aircraft Hardware Corp. Tranche 1LN, term loan 2.5% 9/29/13 (e)

4,576

4,347

 

47,265

Air Transportation - 0.1%

Delta Air Lines, Inc. Tranche 1LN, term loan 8.75% 9/27/13 (e)

3,815

3,820

Automotive - 3.5%

Federal-Mogul Corp.:

Tranche B, term loan 2.1875% 12/27/14 (e)

22,390

17,184

Tranche C, term loan 2.1875% 12/27/15 (e)

11,423

8,710

Ford Motor Co. term loan 3.2875% 12/15/13 (e)

43,649

38,956

Lear Corp. term loan 7.5% 10/25/14 (e)

4,455

4,477

Oshkosh Co. Tranche B, term loan 6.3163% 12/6/13 (e)

3,215

3,199

Rexnord Corp. Tranche B, term loan 2.7862% 7/19/13 (e)

1,989

1,909

Tenneco, Inc. Credit-Linked Deposit 5.7456% 3/16/14 (e)

8,000

7,520

The Goodyear Tire & Rubber Co. Tranche 2LN, term loan 2.34% 4/30/14 (e)

39,500

35,155

TRW Automotive Holdings Corp. Tranche B1, term loan 6.25% 2/9/14 (e)

8,844

8,844

Visteon Corp. term loan 4.426% 6/13/13 (b)(e)

10,000

8,550

 

134,504

Broadcasting - 2.9%

Citadel Broadcasting Corp.:

Tranche A, term loan 6/12/13 

2,000

1,380

Tranche B, term loan 2.04% 6/12/14 (e)

7,000

4,690

Entravision Communication Corp. term loan 5.54% 3/29/13 (e)

593

551

FoxCo Acquisition LLC Tranche B, term loan 7.5% 7/14/15 (e)

1,787

1,617

Nexstar Broadcasting, Inc. Tranche B, term loan 5.0017% 10/1/12 (e)

19,378

17,052

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Broadcasting - continued

Paxson Communications Corp. term loan 4.3444% 1/15/12 (b)(e)

$ 4,000

$ 920

Raycom Media, Inc. Tranche B, term loan 1.75% 6/25/14 (e)

6,430

5,208

Sinclair Broadcast Group, Inc. Tranche B, term loan 6.75% 10/23/15 (e)

6,000

6,030

Univision Communications, Inc. Tranche 1LN, term loan 2.5325% 9/29/14 (e)

67,005

53,604

VNU, Inc. term loan 2.2444% 8/9/13 (e)

22,138

20,312

 

111,364

Cable TV - 8.0%

Cequel Communications LLC Tranche 1LN, term loan 2.2445% 11/5/13 (e)

9,934

9,412

Charter Communications Operating LLC:

term loan 9.25% 3/6/14 (e)

7,902

8,001

Tranche B 1LN, term loan 6.25% 3/6/14 (e)

107,560

98,149

CSC Holdings, Inc. Tranche B, term loan 2.0494% 3/31/13 (e)

84,925

80,891

DIRECTV Holdings LLC:

Tranche B, term loan 1.7429% 4/13/13 (e)

37,168

36,238

Tranche C, term loan 5.25% 4/13/13 (e)

9,396

9,373

Discovery Communications, Inc.:

term loan 2.2825% 5/14/14 (e)

24,550

23,691

Tranche C, term loan 5.25% 5/14/14 (e)

11,940

12,089

Insight Midwest Holdings LLC Tranche B, term loan 2.29% 4/6/14 (e)

6,750

6,413

Mediacom LLC Tranche D, term loan 5.5% 3/31/17 (e)

3,000

2,985

San Juan Cable, Inc. Tranche 1LN, term loan 2.04% 10/31/12 (e)

4,682

4,355

UPC Broadband Holding BV:

Tranche N1, term loan 1.9963% 12/31/14 (e)

15,008

13,957

Tranche T, term loan 3.7463% 12/31/16 (e)

3,000

2,873

 

308,427

Capital Goods - 3.0%

Amsted Industries, Inc.:

term loan 2.2895% 4/5/13 (e)

4,665

4,198

Tranche DD, term loan 2.3977% 4/5/13 (e)

3,027

2,724

Ashtead Group PLC term loan 2.0625% 8/31/11 (e)

2,688

2,560

Baldor Electric Co. term loan 5.25% 1/31/14 (e)

5,792

5,785

Bucyrus International, Inc. Tranche B, term loan 1.8677% 5/4/14 (e)

12,092

11,729

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Capital Goods - continued

Chart Industries, Inc. Tranche B, term loan 2.25% 10/17/12 (e)

$ 2,806

$ 2,764

Dresser, Inc. Tranche B 1LN, term loan 2.6794% 5/4/14 (e)

29,319

27,193

EnergySolutions, Inc.:

Credit-Linked Deposit 4% 6/7/13 (e)

317

296

term loan 4.05% 6/7/13 (e)

6,580

6,547

Flowserve Corp. term loan 1.8125% 8/10/12 (e)

33,006

32,016

Polypore, Inc. Tranche B, term loan 2.46% 7/3/14 (e)

3,910

3,617

Rexnord Corp. Tranche B A0, term loan 2.5% 7/19/13 (e)

2,893

2,748

Sensus Metering Systems, Inc. Tranche B term loan 2.2841% 12/17/10 (e)

4,487

4,341

Terex Corp. term loan 4.3475% 7/14/13 (e)

10,225

10,020

 

116,538

Chemicals - 4.6%

Ashland, Inc. Tranche B, term loan 7.65% 5/13/14 (e)

5,198

5,250

Celanese Holding LLC:

Revolving Credit-Linked Deposit 1.9956% 4/2/13 (e)

5,526

4,974

term loan 2.0369% 4/2/14 (e)

39,130

36,293

Ferro Corp. Tranche B, term loan 6.2837% 6/6/12 (e)

2,000

1,900

Gentek Holding LLC Tranche B, term loan 7% 10/29/14 (e)

4,000

3,980

Georgia Gulf Corp. term loan 10% 10/3/13 (e)

14,386

14,314

Huntsman International LLC Tranche B, term loan 1.9938% 4/19/14 (e)

19,320

17,436

INEOS US Finance:

Tranche B, term loan 7.501% 12/16/13 (e)

3,546

3,050

Tranche C, term loan 8.001% 12/16/14 (e)

3,546

3,050

Lyondell Chemical Co. term loan 8.6678% 12/15/09 (e)(h)

30,585

31,809

MacDermid, Inc. Tranche B, term loan 2.2429% 4/12/14 (e)

2,057

1,759

Momentive Performance Materials, Inc. Tranche B1, term loan 2.5% 12/4/13 (e)

12,675

10,521

Nalco Co.:

term loan 5.75% 5/6/16 (e)

19,925

20,274

Tranche B, term loan 2.0625% 11/4/10 (e)

6,461

6,428

Rockwood Specialties Group, Inc. Tranche H, term loan 6% 5/15/14 (e)

8,970

9,060

Solutia, Inc. term loan 7.25% 2/28/14 (e)

5,884

5,973

 

176,071

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Consumer Products - 0.4%

Jarden Corp.:

Tranche B1, term loan 2.0325% 1/24/12 (e)

$ 1,646

$ 1,584

Tranche B4, term loan 3.5325% 1/26/15 (e)

1,874

1,855

Jostens IH Corp. Tranche C, term loan 2.6369% 12/21/11 (e)

1,366

1,344

Revlon Consumer Products Corp. term loan 4.2945% 1/15/12 (e)

7,000

6,773

Spectrum Brands, Inc.:

Credit-Linked Deposit 4.65% 6/30/12 (e)

98

95

Tranche B1, term loan 8.0001% 6/30/12 (e)

1,899

1,851

Weight Watchers International, Inc. Tranche B, term loan 1.7858% 1/26/14 (e)

1,886

1,792

 

15,294

Containers - 1.8%

Anchor Glass Container Corp. term loan 6.75% 6/20/14 (e)

13,036

13,036

Berry Plastics Holding Corp. Tranche C, term loan 2.2997% 4/3/15 (e)

4,977

4,268

BWAY Corp. Tranche B, term loan 2.5291% 7/17/13 (e)

1,908

1,784

Crown Holdings, Inc.:

term loan B 1.995% 11/15/12 (e)

15,035

14,584

Tranche B, term loan 1.995% 11/15/12 (e)

9,501

9,216

Owens-Brockway Glass Container, Inc. Tranche B, term loan 1.7444% 6/14/13 (e)

26,122

25,469

 

68,357

Diversified Financial Services - 0.9%

Ameritrade Holding Corp. Tranche B, term loan 1.75% 1/23/13 (e)

6,753

6,500

BRSP LLC term loan 7.5% 6/24/14 (e)

5,000

4,675

Clear Channel Capital I LLC Tranche B, term loan 3.8938% 1/29/16 (e)

15,000

10,500

DaimlerChrysler Financial Services Tranche 1LN, term loan 4.25% 8/3/12 (e)

1,990

1,905

Nuveen Investments, Inc. term loan 3.2819% 11/13/14 (e)

4,044

3,437

Tempus Public Foundation Generation Holdings LLC:

revolver loan 2.2897% 12/15/11 (e)

195

186

Credit-Linked Deposit 2.2897% 12/15/13 (e)

623

592

Tranche 1LN, term loan 2.2429% 12/15/13 (e)

1,697

1,612

Tranche 2LN, term loan 4.5014% 12/15/14 (e)

4,825

4,125

 

33,532

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Diversified Media - 0.3%

Lamar Media Corp. Tranche F, term loan 5.5% 3/31/14 (e)

$ 9,602

$ 9,530

LBI Media, Inc. term loan 1.7429% 3/31/12 (e)

2,220

1,842

Thomson Media, Inc. Tranche B1, term loan 5.29% 11/8/11 (e)

960

777

 

12,149

Electric Utilities - 7.6%

AES Corp. term loan 3.29% 8/10/11 (e)

14,732

14,217

Ashmore Energy International:

Revolving Credit-Linked Deposit 3.2438% 3/30/12 (e)

2,708

2,519

term loan 3.2825% 3/30/14 (e)

27,236

25,329

Calpine Corp. Tranche D, term loan 3.165% 3/29/14 (e)

38,057

34,631

Covanta Energy Corp.:

term loan 1.75% 2/9/14 (e)

5,877

5,583

Credit-Linked Deposit 1.6869% 2/9/14 (e)

2,967

2,819

Dynegy Holdings, Inc.:

Revolving Credit-Linked Deposit 4% 4/2/13 (e)

32,094

30,970

Tranche B, term loan 4% 4/2/13 (e)

2,851

2,751

Energy Investors Funds term loan 1.995% 4/11/14 (e)

2,642

2,497

MACH Gen LLC Credit-Linked Deposit 2.2825% 2/22/13 (e)

182

167

Mirant North America LLC term loan 1.9929% 1/3/13 (e)

20,149

19,192

NRG Energy, Inc.:

term loan 2.0214% 2/1/13 (e)

44,859

41,944

Credit-Linked Deposit 2.0325% 2/1/13 (e)

28,314

26,474

NSG Holdings LLC:

Credit-Linked Deposit 1.799% 6/15/14 (e)

247

230

Tranche B, term loan 1.799% 6/15/14 (e)

1,476

1,372

Reliant Energy, Inc. Credit-Linked Deposit 1.9763% 6/30/14 (e)

11,150

10,537

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Tranche B1, term loan 3.7445% 10/10/14 (e)

37,715

28,993

Tranche B2, term loan 3.7446% 10/10/14 (e)

14,643

11,275

Tranche B3, term loan 3.7446% 10/10/14 (e)

45,058

34,244

 

295,744

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Energy - 0.6%

Alon USA, Inc. term loan 2.4929% 8/4/13 (e)

$ 1,881

$ 1,535

Citgo Petroleum Corp. Tranche B, term loan 1.7231% 11/15/12 (e)

11,495

10,690

Coffeyville Resources LLC Tranche D, term loan 8.5% 12/28/13 (e)

1,555

1,508

Compagnie Generale de Geophysique SA term loan 3.9249% 1/12/14 (e)

1,374

1,346

MEG Energy Corp.:

term loan 2.29% 4/3/13 (e)

1,432

1,332

Tranche DD, term loan 2.29% 4/3/13 (e)

1,460

1,358

Nebraska Energy, Inc.:

Tranche 1LN, Credit-Linked Deposit 2.8125% 11/1/13 (e)

564

516

Tranche B 1LN, term loan 2.8125% 11/1/13 (e)

4,375

4,003

Targa Resources, Inc./Targa Resources Finance Corp.:

Credit-Linked Deposit 2.2825% 10/31/12 (e)

418

412

term loan 2.2429% 10/31/12 (e)

545

538

Western Refining, Inc. term loan 8.25% 5/30/14 (e)

1,484

1,432

 

24,670

Entertainment/Film - 0.1%

MGM Holdings II, Inc.:

Tranche B, term loan 20.5% 4/8/12 (e)

5,069

2,788

Tranche B1, term loan 20.5% 4/8/12 (e)

3,964

2,180

 

4,968

Environmental - 0.0%

Synagro Technologies, Inc. Tranche 1LN, term loan 2.24% 3/30/14 (e)

459

370

Food and Drug Retail - 1.2%

GNC Corp. term loan 2.5246% 9/16/13 (e)

2,853

2,639

Rite Aid Corp.:

Tranche 3, term loan 6% 6/4/14 (e)

1,995

1,865

Tranche ABL, term loan 2% 6/4/14 (e)

11,373

9,780

Tranche B4, term loan 9.5% 6/15/15 (e)

20,000

20,550

SUPERVALU, Inc. Tranche B, term loan 1.5306% 6/2/12 (e)

14,288

13,645

 

48,479

Food/Beverage/Tobacco - 2.2%

Constellation Brands, Inc. Tranche B, term loan 1.75% 6/5/13 (e)

35,313

33,901

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Food/Beverage/Tobacco - continued

Dean Foods Co. Tranche B, term loan 1.6649% 4/2/14 (e)

$ 24,489

$ 22,653

Del Monte Corp. Tranche B, term loan 1.7666% 2/8/12 (e)

5,082

4,936

Herbalife International, Inc. term loan 1.74% 7/21/13 (e)

1,679

1,587

Michael Foods, Inc. Tranche B, term loan 6.5% 5/1/14 (e)

2,275

2,298

Reddy Ice Group, Inc. term loan 1.995% 8/12/12 (e)

2,000

1,760

Wm. Wrigley Jr. Co. Tranche B, term loan 6.5% 10/6/14 (e)

17,051

17,243

 

84,378

Gaming - 2.5%

Ameristar Casinos, Inc. term loan 3.5341% 11/10/12 (e)

4,836

4,800

Choctaw Resort Development Enterprise term loan 7.25% 11/4/11 (e)

1,235

1,217

Harrah's Entertainment, Inc.:

Tranche B1, term loan 3.2822% 1/28/15 (e)

3,688

2,941

Tranche B2, term loan 3.2822% 1/28/15 (e)

5,890

4,712

Tranche B3, term loan 3.2822% 1/28/15 (e)

2,863

2,283

Harrah's Operating Co., Inc. Tranche B4, term loan 9.5% 10/31/16 (e)

5,000

4,907

Las Vegas Sands LLC:

term loan 2.04% 5/23/14 (e)

1,172

938

Tranche B, term loan 2.04% 5/23/14 (e)

5,800

4,640

MGM Mirage, Inc. term loan 6% 10/3/11 (e)

21,410

19,376

Penn National Gaming, Inc. Tranche B, term loan 2.0099% 10/3/12 (e)

20,901

20,117

Town Sports International LLC term loan 2.0625% 2/27/14 (e)

2,903

2,671

Venetian Macau Ltd.:

Tranche B, term loan 5.79% 5/26/13 (e)

7,186

6,575

Tranche DD, term loan 5.79% 5/26/12 (e)

7,683

7,030

Venetian Macau US Finance, Inc. Tranche B, term loan 5.79% 5/25/13 (e)

13,654

12,493

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. term loan B 2.125% 8/15/13 (e)

2,313

2,128

 

96,828

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - 12.9%

AMR HoldCo, Inc./EmCare HoldCo, Inc. term loan 2.2456% 2/7/12 (e)

$ 6,180

$ 5,902

Bausch & Lomb, Inc. term loan:

3.5191% 4/26/15 (e)

2,277

2,163

3.5325% 4/26/15 (e)

9,376

8,907

Biomet, Inc. term loan 3.2822% 3/25/15 (e)

6,964

6,651

Boston Scientific Corp. term loan 2.0331% 4/21/11 (e)

14,383

14,023

Casella Waste Systems, Inc. Tranche B 1LN, term loan 7% 4/9/14 (e)

2,993

3,007

Community Health Systems, Inc.:

Tranche B, term loan 2.6104% 7/25/14 (e)

103,795

96,529

Tranche DD, term loan 2.4929% 7/25/14 (e)

5,296

4,926

DaVita, Inc. Tranche B1, term loan 1.7591% 10/5/12 (e)

38,257

36,248

Fresenius Medical Care Holdings, Inc.:

Tranche B 1LN, term loan 6.75% 9/10/14 (e)

8,325

8,408

Tranche B 2LN, term loan 6.75% 9/10/14 (e)

4,578

4,623

Tranche B, term loan 1.6591% 3/31/13 (e)

34,636

33,250

HCA, Inc. Tranche B, term loan 2.5325% 11/17/13 (e)

128,532

119,528

Health Management Associates, Inc. Tranche B, term loan 2.0325% 2/28/14 (e)

1,993

1,841

HealthSouth Corp. term loan:

2.5496% 3/10/13 (e)

6,816

6,509

4.05% 3/15/14 (e)

5,610

5,403

Hologic, Inc. Tranche B, term loan 3.5% 3/31/13 (e)

490

473

IASIS Healthcare Corp.:

term loan 2.2429% 3/15/14 (e)

4,459

4,158

Credit-Linked Deposit 2.2435% 3/15/14 (e)

417

389

Tranche DD, term loan 2.2429% 3/15/14 (e)

1,545

1,441

Inverness Medical Innovations, Inc.:

Tranche 1LN, term loan 2.2602% 6/26/14 (e)

14,044

13,187

Tranche 2LN, term loan 4.4938% 6/26/15 (e)

2,500

2,438

LifePoint Hospitals, Inc. Tranche B, term loan 2.015% 4/15/12 (e)

19,220

18,451

Mylan, Inc. Tranche B, term loan 3.5504% 10/2/14 (e)

11,814

11,489

National Renal Institutes, Inc. Tranche B, term loan 5.3125% 3/31/13 (e)

3,246

2,759

Psychiatric Solutions, Inc. term loan 2.0182% 7/1/12 (e)

12,123

11,456

PTS Acquisition Corp. term loan 2.4929% 4/10/14 (e)

3,809

3,237

Renal Advantage, Inc. Tranche B, term loan 2.7894% 9/30/12 (e)

4,050

3,807

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - continued

Skilled Healthcare Group, Inc. Tranche 1LN, term loan 2.2818% 6/15/12 (e)

$ 3,830

$ 3,639

Sun Healthcare Group, Inc.:

Credit-Linked Deposit 2.2825% 4/19/13 (e)

1,313

1,235

Tranche B, term loan 2.5217% 4/19/14 (e)

6,237

5,863

Team Health, Inc. term loan 2.3744% 11/22/12 (e)

2,131

2,003

Vanguard Health Holding Co. I, LLC term loan 2.4929% 9/23/11 (e)

8,595

8,370

VCA Antech, Inc. term loan 1.75% 5/16/11 (e)

5,850

5,733

Vicar Operating, Inc. term loan 1.75% 5/16/11 (e)

13,746

13,471

VWR Funding, Inc. term loan 2.7429% 6/29/14 (e)

8,978

8,147

Warner Chilcott Corp.:

term loan 1.75% 4/30/15 (e)

2,373

2,349

Tranche A, term loan 5.5% 10/30/14 (e)

6,780

6,805

Tranche B, term loan 5.75% 4/30/15 (e)

10,847

10,916

 

499,734

Homebuilding/Real Estate - 0.8%

CB Richard Ellis Group, Inc. Tranche B, term loan 6% 12/20/13 (e)

2,877

2,791

General Growth Properties, Inc. Tranche A1, term loan 1.79% 2/24/10 (b)(e)

1,028

832

Realogy Corp.:

Credit-Linked Deposit 3.2457% 10/10/13 (e)

2,744

2,277

Tranche 2LN, term loan 13.5% 10/15/17

8,000

8,120

Tranche B, term loan 3.2869% 10/10/13 (e)

9,191

7,628

Tranche DD, term loan 3.2857% 10/10/13 (e)

9,975

8,279

 

29,927

Leisure - 1.6%

Six Flags, Inc. Tranche B, term loan 2.5% 4/30/15 (e)

12,940

12,551

Universal City Development Partners Ltd.:

term loan 6% 6/9/11 (e)

20,686

20,583

Tranche B, term loan 6.5% 11/4/14 (e)

30,000

30,000

 

63,134

Metals/Mining - 0.4%

Compass Minerals Tranche B, term loan 1.7648% 12/22/12 (e)

8,849

8,672

Novelis Corp. term loan 2.2627% 7/6/14 (e)

4,856

4,370

Oxbow Carbon LLC:

Tranche B, term loan 2.2664% 5/8/14 (e)

1,585

1,502

Tranche DD, term loan 2.2825% 5/8/14 (e)

151

143

 

14,687

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Paper - 2.6%

Domtar Corp. Tranche B, term loan 1.62% 3/7/14 (e)

$ 1,885

$ 1,791

Georgia-Pacific Corp.:

Tranche B 1LN, term loan 2.3164% 12/20/12 (e)

51,794

49,592

Tranche B, term loan 2.3263% 12/20/12 (e)

14,702

14,132

Graphic Packaging International, Inc. Tranche B, term loan 2.2801% 5/16/14 (e)

8,000

7,580

Smurfit-Stone Container Enterprises, Inc. term loan 2.8995% 11/11/11 (e)

29,127

28,253

White Birch Paper Co. Tranche 1LN, term loan 7% 5/8/14 (e)

1,951

595

 

101,943

Publishing/Printing - 1.9%

Cengage Learning, Inc. Tranche B, term loan 2.74% 7/5/14 (e)

18,873

16,184

Cenveo Corp.:

Tranche C, term loan 4.7919% 6/21/13 (e)

2,429

2,356

Tranche DD, term loan 4.7919% 6/21/13 (e)

103

100

Dex Media East LLC Tranche B, term loan 2.25% 10/24/14 (e)

10,330

7,954

Education Media and Publishing Group Ltd. Tranche 1LN, term loan 5.2844% 6/12/14 (e)

14,125

12,077

Idearc, Inc. Tranche B, term loan 3.4179% 11/17/14 (b)(e)

4,225

1,986

Newsday LLC term loan 10.5% 8/1/13

3,000

3,150

Quebecor World, Inc. term loan 9% 7/12/12 (e)

6,728

6,728

R.H. Donnelley Corp. Tranche D2, term loan 6.75% 6/30/11 (e)

13,155

11,051

R.H. Donnelley Corp. Tranche D1, term loan 6.75% 6/30/11 (e)

5,107

4,290

The Reader's Digest Association, Inc. term loan:

4.4898% 3/2/14 (b)(e)

6,000

2,970

13.5% 8/26/10 (e)

2,200

2,277

Yell Group PLC Tranche B1, term loan 3.2825% 2/10/13 (e)

3,200

2,304

 

73,427

Railroad - 0.4%

Kansas City Southern Railway Co.:

Tranche B, term loan 2.0546% 4/28/13 (e)

15,458

14,608

Tranche C, term loan 1.7773% 4/28/13 (e)

2,933

2,698

 

17,306

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Restaurants - 0.3%

Arby's Restaurant Group, Inc. Tranche B, term loan 7.25% 7/25/12 (e)

$ 2,992

$ 2,985

Burger King Corp. Tranche B1, term loan 1.8125% 6/30/12 (e)

4,305

4,175

Del Taco term loan 9.75% 3/29/13 (e)

2,616

2,407

OSI Restaurant Partners, Inc.:

Credit-Linked Deposit 2.5522% 6/14/13 (e)

100

83

term loan 2.5625% 6/14/14 (e)

1,575

1,307

 

10,957

Services - 1.7%

ARAMARK Corp.:

Credit-Linked Deposit 2.1447% 1/26/14 (e)

2,392

2,188

term loan 2.1556% 1/26/14 (e)

35,091

32,109

Avis Budget Car Rental LLC/Avis Budget Finance, Inc. term loan 4.04% 4/19/12 (e)

1,994

1,870

Brand Energy & Infrastructure Services, Inc. Tranche B 1LN, term loan 2.3083% 2/7/14 (e)

2,692

2,429

Education Management LLC/Education Management Finance Corp. Tranche C, term loan 2.0625% 6/1/13 (e)

1,984

1,855

Hertz Corp.:

Credit-Linked Deposit 2.0419% 12/21/12 (e)

308

284

Tranche B, term loan 2.0036% 12/21/12 (e)

1,679

1,545

Iron Mountain, Inc. term loan 1.875% 4/16/14 (e)

9,775

9,384

ServiceMaster Co.:

term loan 2.7691% 7/24/14 (e)

13,608

12,043

Tranche DD, term loan 2.75% 7/24/14 (e)

1,158

1,024

 

64,731

Specialty Retailing - 0.6%

Michaels Stores, Inc. Tranche B1, term loan 2.5192% 10/31/13 (e)

17,116

15,234

Sally Holdings LLC Tranche B, term loan 2.5434% 11/16/13 (e)

1,935

1,848

Toys 'R' Us, Inc. term loan 4.4938% 7/19/12 (e)

6,975

6,748

 

23,830

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Steels - 0.1%

Edgen Murray Corp. term loan 3.1111% 5/11/14 (e)

$ 3,995

$ 2,916

Super Retail - 0.7%

Dollar General Corp. Tranche B1, term loan 3.0114% 7/6/14 (e)

11,970

11,342

Gold Toe Investment Corp. Tranche 1LN, term loan 8.5% 10/30/13 (e)

4,853

4,076

J. Crew Group, Inc. term loan 2.0625% 5/15/13 (e)

3,389

3,118

PETCO Animal Supplies, Inc. term loan 2.5187% 10/26/13 (e)

7,687

7,380

 

25,916

Technology - 4.1%

Affiliated Computer Services, Inc.:

term loan 2.2438% 3/20/13 (e)

13,822

13,615

Tranche B2, term loan 2.2436% 3/20/13 (e)

21,613

21,289

Avaya, Inc. term loan 3.1369% 10/26/14 (e)

3,990

3,411

Fidelity National Information Solutions, Inc. Tranche C, term loan 4.4731% 1/18/12 (e)

361

359

First Data Corp.:

Tranche B1, term loan 2.997% 9/24/14 (e)

19,401

16,637

Tranche B2, term loan 3.0355% 9/24/14 (e)

14,643

12,556

Tranche B3, term loan 3.0355% 9/24/14 (e)

10,770

9,208

Flextronics International Ltd. Tranche B-B, term loan 2.5397% 10/1/12 (e)

4,900

4,630

Freescale Semiconductor, Inc. term loan:

1.9963% 12/1/13 (e)

23,073

18,516

12.5% 12/15/14

2,657

2,736

Global Tel*Link Corp.:

term loan 9% 2/14/13 (e)

1,147

1,130

Credit-Linked Deposit 9% 2/14/13 (e)

380

375

Itron, Inc. term loan 4% 4/18/14 (e)

5,799

5,763

Kronos, Inc.:

Tranche 1LN, term loan 2.2825% 6/11/14 (e)

870

816

Tranche 2LN, term loan 6.0325% 6/11/15 (e)

2,000

1,730

Metavante Technologies, Inc. Tranche B, term loan 3.7331% 11/1/14 (e)

879

877

ON Semiconductor Corp. term loan 1.9929% 9/6/13 (e)

2,630

2,525

Open Text Corp. term loan 2.4938% 10/2/13 (e)

5,709

5,509

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Technology - continued

SunGard Data Systems, Inc.:

term loan 1.9944% 2/28/14 (e)

$ 29,500

$ 27,435

Tranche C, term loan 6.75% 2/28/14 (e)

4,965

4,965

Verifone, Inc. Tranche B, term loan 3% 10/31/13 (e)

4,073

3,869

 

157,951

Telecommunications - 7.0%

Asurion Corp. Tranche 1LN, term loan 3.2449% 7/3/14 (e)

6,000

5,685

Centennial Cellular Operating Co. LLC term loan 2.2429% 2/9/11 (e)

29,454

29,380

Cincinnati Bell, Inc. Tranche B, term loan 1.7803% 8/31/12 (e)

7,914

7,617

Crown Castle International Corp. Tranche B, term loan 1.7825% 3/6/14 (e)

7,267

6,931

Digicel International Finance Ltd. term loan 2.8125% 3/30/12 (e)

8,334

7,979

FairPoint Communications, Inc.:

Tranche A, term loan 3/31/14 

2,000

1,600

Tranche B, term loan 5% 3/31/15 (e)

3,000

2,415

Hawaiian Telcom Communications, Inc. Tranche C, term loan 4.75% 6/1/14 (e)

1,210

859

Intelsat Jackson Holdings Ltd. term loan 3.2456% 2/1/14 (e)

20,000

17,850

Intelsat Ltd. Tranche B, term loan 2.7456% 7/3/13 (e)

30,767

29,844

Level 3 Financing, Inc. term loan:

2.53% 3/13/14 (e)

14,000

12,005

11.5% 3/13/14 (e)

3,000

3,210

MetroPCS Wireless, Inc. Tranche B, term loan 2.6611% 11/3/13 (e)

9,802

9,140

PanAmSat Corp.:

Tranche B2 A, term loan 2.7456% 1/3/14 (e)

13,036

12,302

Tranche B2 B, term loan 2.7456% 1/3/14 (e)

13,032

12,299

Tranche B2 C, term loan 2.7456% 1/3/14 (e)

13,032

12,299

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

57,274

57,417

Telesat Holding, Inc. term loan:

3.25% 10/31/14 (e)

314

301

3.25% 10/31/14 (e)

3,656

3,500

Time Warner Telecom, Inc. Tranche B, term loan 2.013% 1/7/13 (e)

4,883

4,663

Wind Telecomunicazioni SpA:

Tranche B 1LN, term loan 3.9256% 5/26/13 (e)

6,000

5,760

Tranche C 1LN, term loan 4.9256% 5/26/14 (e)

6,000

5,760

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Telecommunications - continued

Windstream Corp.:

Tranche B1, term loan 1.79% 7/17/13 (e)

$ 6,125

$ 5,758

Tranche B2, term loan 3.04% 12/17/15 (e)

15,000

14,438

 

269,012

Textiles & Apparel - 0.5%

Hanesbrands, Inc. Tranche B 1LN, term loan 5.0319% 9/5/13 (e)

11,307

11,350

Levi Strauss & Co. term loan 2.495% 4/4/14 (e)

3,000

2,745

William Carter Co. term loan 1.7473% 6/29/12 (e)

3,782

3,678

 

17,773

Trucking & Freight - 0.0%

Swift Transportation Co., Inc. term loan 3.5625% 5/10/14 (e)

2,000

1,700

TOTAL FLOATING RATE LOANS

(Cost $2,975,520)

2,957,702

Nonconvertible Bonds - 16.4%

 

 

 

Aerospace - 0.1%

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

2,000

2,025

TransDigm, Inc. 7.75% 7/15/14 (c)

3,000

3,015

 

5,040

Air Transportation - 0.4%

Continental Airlines, Inc. 9.25% 5/10/17 (d)

3,000

3,030

Delta Air Lines, Inc. 9.5% 9/15/14 (c)

2,000

2,055

Delta Air Lines, Inc. pass-thru trust certificates 7.57% 11/18/10

9,000

9,000

 

14,085

Automotive - 1.3%

Ford Motor Credit Co. LLC:

1.8544% 1/15/10 (e)

26,000

25,805

5.549% 6/15/11 (e)

7,000

6,790

7.875% 6/15/10

9,000

9,088

Navistar International Corp. 8.25% 11/1/21

4,285

4,183

RSC Equipment Rental, Inc. 10% 7/15/17 (c)

2,000

2,150

Tenneco, Inc. 8.625% 11/15/14

2,000

1,870

 

49,886

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Banks and Thrifts - 1.4%

General Motors Acceptance Corp.:

2.5606% 12/1/14 (e)

$ 14,000

$ 10,570

6.875% 9/15/11

8,000

7,660

7.25% 3/2/11

6,000

5,880

7.75% 1/19/10

16,000

16,000

GMAC LLC:

6% 12/15/11

2,000

1,880

6% 12/15/11 (c)

2,000

1,870

6.875% 9/15/11 (c)

5,000

4,800

7.75% 1/19/10 (c)

5,000

5,013

 

53,673

Broadcasting - 0.0%

QVC, Inc. 7.5% 10/1/19 (c)

2,000

1,995

Building Materials - 0.1%

Nortek, Inc. 10% 12/1/13 (b)

2,000

2,030

Cable TV - 0.7%

CSC Holdings, Inc. 7.625% 4/1/11

10,406

10,796

EchoStar Communications Corp. 6.375% 10/1/11

16,000

16,280

 

27,076

Capital Goods - 0.0%

Esco Corp. 4.174% 12/15/13 (c)(e)

2,000

1,800

Chemicals - 0.4%

Huntsman International LLC 5.5% 6/30/16 (c)

3,000

2,588

Nalco Co. 7.75% 11/15/11

5,000

4,988

NOVA Chemicals Corp. 4.5375% 11/15/13 (e)

4,000

3,550

Terra Capital, Inc. 7.75% 11/1/19 (c)

4,000

4,000

 

15,126

Consumer Products - 0.0%

ACCO Brands Corp. 10.625% 3/15/15 (c)

880

950

Containers - 0.9%

Ball Corp. 7.125% 9/1/16

2,000

2,040

Berry Plastics Corp. 5.0344% 2/15/15 (e)

11,000

10,010

Berry Plastics Escrow LLC/Berry Plastics Escrow Corp. 8.25% 11/15/15 (c)

10,000

9,850

Owens-Brockway Glass Container, Inc. 7.375% 5/15/16

7,000

7,123

Silgan Holdings, Inc. 7.25% 8/15/16 (c)

4,000

4,030

 

33,053

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Electric Utilities - 1.4%

AES Corp. 9.375% 9/15/10

$ 9,000

$ 9,248

Calpine Construction Finance Co. LP 8% 6/1/16 (c)

4,000

4,060

CMS Energy Corp.:

1.2344% 1/15/13 (e)

8,000

7,280

6.3% 2/1/12

3,000

3,045

Energy Future Holdings 10.875% 11/1/17

7,000

4,830

IPALCO Enterprises, Inc. 8.625% 11/14/11

165

170

Mirant North America LLC 7.375% 12/31/13

5,997

5,937

NRG Energy, Inc. 7.375% 2/1/16

9,000

8,955

Orion Power Holdings, Inc. 12% 5/1/10

2,000

2,065

RRI Energy, Inc. 6.75% 12/15/14

7,963

8,102

 

53,692

Energy - 0.7%

Chesapeake Energy Corp.:

6.375% 6/15/15

3,500

3,308

7% 8/15/14

1,500

1,515

7.5% 9/15/13

4,000

4,060

7.625% 7/15/13

3,000

3,105

Concho Resources, Inc. 8.625% 10/1/17

2,000

2,060

Continental Resources, Inc. 8.25% 10/1/19 (c)

1,310

1,343

Quicksilver Resources, Inc. 9.125% 8/15/19

2,000

2,015

SandRidge Energy, Inc. 3.9147% 4/1/14 (e)

8,000

7,080

Western Refining, Inc. 10.75% 6/15/14 (c)(e)

2,000

1,830

 

26,316

Environmental - 0.1%

Clean Harbors, Inc. 7.625% 8/15/16 (c)

3,000

3,045

Food and Drug Retail - 0.1%

Federated Retail Holdings, Inc. 5.35% 3/15/12

3,000

2,944

Rite Aid Corp. 10.25% 10/15/19 (c)

2,635

2,642

 

5,586

Food/Beverage/Tobacco - 0.1%

Del Monte Corp. 7.5% 10/15/19 (c)

2,000

2,015

Gaming - 0.2%

Mohegan Tribal Gaming Authority 11.5% 11/1/17 (c)

2,000

1,955

Penn National Gaming, Inc. 6.875% 12/1/11

5,500

5,500

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 7.875% 11/1/17 (c)

2,000

1,970

 

9,425

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - 1.0%

Elan Finance PLC/Elan Finance Corp. 4.44% 11/15/11 (e)

$ 15,000

$ 13,875

HCA, Inc.:

7.875% 2/15/20 (c)

2,000

2,050

8.5% 4/15/19 (c)

4,000

4,240

Tenet Healthcare Corp. 8.875% 7/1/19 (c)

16,000

16,960

 

37,125

Homebuilding/Real Estate - 0.1%

Rouse Co. 8% 4/30/09 (b)

2,000

1,820

Rouse Co. LP/TRC, Inc. 6.75% 5/1/13 (b)(c)

2,000

1,780

 

3,600

Leisure - 0.1%

Universal City Development Partners Ltd./UCDP Finance, Inc. 8.875% 11/15/15 (c)

3,000

2,963

Metals/Mining - 3.5%

Arch Coal, Inc. 8.75% 8/1/16 (c)

2,000

2,040

Crown Americas LLC/Capital Corp. II 7.625% 5/15/17 (c)

6,645

6,761

Drummond Co., Inc. 9% 10/15/14 (c)

5,830

5,874

FMG Finance Property Ltd. 4.3606% 9/1/11 (c)(e)

37,000

36,168

Freeport-McMoRan Copper & Gold, Inc. 3.8813% 4/1/15 (e)

62,000

61,845

Teck Resources Ltd. 9.75% 5/15/14

20,810

23,411

 

136,099

Paper - 0.3%

Boise Paper Holdings LLC / Finance Corp. 9% 11/1/17 (c)

3,000

3,053

Domtar Corp. 7.875% 10/15/11

2,000

2,080

Georgia-Pacific LLC 8.25% 5/1/16 (c)

2,000

2,105

Solo Cup Co. 10.5% 11/1/13 (c)

3,000

3,180

Verso Paper Holdings LLC/ Verso Paper, Inc. 11.5% 7/1/14 (c)

1,885

1,979

 

12,397

Shipping - 0.2%

Navios Maritime Holdings, Inc. 8.875% 11/1/17 (c)

3,505

3,558

Ultrapetrol (Bahamas) Ltd. 9% 11/24/14

4,000

3,480

 

7,038

Steels - 0.0%

Steel Dynamics, Inc. 7.375% 11/1/12

2,000

1,995

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Super Retail - 0.2%

GSC Holdings Corp./Gamestop, Inc. 8% 10/1/12

$ 6,000

$ 6,188

Technology - 0.2%

Avago Technologies Finance Ltd. 5.8606% 6/1/13 (e)

100

98

GeoEye, Inc. 9.625% 10/1/15 (c)

1,505

1,550

NXP BV 3.0344% 10/15/13 (e)

6,465

4,784

Seagate Technology International 10% 5/1/14 (c)

2,275

2,503

 

8,935

Telecommunications - 2.9%

CC Holdings GS V LLC/Crown Castle GS III Corp. 7.75% 5/1/17 (c)

5,000

5,288

Centennial Communications Corp. 6.0397% 1/1/13 (e)

2,000

2,000

Intelsat Jackson Holdings Ltd. 8.5% 11/1/19 (c)

2,000

2,008

IPCS, Inc. 2.6081% 5/1/13 (e)

3,000

2,610

Level 3 Financing, Inc. 4.6013% 2/15/15 (e)

3,000

2,183

Qwest Corp.:

3.549% 6/15/13 (e)

4,000

3,720

7.875% 9/1/11

15,000

15,488

8.375% 5/1/16 (c)

3,000

3,090

8.875% 3/15/12

3,000

3,158

Sprint Capital Corp. 7.625% 1/30/11

11,000

11,124

Sprint Nextel Corp. 0.6831% 6/28/10 (e)

53,156

51,561

ViaSat, Inc. 8.875% 9/15/16 (c)

1,880

1,925

Wind Acquisition Finance SA 11.75% 7/15/17 (c)

6,000

6,750

 

110,905

TOTAL NONCONVERTIBLE BONDS

(Cost $605,218)

632,038

Common Stocks - 0.0%

Shares

 

Diversified Financial Services - 0.0%

Newhall Holding Co. LLC Class A (a)

289,870

34

Electric Utilities - 0.0%

Calpine Corp. (a)

20,715

233

Hotels - 0.0%

Tropicana Las Vegas Hotel & Casino, Inc. Class A (a)

48,650

973

TOTAL COMMON STOCKS

(Cost $8,054)

1,240

Money Market Funds - 10.6%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.20% (f)
(Cost $409,048)

409,047,739

$ 409,048

TOTAL INVESTMENT PORTFOLIO - 103.5%

(Cost $3,997,840)

4,000,028

NET OTHER ASSETS - (3.5)%

(136,527)

NET ASSETS - 100%

$ 3,863,501

Legend

(a) Non-income producing

(b) Non-income producing - Issuer is in default.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $178,801,000 or 4.6% of net assets.

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

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

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

(g) Remaining maturities of floating rate loans may be less than the stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty.

(h) Position or a portion of the position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $10,192,000 and $10,600,000, respectively. The coupon rate will be determined at time of settlement.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 2,525

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 973

$ -

$ -

$ 973

Financials

34

-

-

34

Utilities

233

233

-

-

Corporate Bonds

632,038

-

632,038

-

Floating Rate Loans

2,957,702

-

2,957,702

-

Money Market Funds

409,048

409,048

-

-

Total Investments in Securities:

$ 4,000,028

$ 409,281

$ 3,589,740

$ 1,007

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(6,699)

Cost of Purchases

7,706

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 1,007

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (6,699)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $196,002,000 of which $16,996,000, $139,317,000 and $39,689,000 will expire on October 31, 2015, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $3,588,792)

$ 3,590,980

 

Fidelity Central Funds (cost $409,048)

409,048

 

Total Investments (cost $3,997,840)

 

$ 4,000,028

Receivable for investments sold

14,707

Receivable for fund shares sold

9,219

Interest receivable

17,282

Distributions receivable from Fidelity Central Funds

78

Prepaid expenses

24

Other receivables

297

Total assets

4,041,635

 

 

 

Liabilities

Payable to custodian bank

$ 176

Payable for investments purchased
Regular delivery

160,230

Delayed delivery

3,000

Payable for fund shares redeemed

10,045

Distributions payable

1,796

Accrued management fee

1,827

Distribution fees payable

441

Other affiliated payables

531

Other payables and accrued expenses

88

Total liabilities

178,134

 

 

 

Net Assets

$ 3,863,501

Net Assets consist of:

 

Paid in capital

$ 4,005,003

Undistributed net investment income

35,270

Accumulated undistributed net realized gain (loss) on investments

(178,960)

Net unrealized appreciation (depreciation) on investments

2,188

Net Assets

$ 3,863,501

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($517,830 ÷ 55,611 shares)

$ 9.31

 

 

 

Maximum offering price per share (100/97.25 of $9.31)

$ 9.57

Class T:
Net Asset Value
and redemption price per share ($143,136 ÷ 15,391 shares)

$ 9.30

 

 

 

Maximum offering price per share (100/97.25 of $9.30)

$ 9.56

Class B:
Net Asset Value
and offering price per share ($44,295 ÷ 4,763 shares)A

$ 9.30

 

 

 

Class C:
Net Asset Value
and offering price per share ($334,817 ÷ 35,964 shares)A

$ 9.31

 

 

 

Fidelity Floating Rate High Income Fund:
Net Asset Value
, offering price and redemption price per share ($2,354,137 ÷ 253,114 shares)

$ 9.30

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($469,286 ÷ 50,490 shares)

$ 9.29

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

 Amounts in thousands

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Interest

 

150,272

Income from Fidelity Central Funds

 

2,525

Total income

 

152,797

 

 

 

Expenses

Management fee

$ 16,919

Transfer agent fees

4,053

Distribution fees

4,099

Accounting fees and expenses

1,088

Custodian fees and expenses

76

Independent trustees' compensation

20

Registration fees

321

Audit

164

Legal

21

Miscellaneous

48

Total expenses before reductions

26,809

Expense reductions

(38)

26,771

Net investment income

126,026

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on investment securities:

Unaffiliated issuers

 

(21,639)

Change in net unrealized appreciation (depreciation) on:

Investment securities

 

475,087

Net gain (loss)

453,448

Net increase (decrease) in net assets resulting from operations

$ 579,474

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 126,026

$ 149,958

Net realized gain (loss)

(21,639)

(139,997)

Change in net unrealized appreciation (depreciation)

475,087

(392,847)

Net increase (decrease) in net assets resulting
from operations

579,474

(382,886)

Distributions to shareholders from net investment income

(95,253)

(143,999)

Share transactions - net increase (decrease)

1,382,631

(1,374,702)

Redemption fees

826

388

Total increase (decrease) in net assets

1,867,678

(1,901,199)

 

 

 

Net Assets

Beginning of period

1,995,823

3,897,022

End of period (including undistributed net investment income of $35,270 and undistributed net investment income of $4,997, respectively)

$ 3,863,501

$ 1,995,823

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.75

$ 9.95

$ 9.96

$ 9.97

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .354

  .476

  .621

  .571

  .404

Net realized and unrealized gain (loss)

  1.232

  (1.779)

  (.196)

  (.022)

  (.008)

Total from investment operations

  1.586

  (1.303)

  .425

  .549

  .396

Distributions from net investment income

  (.278)

  (.448)

  (.625)

  (.560)

  (.397)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.278)

  (.448)

  (.627)

  (.560)

  (.407)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.31

$ 8.00

$ 9.75

$ 9.95

$ 9.96

Total Return A, B

  20.31%

  (13.87)%

  4.40%

  5.66%

  4.05%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.05%

  1.06%

  1.02%

  1.05%

  1.06%

Expenses net of fee waivers, if any

  1.05%

  1.06%

  1.02%

  1.05%

  1.06%

Expenses net of all reductions

  1.04%

  1.06%

  1.02%

  1.05%

  1.06%

Net investment income

  4.09%

  5.13%

  6.28%

  5.73%

  4.05%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 518

$ 192

$ 257

$ 285

$ 312

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .349

  .481

  .621

  .564

  .396

Net realized and unrealized gain (loss)

  1.228

  (1.762)

  (.206)

  (.022)

  (.007)

Total from investment operations

  1.577

  (1.281)

  .415

  .542

  .389

Distributions from net investment income

  (.279)

  (.450)

  (.625)

  (.553)

  (.390)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.279)

  (.450)

  (.627)

  (.553)

  (.400)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 8.00

$ 9.73

$ 9.94

$ 9.95

Total Return A, B

  20.20%

  (13.66)%

  4.30%

  5.60%

  3.98%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.04%

  1.03%

  1.03%

  1.11%

  1.13%

Expenses net of fee waivers, if any

  1.04%

  1.03%

  1.03%

  1.11%

  1.13%

Expenses net of all reductions

  1.04%

  1.03%

  1.02%

  1.11%

  1.13%

Net investment income

  4.10%

  5.16%

  6.28%

  5.67%

  3.98%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 143

$ 134

$ 309

$ 472

$ 511

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.99

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .305

  .432

  .569

  .513

  .346

Net realized and unrealized gain (loss)

  1.238

  (1.771)

  (.206)

  (.022)

  (.008)

Total from investment operations

  1.543

  (1.339)

  .363

  .491

  .338

Distributions from net investment income

  (.235)

  (.402)

  (.573)

  (.502)

  (.339)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.235)

  (.402)

  (.575)

  (.502)

  (.349)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 7.99

$ 9.73

$ 9.94

$ 9.95

Total Return A, B

  19.74%

  (14.21)%

  3.76%

  5.06%

  3.46%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.56%

  1.56%

  1.55%

  1.63%

  1.64%

Expenses net of fee waivers, if any

  1.55%

  1.55%

  1.55%

  1.63%

  1.64%

Expenses net of all reductions

  1.55%

  1.55%

  1.55%

  1.62%

  1.64%

Net investment income

  3.59%

  4.64%

  5.75%

  5.16%

  3.47%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 44

$ 42

$ 100

$ 143

$ 173

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.74

$ 9.95

$ 9.96

$ 9.97

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .288

  .408

  .553

  .508

  .341

Net realized and unrealized gain (loss)

  1.235

  (1.770)

  (.207)

  (.022)

  (.008)

Total from investment operations

  1.523

  (1.362)

  .346

  .486

  .333

Distributions from net investment income

  (.215)

  (.379)

  (.556)

  (.497)

  (.334)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.215)

  (.379)

  (.558)

  (.497)

  (.344)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.31

$ 8.00

$ 9.74

$ 9.95

$ 9.96

Total Return A, B

  19.43%

  (14.41)%

  3.58%

  5.00%

  3.40%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Expenses net of fee waivers, if any

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Expenses net of all reductions

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Net investment income

  3.35%

  4.39%

  5.59%

  5.10%

  3.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 335

$ 199

$ 345

$ 450

$ 539

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Fidelity Floating Rate High Income Fund

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.74

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .377

  .508

  .650

  .593

  .427

Net realized and unrealized gain (loss)

  1.225

  (1.771)

  (.196)

  (.021)

  (.008)

Total from investment operations

  1.602

  (1.263)

  .454

  .572

  .419

Distributions from net investment income

  (.304)

  (.478)

  (.654)

  (.583)

  (.420)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.304)

  (.478)

  (.656)

  (.583)

  (.430)

Redemption fees added to paid in capital B

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 8.00

$ 9.74

$ 9.94

$ 9.95

Total Return A

  20.55%

  (13.49)%

  4.72%

  5.92%

  4.30%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .75%

  .73%

  .73%

  .81%

  .82%

Expenses net of fee waivers, if any

  .75%

  .73%

  .73%

  .81%

  .82%

Expenses net of all reductions

  .75%

  .73%

  .72%

  .81%

  .82%

Net investment income

  4.39%

  5.46%

  6.58%

  5.97%

  4.29%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2,354

$ 1,292

$ 2,679

$ 2,989

$ 2,471

Portfolio turnover rate D

  25%

  16%

  69%

  61%

  66%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.99

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .379

  .503

  .647

  .591

  .424

Net realized and unrealized gain (loss)

  1.221

  (1.769)

  (.206)

  (.021)

  (.007)

Total from investment operations

  1.600

  (1.266)

  .441

  .570

  .417

Distributions from net investment income

  (.302)

  (.475)

  (.651)

  (.581)

  (.418)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.302)

  (.475)

  (.653)

  (.581)

  (.428)

Redemption fees added to paid in capital B

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.29

$ 7.99

$ 9.73

$ 9.94

$ 9.95

Total Return A

  20.54%

  (13.54)%

  4.58%

  5.89%

  4.27%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .77%

  .77%

  .76%

  .84%

  .85%

Expenses net of fee waivers, if any

  .77%

  .77%

  .76%

  .84%

  .85%

Expenses net of all reductions

  .77%

  .76%

  .76%

  .83%

  .85%

Net investment income

  4.36%

  5.43%

  6.55%

  5.95%

  4.26%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 469

$ 138

$ 207

$ 275

$ 285

Portfolio turnover rate D

  25%

  16%

  69%

  61%

  66%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

(Amounts in thousands except ratios)

1. Organization.

Fidelity Advisor Floating Rate High Income Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Fidelity Floating Rate High Income Fund and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 23, 2009, have

Annual Report

3. Significant Accounting Policies - continued

been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds and floating rate loans, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Certain of the Fund's securities are valued at period end by a single source or dealer. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions. Actual prices received at disposition may differ.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured. The Fund earns certain fees in connection with its floating rate loan purchasing activities. These fees are in addition to interest payments earned and may include amendment fees, consent fees and prepayment fees. These fees are recorded as Income in the accompanying financial statements.

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. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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.

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, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 162,635

Gross unrealized depreciation

(136,757)

Net unrealized appreciation (depreciation)

$ 25,878

 

 

Tax Cost

$ 3,974,150

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 28,622

Capital loss carryforward

$ (196,002)

Net unrealized appreciation (depreciation)

$ 25,878

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 95,253

$ 143,999

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 60 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies.

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.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities (including principal repayments of floating rate loans), other than short-term securities, aggregated $1,851,412 and $636,817, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 annual 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 Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 892

$ 85

Class T

0%

.25%

366

1

Class B

.55%

.15%

291

229

Class C

.75%

.25%

2,550

729

 

 

 

$ 4,099

$ 1,044

Sales Load. FDC receives a front-end sales charge of up to 2.75% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 3.50% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 185

Class T

31

Class B*

66

Class C*

86

 

$ 368

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 601

.17

Class T

239

.16

Class B

98

.24

Class C

403

.16

Fidelity Floating Rate High Income Fund

2,228

.12

Institutional Class

484

.15

 

$ 4,053

 

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.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. 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, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class B

1.55%

$ 6

Annual Report

8. Expense Reductions - continued

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 $32.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 10,536

$ 11,040

Class T

4,731

10,312

Class B

1,155

3,137

Class C

6,049

11,350

Fidelity Floating Rate High Income Fund

62,441

99,177

Institutional Class

10,341

8,983

Total

$ 95,253

$ 143,999

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

48,725

12,782

$ 415,716

$ 119,270

Reinvestment of distributions

1,018

942

8,748

8,667

Shares redeemed

(18,093)

(16,135)

(158,144)

(147,587)

Net increase (decrease)

31,650

(2,411)

$ 266,320

$ (19,650)

Class T

 

 

 

 

Shares sold

7,181

2,613

$ 60,340

$ 24,324

Reinvestment of distributions

487

970

4,066

8,971

Shares redeemed

(8,995)

(18,575)

(77,682)

(171,534)

Net increase (decrease)

(1,327)

(14,992)

$ (13,276)

$ (138,239)

Class B

 

 

 

 

Shares sold

1,793

459

$ 15,223

$ 4,273

Reinvestment of distributions

105

253

867

2,337

Shares redeemed

(2,368)

(5,780)

(19,832)

(53,368)

Net increase (decrease)

(470)

(5,068)

$ (3,742)

$ (46,758)

Class C

 

 

 

 

Shares sold

19,145

4,102

$ 163,896

$ 38,173

Reinvestment of distributions

479

816

4,023

7,528

Shares redeemed

(8,474)

(15,538)

(71,281)

(142,119)

Net increase (decrease)

11,150

(10,620)

$ 96,638

$ (96,418)

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Fidelity Floating Rate High Income Fund

 

 

 

 

Shares sold

185,964

58,551

$ 1,569,071

$ 537,327

Reinvestment of distributions

6,026

9,069

51,119

83,798

Shares redeemed

(100,407)

(181,259)

(857,029)

(1,661,471)

Net increase (decrease)

91,583

(113,639)

$ 763,161

$ (1,040,346)

Institutional Class

 

 

 

 

Shares sold

53,110

12,811

$ 449,402

$ 119,600

Reinvestment of distributions

653

554

5,644

5,092

Shares redeemed

(20,585)

(17,333)

(181,516)

(157,983)

Net increase (decrease)

33,178

(3,968)

$ 273,530

$ (33,291)

11. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor Floating Rate High Income Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Floating Rate High Income Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians, agent banks, and brokers; where replies were not received from brokers or agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Floating Rate High Income Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Thomas C. Hense (45)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Advisor Floating Rate High Income Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/07/09

12/04/09

$-

$.05

A total of 1.02% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $70,576,606 of distributions paid during the period January 1, 2009 to October 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Floating Rate High Income Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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 proprietary custom 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, 2008, the cumulative total returns of Fidelity Floating Rate High Income Fund (retail class) and Class C of the fund, the cumulative total returns of a proprietary custom index ("benchmark"), and a range of cumulative total 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 Fidelity Floating Rate High Income Fund (retail class) and Class C show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's proprietary custom index is an index developed by FMR that represents the performance of the fund's general investment categories.

Annual Report

Fidelity Advisor Floating Rate High Income Fund

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The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Floating Rate High Income Fund (retail class) of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of Fidelity Floating Rate High Income Fund (retail class) of the fund compared favorably to its benchmark for all the periods shown. 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.

The Board reviewed the year-to-date performance of Fidelity Floating Rate High Income Fund (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. 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 25% means that 75% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Advisor Floating Rate High Income Fund

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Annual Report

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 2008.

Furthermore, the Board considered that it had approved an amendment (effective February 1, 2007) to the fund's management contract that lowered the individual fund fee rate from 55 basis points to 45 basis points. The Board considered that the chart reflects the fund's lower management fee in 2007, as if the lower fee were in effect for the entire year.

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 Class A, Class T, Class B, Institutional Class, and Fidelity Floating Rate High Income Fund (retail class) ranked below its competitive median for 2008 and the total expenses of Class C ranked above its competitive median for 2008. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of each class of the fund were reasonable, although in one case 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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 also noted that the reduction in the fund's individual fund fee rate by 10 basis points delivers significant economies to fund shareholders.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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 concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

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

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

AFRI-UANN-1209
1.784742.106

fid144

(Fidelity Investment logo)(registered trademark)
Fidelity
Floating Rate High Income
Fund

(A Class of Fidelity® Advisor
Floating Rate High Income Fund)

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

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 financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Life of
fund
A

Fidelity Floating Rate High Income FundB

20.55%

3.82%

4.07%

A From August 16, 2000.

B The initial offering of retail shares took place on September 19, 2002. Returns prior to September 19, 2002 are those of Institutional Class of Fidelity Advisor Floating Rate High Income Fund, one of the original classes of the fund.

Annual Report

$10,000 Over Life of Fund*

Let's say hypothetically that $10,000 was invested in Fidelity Floating Rate High Income Fund, a class of the fund, on August 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's®
(S&P®)/Loan Syndications and Trading Association Leveraged Performing Loan Index performed over the same period. The initial offering of Fidelity Floating Rate High Income Fund took place on September 19, 2002. See the previous page for additional information regarding the performance of Fidelity Floating Rate High Income Fund.


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* From August 31, 2000 (first date following the fund's commencement for which the life of fund return for the S&P/LSTA Leveraged Performing Loan Index is available).

Annual Report

Management's Discussion of Fund Performance

Market Recap: The Standard & Poor's® (S&P®)/LSTA Leveraged Performing Loan Index returned 31.61% for the year ending October 31, 2009, a staggering 25.54% of which was from capital appreciation. The fourth quarter of 2008 was the worst three-month period on record for the loan market, driven by rising defaults, a dismal economic backdrop, scarce liquidity and weak demand. We began 2009 with yields and prices at levels never seen in the history of the loan market: The S&P/LSTA index ended 2008 with an average price of 62% of par, a nominal spread of LIBOR (London Interbank Offered Rate) +2.67% and an implied discounted spread of LIBOR +23.6%. The loan-market rally was driven predominantly by technical factors and an improving outlook for the U.S. economy. As the market's fears were calmed, demand increased due to repayments, corporate buybacks and increased investments from traditional and non-traditional investors alike. Supply shrank as the trickle of new issuance could not keep pace with the rate of repayments and bond-for-loan takeouts. Liquidity returned to the markets later in the period, allowing companies to avoid bankruptcy by refinancing existing debt. Accordingly, while defaults rose steadily, reaching a record 10.7% as of the end of October 2009, the extreme defaults that many market participants expected this year were avoided.

Comments from Christine McConnell, Portfolio Manager of Fidelity Floating Rate High Income Fund: The fund's bias toward higher credit quality helped in the first half of the period but detracted in the second half as lower-quality issues outperformed. For the year, the fund's Retail Class shares rose 20.55%, trailing the S&P/LSTA index. Major detractors from relative performance included security selection within the telecommunications and cable/satellite TV sectors, particularly an early-period underweighting in Alltel and second-half overweightings in Cablevision, Charter Communications and Intelsat. Security selection in health care also dampened results, led by stakes in Community Health Systems and HCA Healthcare. A sizable average cash position held during the period hurt as well. Limited supply in the loan market made it difficult to put new money to work quickly. Contributing to performance was security selection and an underweighting in publishing, including not owning weak-performing index component Tribune Co., and a strong out-of-benchmark pick early in the period in waste hauler Allied Waste, which merged with Republic Services. Underweighting independent power producer TXU also aided results, as did an overweighting in auto-parts maker Visteon. Some of the contributors and detractors mentioned were sold before period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

 



Annualized
Expense Ratio


Beginning
Account Value
May 1, 2009


Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to
October 31, 2009

Class A

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.40

$ 5.44

Hypothetical A

 

$ 1,000.00

$ 1,020.01

$ 5.24

Class T

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.50

$ 5.44

Hypothetical A

 

$ 1,000.00

$ 1,020.01

$ 5.24

Class B

1.55%

 

 

 

Actual

 

$ 1,000.00

$ 1,093.70

$ 8.18

Hypothetical A

 

$ 1,000.00

$ 1,017.39

$ 7.88

Class C

1.76%

 

 

 

Actual

 

$ 1,000.00

$ 1,092.40

$ 9.28

Hypothetical A

 

$ 1,000.00

$ 1,016.33

$ 8.94

Fidelity Floating Rate High Income Fund

.74%

 

 

 

Actual

 

$ 1,000.00

$ 1,098.10

$ 3.91

Hypothetical A

 

$ 1,000.00

$ 1,021.48

$ 3.77

Institutional Class

.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,098.10

$ 4.07

Hypothetical A

 

$ 1,000.00

$ 1,021.32

$ 3.92

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Five Holdings as of October 31, 2009

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

HCA, Inc.

3.3

3.5

Charter Communications Operating LLC

2.7

2.8

Community Health Systems, Inc.

2.6

2.7

CSC Holdings, Inc.

2.4

2.6

Qwest Corp.

2.2

2.0

 

13.2

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Healthcare

13.9

13.6

Telecommunications

9.9

9.9

Electric Utilities

9.0

8.3

Cable TV

8.7

9.1

Chemicals

5.0

4.9

Quality Diversification (% of fund's net assets)

As of October 31, 2009

As of April 30, 2009

fid103

AAA,AA,A 0.0%

 

fid103

AAA,AA,A 0.1%

 

fid106

BBB 8.3%

 

fid106

BBB 6.3%

 

fid109

BB 44.2%

 

fid109

BB 48.9%

 

fid112

B 26.5%

 

fid112

B 16.9%

 

fid115

CCC,CC,C 5.0%

 

fid115

CCC,CC,C 3.3%

 

fid118

D 1.1%

 

fid118

D 3.0%

 

fid121

Not Rated 7.8%

 

fid121

Not Rated 6.5%

 

fid124

Equities 0.0%

 

fid124

Equities 0.0%

 

fid127

Short-Term
Investments and
Net Other Assets 7.1%

 

fid127

Short-Term
Investments and
Net Other Assets 15.0%

 

fid223

We have used ratings from Moody's® Investors Service, Inc. Where Moody's ratings are not available, we have used S&P ratings. All ratings are as of the report date and do not reflect subsequent downgrades.

Asset Allocation (% of fund's net assets)

As of October 31, 2009*

As of April 30, 2009**

fid103

Floating Rate Loans 76.5%

 

fid103

Floating Rate Loans 77.7%

 

fid115

Nonconvertible
Bonds 16.4%

 

fid115

Nonconvertible
Bonds 7.3%

 

fid127

Short-Term
Investments and
Net Other Assets 7.1%

 

fid127

Short-Term
Investments and
Net Other Assets 15.0%

 

* Foreign investments

5.8%

 

** Foreign investments

3.3%

 

fid231

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Floating Rate Loans (g) - 76.5%

 

Principal Amount (000s)

Value (000s)

Aerospace - 1.2%

BE Aerospace, Inc. Tranche B, term loan 5% 7/28/14 (e)

$ 3,950

$ 3,930

Hexcel Corp. Tranche B, term loan 6.5% 5/21/14 (e)

7,500

7,575

Mid-Western Aircraft Systems, Inc. Tranche B, term loan 2.0344% 9/30/13 (e)

16,569

15,907

Sequa Corp. term loan 3.881% 12/3/14 (e)

2,000

1,740

TransDigm, Inc. term loan 2.2894% 6/23/13 (e)

14,340

13,766

Wesco Aircraft Hardware Corp. Tranche 1LN, term loan 2.5% 9/29/13 (e)

4,576

4,347

 

47,265

Air Transportation - 0.1%

Delta Air Lines, Inc. Tranche 1LN, term loan 8.75% 9/27/13 (e)

3,815

3,820

Automotive - 3.5%

Federal-Mogul Corp.:

Tranche B, term loan 2.1875% 12/27/14 (e)

22,390

17,184

Tranche C, term loan 2.1875% 12/27/15 (e)

11,423

8,710

Ford Motor Co. term loan 3.2875% 12/15/13 (e)

43,649

38,956

Lear Corp. term loan 7.5% 10/25/14 (e)

4,455

4,477

Oshkosh Co. Tranche B, term loan 6.3163% 12/6/13 (e)

3,215

3,199

Rexnord Corp. Tranche B, term loan 2.7862% 7/19/13 (e)

1,989

1,909

Tenneco, Inc. Credit-Linked Deposit 5.7456% 3/16/14 (e)

8,000

7,520

The Goodyear Tire & Rubber Co. Tranche 2LN, term loan 2.34% 4/30/14 (e)

39,500

35,155

TRW Automotive Holdings Corp. Tranche B1, term loan 6.25% 2/9/14 (e)

8,844

8,844

Visteon Corp. term loan 4.426% 6/13/13 (b)(e)

10,000

8,550

 

134,504

Broadcasting - 2.9%

Citadel Broadcasting Corp.:

Tranche A, term loan 6/12/13 

2,000

1,380

Tranche B, term loan 2.04% 6/12/14 (e)

7,000

4,690

Entravision Communication Corp. term loan 5.54% 3/29/13 (e)

593

551

FoxCo Acquisition LLC Tranche B, term loan 7.5% 7/14/15 (e)

1,787

1,617

Nexstar Broadcasting, Inc. Tranche B, term loan 5.0017% 10/1/12 (e)

19,378

17,052

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Broadcasting - continued

Paxson Communications Corp. term loan 4.3444% 1/15/12 (b)(e)

$ 4,000

$ 920

Raycom Media, Inc. Tranche B, term loan 1.75% 6/25/14 (e)

6,430

5,208

Sinclair Broadcast Group, Inc. Tranche B, term loan 6.75% 10/23/15 (e)

6,000

6,030

Univision Communications, Inc. Tranche 1LN, term loan 2.5325% 9/29/14 (e)

67,005

53,604

VNU, Inc. term loan 2.2444% 8/9/13 (e)

22,138

20,312

 

111,364

Cable TV - 8.0%

Cequel Communications LLC Tranche 1LN, term loan 2.2445% 11/5/13 (e)

9,934

9,412

Charter Communications Operating LLC:

term loan 9.25% 3/6/14 (e)

7,902

8,001

Tranche B 1LN, term loan 6.25% 3/6/14 (e)

107,560

98,149

CSC Holdings, Inc. Tranche B, term loan 2.0494% 3/31/13 (e)

84,925

80,891

DIRECTV Holdings LLC:

Tranche B, term loan 1.7429% 4/13/13 (e)

37,168

36,238

Tranche C, term loan 5.25% 4/13/13 (e)

9,396

9,373

Discovery Communications, Inc.:

term loan 2.2825% 5/14/14 (e)

24,550

23,691

Tranche C, term loan 5.25% 5/14/14 (e)

11,940

12,089

Insight Midwest Holdings LLC Tranche B, term loan 2.29% 4/6/14 (e)

6,750

6,413

Mediacom LLC Tranche D, term loan 5.5% 3/31/17 (e)

3,000

2,985

San Juan Cable, Inc. Tranche 1LN, term loan 2.04% 10/31/12 (e)

4,682

4,355

UPC Broadband Holding BV:

Tranche N1, term loan 1.9963% 12/31/14 (e)

15,008

13,957

Tranche T, term loan 3.7463% 12/31/16 (e)

3,000

2,873

 

308,427

Capital Goods - 3.0%

Amsted Industries, Inc.:

term loan 2.2895% 4/5/13 (e)

4,665

4,198

Tranche DD, term loan 2.3977% 4/5/13 (e)

3,027

2,724

Ashtead Group PLC term loan 2.0625% 8/31/11 (e)

2,688

2,560

Baldor Electric Co. term loan 5.25% 1/31/14 (e)

5,792

5,785

Bucyrus International, Inc. Tranche B, term loan 1.8677% 5/4/14 (e)

12,092

11,729

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Capital Goods - continued

Chart Industries, Inc. Tranche B, term loan 2.25% 10/17/12 (e)

$ 2,806

$ 2,764

Dresser, Inc. Tranche B 1LN, term loan 2.6794% 5/4/14 (e)

29,319

27,193

EnergySolutions, Inc.:

Credit-Linked Deposit 4% 6/7/13 (e)

317

296

term loan 4.05% 6/7/13 (e)

6,580

6,547

Flowserve Corp. term loan 1.8125% 8/10/12 (e)

33,006

32,016

Polypore, Inc. Tranche B, term loan 2.46% 7/3/14 (e)

3,910

3,617

Rexnord Corp. Tranche B A0, term loan 2.5% 7/19/13 (e)

2,893

2,748

Sensus Metering Systems, Inc. Tranche B term loan 2.2841% 12/17/10 (e)

4,487

4,341

Terex Corp. term loan 4.3475% 7/14/13 (e)

10,225

10,020

 

116,538

Chemicals - 4.6%

Ashland, Inc. Tranche B, term loan 7.65% 5/13/14 (e)

5,198

5,250

Celanese Holding LLC:

Revolving Credit-Linked Deposit 1.9956% 4/2/13 (e)

5,526

4,974

term loan 2.0369% 4/2/14 (e)

39,130

36,293

Ferro Corp. Tranche B, term loan 6.2837% 6/6/12 (e)

2,000

1,900

Gentek Holding LLC Tranche B, term loan 7% 10/29/14 (e)

4,000

3,980

Georgia Gulf Corp. term loan 10% 10/3/13 (e)

14,386

14,314

Huntsman International LLC Tranche B, term loan 1.9938% 4/19/14 (e)

19,320

17,436

INEOS US Finance:

Tranche B, term loan 7.501% 12/16/13 (e)

3,546

3,050

Tranche C, term loan 8.001% 12/16/14 (e)

3,546

3,050

Lyondell Chemical Co. term loan 8.6678% 12/15/09 (e)(h)

30,585

31,809

MacDermid, Inc. Tranche B, term loan 2.2429% 4/12/14 (e)

2,057

1,759

Momentive Performance Materials, Inc. Tranche B1, term loan 2.5% 12/4/13 (e)

12,675

10,521

Nalco Co.:

term loan 5.75% 5/6/16 (e)

19,925

20,274

Tranche B, term loan 2.0625% 11/4/10 (e)

6,461

6,428

Rockwood Specialties Group, Inc. Tranche H, term loan 6% 5/15/14 (e)

8,970

9,060

Solutia, Inc. term loan 7.25% 2/28/14 (e)

5,884

5,973

 

176,071

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Consumer Products - 0.4%

Jarden Corp.:

Tranche B1, term loan 2.0325% 1/24/12 (e)

$ 1,646

$ 1,584

Tranche B4, term loan 3.5325% 1/26/15 (e)

1,874

1,855

Jostens IH Corp. Tranche C, term loan 2.6369% 12/21/11 (e)

1,366

1,344

Revlon Consumer Products Corp. term loan 4.2945% 1/15/12 (e)

7,000

6,773

Spectrum Brands, Inc.:

Credit-Linked Deposit 4.65% 6/30/12 (e)

98

95

Tranche B1, term loan 8.0001% 6/30/12 (e)

1,899

1,851

Weight Watchers International, Inc. Tranche B, term loan 1.7858% 1/26/14 (e)

1,886

1,792

 

15,294

Containers - 1.8%

Anchor Glass Container Corp. term loan 6.75% 6/20/14 (e)

13,036

13,036

Berry Plastics Holding Corp. Tranche C, term loan 2.2997% 4/3/15 (e)

4,977

4,268

BWAY Corp. Tranche B, term loan 2.5291% 7/17/13 (e)

1,908

1,784

Crown Holdings, Inc.:

term loan B 1.995% 11/15/12 (e)

15,035

14,584

Tranche B, term loan 1.995% 11/15/12 (e)

9,501

9,216

Owens-Brockway Glass Container, Inc. Tranche B, term loan 1.7444% 6/14/13 (e)

26,122

25,469

 

68,357

Diversified Financial Services - 0.9%

Ameritrade Holding Corp. Tranche B, term loan 1.75% 1/23/13 (e)

6,753

6,500

BRSP LLC term loan 7.5% 6/24/14 (e)

5,000

4,675

Clear Channel Capital I LLC Tranche B, term loan 3.8938% 1/29/16 (e)

15,000

10,500

DaimlerChrysler Financial Services Tranche 1LN, term loan 4.25% 8/3/12 (e)

1,990

1,905

Nuveen Investments, Inc. term loan 3.2819% 11/13/14 (e)

4,044

3,437

Tempus Public Foundation Generation Holdings LLC:

revolver loan 2.2897% 12/15/11 (e)

195

186

Credit-Linked Deposit 2.2897% 12/15/13 (e)

623

592

Tranche 1LN, term loan 2.2429% 12/15/13 (e)

1,697

1,612

Tranche 2LN, term loan 4.5014% 12/15/14 (e)

4,825

4,125

 

33,532

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Diversified Media - 0.3%

Lamar Media Corp. Tranche F, term loan 5.5% 3/31/14 (e)

$ 9,602

$ 9,530

LBI Media, Inc. term loan 1.7429% 3/31/12 (e)

2,220

1,842

Thomson Media, Inc. Tranche B1, term loan 5.29% 11/8/11 (e)

960

777

 

12,149

Electric Utilities - 7.6%

AES Corp. term loan 3.29% 8/10/11 (e)

14,732

14,217

Ashmore Energy International:

Revolving Credit-Linked Deposit 3.2438% 3/30/12 (e)

2,708

2,519

term loan 3.2825% 3/30/14 (e)

27,236

25,329

Calpine Corp. Tranche D, term loan 3.165% 3/29/14 (e)

38,057

34,631

Covanta Energy Corp.:

term loan 1.75% 2/9/14 (e)

5,877

5,583

Credit-Linked Deposit 1.6869% 2/9/14 (e)

2,967

2,819

Dynegy Holdings, Inc.:

Revolving Credit-Linked Deposit 4% 4/2/13 (e)

32,094

30,970

Tranche B, term loan 4% 4/2/13 (e)

2,851

2,751

Energy Investors Funds term loan 1.995% 4/11/14 (e)

2,642

2,497

MACH Gen LLC Credit-Linked Deposit 2.2825% 2/22/13 (e)

182

167

Mirant North America LLC term loan 1.9929% 1/3/13 (e)

20,149

19,192

NRG Energy, Inc.:

term loan 2.0214% 2/1/13 (e)

44,859

41,944

Credit-Linked Deposit 2.0325% 2/1/13 (e)

28,314

26,474

NSG Holdings LLC:

Credit-Linked Deposit 1.799% 6/15/14 (e)

247

230

Tranche B, term loan 1.799% 6/15/14 (e)

1,476

1,372

Reliant Energy, Inc. Credit-Linked Deposit 1.9763% 6/30/14 (e)

11,150

10,537

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Tranche B1, term loan 3.7445% 10/10/14 (e)

37,715

28,993

Tranche B2, term loan 3.7446% 10/10/14 (e)

14,643

11,275

Tranche B3, term loan 3.7446% 10/10/14 (e)

45,058

34,244

 

295,744

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Energy - 0.6%

Alon USA, Inc. term loan 2.4929% 8/4/13 (e)

$ 1,881

$ 1,535

Citgo Petroleum Corp. Tranche B, term loan 1.7231% 11/15/12 (e)

11,495

10,690

Coffeyville Resources LLC Tranche D, term loan 8.5% 12/28/13 (e)

1,555

1,508

Compagnie Generale de Geophysique SA term loan 3.9249% 1/12/14 (e)

1,374

1,346

MEG Energy Corp.:

term loan 2.29% 4/3/13 (e)

1,432

1,332

Tranche DD, term loan 2.29% 4/3/13 (e)

1,460

1,358

Nebraska Energy, Inc.:

Tranche 1LN, Credit-Linked Deposit 2.8125% 11/1/13 (e)

564

516

Tranche B 1LN, term loan 2.8125% 11/1/13 (e)

4,375

4,003

Targa Resources, Inc./Targa Resources Finance Corp.:

Credit-Linked Deposit 2.2825% 10/31/12 (e)

418

412

term loan 2.2429% 10/31/12 (e)

545

538

Western Refining, Inc. term loan 8.25% 5/30/14 (e)

1,484

1,432

 

24,670

Entertainment/Film - 0.1%

MGM Holdings II, Inc.:

Tranche B, term loan 20.5% 4/8/12 (e)

5,069

2,788

Tranche B1, term loan 20.5% 4/8/12 (e)

3,964

2,180

 

4,968

Environmental - 0.0%

Synagro Technologies, Inc. Tranche 1LN, term loan 2.24% 3/30/14 (e)

459

370

Food and Drug Retail - 1.2%

GNC Corp. term loan 2.5246% 9/16/13 (e)

2,853

2,639

Rite Aid Corp.:

Tranche 3, term loan 6% 6/4/14 (e)

1,995

1,865

Tranche ABL, term loan 2% 6/4/14 (e)

11,373

9,780

Tranche B4, term loan 9.5% 6/15/15 (e)

20,000

20,550

SUPERVALU, Inc. Tranche B, term loan 1.5306% 6/2/12 (e)

14,288

13,645

 

48,479

Food/Beverage/Tobacco - 2.2%

Constellation Brands, Inc. Tranche B, term loan 1.75% 6/5/13 (e)

35,313

33,901

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Food/Beverage/Tobacco - continued

Dean Foods Co. Tranche B, term loan 1.6649% 4/2/14 (e)

$ 24,489

$ 22,653

Del Monte Corp. Tranche B, term loan 1.7666% 2/8/12 (e)

5,082

4,936

Herbalife International, Inc. term loan 1.74% 7/21/13 (e)

1,679

1,587

Michael Foods, Inc. Tranche B, term loan 6.5% 5/1/14 (e)

2,275

2,298

Reddy Ice Group, Inc. term loan 1.995% 8/12/12 (e)

2,000

1,760

Wm. Wrigley Jr. Co. Tranche B, term loan 6.5% 10/6/14 (e)

17,051

17,243

 

84,378

Gaming - 2.5%

Ameristar Casinos, Inc. term loan 3.5341% 11/10/12 (e)

4,836

4,800

Choctaw Resort Development Enterprise term loan 7.25% 11/4/11 (e)

1,235

1,217

Harrah's Entertainment, Inc.:

Tranche B1, term loan 3.2822% 1/28/15 (e)

3,688

2,941

Tranche B2, term loan 3.2822% 1/28/15 (e)

5,890

4,712

Tranche B3, term loan 3.2822% 1/28/15 (e)

2,863

2,283

Harrah's Operating Co., Inc. Tranche B4, term loan 9.5% 10/31/16 (e)

5,000

4,907

Las Vegas Sands LLC:

term loan 2.04% 5/23/14 (e)

1,172

938

Tranche B, term loan 2.04% 5/23/14 (e)

5,800

4,640

MGM Mirage, Inc. term loan 6% 10/3/11 (e)

21,410

19,376

Penn National Gaming, Inc. Tranche B, term loan 2.0099% 10/3/12 (e)

20,901

20,117

Town Sports International LLC term loan 2.0625% 2/27/14 (e)

2,903

2,671

Venetian Macau Ltd.:

Tranche B, term loan 5.79% 5/26/13 (e)

7,186

6,575

Tranche DD, term loan 5.79% 5/26/12 (e)

7,683

7,030

Venetian Macau US Finance, Inc. Tranche B, term loan 5.79% 5/25/13 (e)

13,654

12,493

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. term loan B 2.125% 8/15/13 (e)

2,313

2,128

 

96,828

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - 12.9%

AMR HoldCo, Inc./EmCare HoldCo, Inc. term loan 2.2456% 2/7/12 (e)

$ 6,180

$ 5,902

Bausch & Lomb, Inc. term loan:

3.5191% 4/26/15 (e)

2,277

2,163

3.5325% 4/26/15 (e)

9,376

8,907

Biomet, Inc. term loan 3.2822% 3/25/15 (e)

6,964

6,651

Boston Scientific Corp. term loan 2.0331% 4/21/11 (e)

14,383

14,023

Casella Waste Systems, Inc. Tranche B 1LN, term loan 7% 4/9/14 (e)

2,993

3,007

Community Health Systems, Inc.:

Tranche B, term loan 2.6104% 7/25/14 (e)

103,795

96,529

Tranche DD, term loan 2.4929% 7/25/14 (e)

5,296

4,926

DaVita, Inc. Tranche B1, term loan 1.7591% 10/5/12 (e)

38,257

36,248

Fresenius Medical Care Holdings, Inc.:

Tranche B 1LN, term loan 6.75% 9/10/14 (e)

8,325

8,408

Tranche B 2LN, term loan 6.75% 9/10/14 (e)

4,578

4,623

Tranche B, term loan 1.6591% 3/31/13 (e)

34,636

33,250

HCA, Inc. Tranche B, term loan 2.5325% 11/17/13 (e)

128,532

119,528

Health Management Associates, Inc. Tranche B, term loan 2.0325% 2/28/14 (e)

1,993

1,841

HealthSouth Corp. term loan:

2.5496% 3/10/13 (e)

6,816

6,509

4.05% 3/15/14 (e)

5,610

5,403

Hologic, Inc. Tranche B, term loan 3.5% 3/31/13 (e)

490

473

IASIS Healthcare Corp.:

term loan 2.2429% 3/15/14 (e)

4,459

4,158

Credit-Linked Deposit 2.2435% 3/15/14 (e)

417

389

Tranche DD, term loan 2.2429% 3/15/14 (e)

1,545

1,441

Inverness Medical Innovations, Inc.:

Tranche 1LN, term loan 2.2602% 6/26/14 (e)

14,044

13,187

Tranche 2LN, term loan 4.4938% 6/26/15 (e)

2,500

2,438

LifePoint Hospitals, Inc. Tranche B, term loan 2.015% 4/15/12 (e)

19,220

18,451

Mylan, Inc. Tranche B, term loan 3.5504% 10/2/14 (e)

11,814

11,489

National Renal Institutes, Inc. Tranche B, term loan 5.3125% 3/31/13 (e)

3,246

2,759

Psychiatric Solutions, Inc. term loan 2.0182% 7/1/12 (e)

12,123

11,456

PTS Acquisition Corp. term loan 2.4929% 4/10/14 (e)

3,809

3,237

Renal Advantage, Inc. Tranche B, term loan 2.7894% 9/30/12 (e)

4,050

3,807

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - continued

Skilled Healthcare Group, Inc. Tranche 1LN, term loan 2.2818% 6/15/12 (e)

$ 3,830

$ 3,639

Sun Healthcare Group, Inc.:

Credit-Linked Deposit 2.2825% 4/19/13 (e)

1,313

1,235

Tranche B, term loan 2.5217% 4/19/14 (e)

6,237

5,863

Team Health, Inc. term loan 2.3744% 11/22/12 (e)

2,131

2,003

Vanguard Health Holding Co. I, LLC term loan 2.4929% 9/23/11 (e)

8,595

8,370

VCA Antech, Inc. term loan 1.75% 5/16/11 (e)

5,850

5,733

Vicar Operating, Inc. term loan 1.75% 5/16/11 (e)

13,746

13,471

VWR Funding, Inc. term loan 2.7429% 6/29/14 (e)

8,978

8,147

Warner Chilcott Corp.:

term loan 1.75% 4/30/15 (e)

2,373

2,349

Tranche A, term loan 5.5% 10/30/14 (e)

6,780

6,805

Tranche B, term loan 5.75% 4/30/15 (e)

10,847

10,916

 

499,734

Homebuilding/Real Estate - 0.8%

CB Richard Ellis Group, Inc. Tranche B, term loan 6% 12/20/13 (e)

2,877

2,791

General Growth Properties, Inc. Tranche A1, term loan 1.79% 2/24/10 (b)(e)

1,028

832

Realogy Corp.:

Credit-Linked Deposit 3.2457% 10/10/13 (e)

2,744

2,277

Tranche 2LN, term loan 13.5% 10/15/17

8,000

8,120

Tranche B, term loan 3.2869% 10/10/13 (e)

9,191

7,628

Tranche DD, term loan 3.2857% 10/10/13 (e)

9,975

8,279

 

29,927

Leisure - 1.6%

Six Flags, Inc. Tranche B, term loan 2.5% 4/30/15 (e)

12,940

12,551

Universal City Development Partners Ltd.:

term loan 6% 6/9/11 (e)

20,686

20,583

Tranche B, term loan 6.5% 11/4/14 (e)

30,000

30,000

 

63,134

Metals/Mining - 0.4%

Compass Minerals Tranche B, term loan 1.7648% 12/22/12 (e)

8,849

8,672

Novelis Corp. term loan 2.2627% 7/6/14 (e)

4,856

4,370

Oxbow Carbon LLC:

Tranche B, term loan 2.2664% 5/8/14 (e)

1,585

1,502

Tranche DD, term loan 2.2825% 5/8/14 (e)

151

143

 

14,687

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Paper - 2.6%

Domtar Corp. Tranche B, term loan 1.62% 3/7/14 (e)

$ 1,885

$ 1,791

Georgia-Pacific Corp.:

Tranche B 1LN, term loan 2.3164% 12/20/12 (e)

51,794

49,592

Tranche B, term loan 2.3263% 12/20/12 (e)

14,702

14,132

Graphic Packaging International, Inc. Tranche B, term loan 2.2801% 5/16/14 (e)

8,000

7,580

Smurfit-Stone Container Enterprises, Inc. term loan 2.8995% 11/11/11 (e)

29,127

28,253

White Birch Paper Co. Tranche 1LN, term loan 7% 5/8/14 (e)

1,951

595

 

101,943

Publishing/Printing - 1.9%

Cengage Learning, Inc. Tranche B, term loan 2.74% 7/5/14 (e)

18,873

16,184

Cenveo Corp.:

Tranche C, term loan 4.7919% 6/21/13 (e)

2,429

2,356

Tranche DD, term loan 4.7919% 6/21/13 (e)

103

100

Dex Media East LLC Tranche B, term loan 2.25% 10/24/14 (e)

10,330

7,954

Education Media and Publishing Group Ltd. Tranche 1LN, term loan 5.2844% 6/12/14 (e)

14,125

12,077

Idearc, Inc. Tranche B, term loan 3.4179% 11/17/14 (b)(e)

4,225

1,986

Newsday LLC term loan 10.5% 8/1/13

3,000

3,150

Quebecor World, Inc. term loan 9% 7/12/12 (e)

6,728

6,728

R.H. Donnelley Corp. Tranche D2, term loan 6.75% 6/30/11 (e)

13,155

11,051

R.H. Donnelley Corp. Tranche D1, term loan 6.75% 6/30/11 (e)

5,107

4,290

The Reader's Digest Association, Inc. term loan:

4.4898% 3/2/14 (b)(e)

6,000

2,970

13.5% 8/26/10 (e)

2,200

2,277

Yell Group PLC Tranche B1, term loan 3.2825% 2/10/13 (e)

3,200

2,304

 

73,427

Railroad - 0.4%

Kansas City Southern Railway Co.:

Tranche B, term loan 2.0546% 4/28/13 (e)

15,458

14,608

Tranche C, term loan 1.7773% 4/28/13 (e)

2,933

2,698

 

17,306

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Restaurants - 0.3%

Arby's Restaurant Group, Inc. Tranche B, term loan 7.25% 7/25/12 (e)

$ 2,992

$ 2,985

Burger King Corp. Tranche B1, term loan 1.8125% 6/30/12 (e)

4,305

4,175

Del Taco term loan 9.75% 3/29/13 (e)

2,616

2,407

OSI Restaurant Partners, Inc.:

Credit-Linked Deposit 2.5522% 6/14/13 (e)

100

83

term loan 2.5625% 6/14/14 (e)

1,575

1,307

 

10,957

Services - 1.7%

ARAMARK Corp.:

Credit-Linked Deposit 2.1447% 1/26/14 (e)

2,392

2,188

term loan 2.1556% 1/26/14 (e)

35,091

32,109

Avis Budget Car Rental LLC/Avis Budget Finance, Inc. term loan 4.04% 4/19/12 (e)

1,994

1,870

Brand Energy & Infrastructure Services, Inc. Tranche B 1LN, term loan 2.3083% 2/7/14 (e)

2,692

2,429

Education Management LLC/Education Management Finance Corp. Tranche C, term loan 2.0625% 6/1/13 (e)

1,984

1,855

Hertz Corp.:

Credit-Linked Deposit 2.0419% 12/21/12 (e)

308

284

Tranche B, term loan 2.0036% 12/21/12 (e)

1,679

1,545

Iron Mountain, Inc. term loan 1.875% 4/16/14 (e)

9,775

9,384

ServiceMaster Co.:

term loan 2.7691% 7/24/14 (e)

13,608

12,043

Tranche DD, term loan 2.75% 7/24/14 (e)

1,158

1,024

 

64,731

Specialty Retailing - 0.6%

Michaels Stores, Inc. Tranche B1, term loan 2.5192% 10/31/13 (e)

17,116

15,234

Sally Holdings LLC Tranche B, term loan 2.5434% 11/16/13 (e)

1,935

1,848

Toys 'R' Us, Inc. term loan 4.4938% 7/19/12 (e)

6,975

6,748

 

23,830

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Steels - 0.1%

Edgen Murray Corp. term loan 3.1111% 5/11/14 (e)

$ 3,995

$ 2,916

Super Retail - 0.7%

Dollar General Corp. Tranche B1, term loan 3.0114% 7/6/14 (e)

11,970

11,342

Gold Toe Investment Corp. Tranche 1LN, term loan 8.5% 10/30/13 (e)

4,853

4,076

J. Crew Group, Inc. term loan 2.0625% 5/15/13 (e)

3,389

3,118

PETCO Animal Supplies, Inc. term loan 2.5187% 10/26/13 (e)

7,687

7,380

 

25,916

Technology - 4.1%

Affiliated Computer Services, Inc.:

term loan 2.2438% 3/20/13 (e)

13,822

13,615

Tranche B2, term loan 2.2436% 3/20/13 (e)

21,613

21,289

Avaya, Inc. term loan 3.1369% 10/26/14 (e)

3,990

3,411

Fidelity National Information Solutions, Inc. Tranche C, term loan 4.4731% 1/18/12 (e)

361

359

First Data Corp.:

Tranche B1, term loan 2.997% 9/24/14 (e)

19,401

16,637

Tranche B2, term loan 3.0355% 9/24/14 (e)

14,643

12,556

Tranche B3, term loan 3.0355% 9/24/14 (e)

10,770

9,208

Flextronics International Ltd. Tranche B-B, term loan 2.5397% 10/1/12 (e)

4,900

4,630

Freescale Semiconductor, Inc. term loan:

1.9963% 12/1/13 (e)

23,073

18,516

12.5% 12/15/14

2,657

2,736

Global Tel*Link Corp.:

term loan 9% 2/14/13 (e)

1,147

1,130

Credit-Linked Deposit 9% 2/14/13 (e)

380

375

Itron, Inc. term loan 4% 4/18/14 (e)

5,799

5,763

Kronos, Inc.:

Tranche 1LN, term loan 2.2825% 6/11/14 (e)

870

816

Tranche 2LN, term loan 6.0325% 6/11/15 (e)

2,000

1,730

Metavante Technologies, Inc. Tranche B, term loan 3.7331% 11/1/14 (e)

879

877

ON Semiconductor Corp. term loan 1.9929% 9/6/13 (e)

2,630

2,525

Open Text Corp. term loan 2.4938% 10/2/13 (e)

5,709

5,509

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Technology - continued

SunGard Data Systems, Inc.:

term loan 1.9944% 2/28/14 (e)

$ 29,500

$ 27,435

Tranche C, term loan 6.75% 2/28/14 (e)

4,965

4,965

Verifone, Inc. Tranche B, term loan 3% 10/31/13 (e)

4,073

3,869

 

157,951

Telecommunications - 7.0%

Asurion Corp. Tranche 1LN, term loan 3.2449% 7/3/14 (e)

6,000

5,685

Centennial Cellular Operating Co. LLC term loan 2.2429% 2/9/11 (e)

29,454

29,380

Cincinnati Bell, Inc. Tranche B, term loan 1.7803% 8/31/12 (e)

7,914

7,617

Crown Castle International Corp. Tranche B, term loan 1.7825% 3/6/14 (e)

7,267

6,931

Digicel International Finance Ltd. term loan 2.8125% 3/30/12 (e)

8,334

7,979

FairPoint Communications, Inc.:

Tranche A, term loan 3/31/14 

2,000

1,600

Tranche B, term loan 5% 3/31/15 (e)

3,000

2,415

Hawaiian Telcom Communications, Inc. Tranche C, term loan 4.75% 6/1/14 (e)

1,210

859

Intelsat Jackson Holdings Ltd. term loan 3.2456% 2/1/14 (e)

20,000

17,850

Intelsat Ltd. Tranche B, term loan 2.7456% 7/3/13 (e)

30,767

29,844

Level 3 Financing, Inc. term loan:

2.53% 3/13/14 (e)

14,000

12,005

11.5% 3/13/14 (e)

3,000

3,210

MetroPCS Wireless, Inc. Tranche B, term loan 2.6611% 11/3/13 (e)

9,802

9,140

PanAmSat Corp.:

Tranche B2 A, term loan 2.7456% 1/3/14 (e)

13,036

12,302

Tranche B2 B, term loan 2.7456% 1/3/14 (e)

13,032

12,299

Tranche B2 C, term loan 2.7456% 1/3/14 (e)

13,032

12,299

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

57,274

57,417

Telesat Holding, Inc. term loan:

3.25% 10/31/14 (e)

314

301

3.25% 10/31/14 (e)

3,656

3,500

Time Warner Telecom, Inc. Tranche B, term loan 2.013% 1/7/13 (e)

4,883

4,663

Wind Telecomunicazioni SpA:

Tranche B 1LN, term loan 3.9256% 5/26/13 (e)

6,000

5,760

Tranche C 1LN, term loan 4.9256% 5/26/14 (e)

6,000

5,760

Floating Rate Loans (g) - continued

 

Principal Amount (000s)

Value (000s)

Telecommunications - continued

Windstream Corp.:

Tranche B1, term loan 1.79% 7/17/13 (e)

$ 6,125

$ 5,758

Tranche B2, term loan 3.04% 12/17/15 (e)

15,000

14,438

 

269,012

Textiles & Apparel - 0.5%

Hanesbrands, Inc. Tranche B 1LN, term loan 5.0319% 9/5/13 (e)

11,307

11,350

Levi Strauss & Co. term loan 2.495% 4/4/14 (e)

3,000

2,745

William Carter Co. term loan 1.7473% 6/29/12 (e)

3,782

3,678

 

17,773

Trucking & Freight - 0.0%

Swift Transportation Co., Inc. term loan 3.5625% 5/10/14 (e)

2,000

1,700

TOTAL FLOATING RATE LOANS

(Cost $2,975,520)

2,957,702

Nonconvertible Bonds - 16.4%

 

 

 

Aerospace - 0.1%

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

2,000

2,025

TransDigm, Inc. 7.75% 7/15/14 (c)

3,000

3,015

 

5,040

Air Transportation - 0.4%

Continental Airlines, Inc. 9.25% 5/10/17 (d)

3,000

3,030

Delta Air Lines, Inc. 9.5% 9/15/14 (c)

2,000

2,055

Delta Air Lines, Inc. pass-thru trust certificates 7.57% 11/18/10

9,000

9,000

 

14,085

Automotive - 1.3%

Ford Motor Credit Co. LLC:

1.8544% 1/15/10 (e)

26,000

25,805

5.549% 6/15/11 (e)

7,000

6,790

7.875% 6/15/10

9,000

9,088

Navistar International Corp. 8.25% 11/1/21

4,285

4,183

RSC Equipment Rental, Inc. 10% 7/15/17 (c)

2,000

2,150

Tenneco, Inc. 8.625% 11/15/14

2,000

1,870

 

49,886

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Banks and Thrifts - 1.4%

General Motors Acceptance Corp.:

2.5606% 12/1/14 (e)

$ 14,000

$ 10,570

6.875% 9/15/11

8,000

7,660

7.25% 3/2/11

6,000

5,880

7.75% 1/19/10

16,000

16,000

GMAC LLC:

6% 12/15/11

2,000

1,880

6% 12/15/11 (c)

2,000

1,870

6.875% 9/15/11 (c)

5,000

4,800

7.75% 1/19/10 (c)

5,000

5,013

 

53,673

Broadcasting - 0.0%

QVC, Inc. 7.5% 10/1/19 (c)

2,000

1,995

Building Materials - 0.1%

Nortek, Inc. 10% 12/1/13 (b)

2,000

2,030

Cable TV - 0.7%

CSC Holdings, Inc. 7.625% 4/1/11

10,406

10,796

EchoStar Communications Corp. 6.375% 10/1/11

16,000

16,280

 

27,076

Capital Goods - 0.0%

Esco Corp. 4.174% 12/15/13 (c)(e)

2,000

1,800

Chemicals - 0.4%

Huntsman International LLC 5.5% 6/30/16 (c)

3,000

2,588

Nalco Co. 7.75% 11/15/11

5,000

4,988

NOVA Chemicals Corp. 4.5375% 11/15/13 (e)

4,000

3,550

Terra Capital, Inc. 7.75% 11/1/19 (c)

4,000

4,000

 

15,126

Consumer Products - 0.0%

ACCO Brands Corp. 10.625% 3/15/15 (c)

880

950

Containers - 0.9%

Ball Corp. 7.125% 9/1/16

2,000

2,040

Berry Plastics Corp. 5.0344% 2/15/15 (e)

11,000

10,010

Berry Plastics Escrow LLC/Berry Plastics Escrow Corp. 8.25% 11/15/15 (c)

10,000

9,850

Owens-Brockway Glass Container, Inc. 7.375% 5/15/16

7,000

7,123

Silgan Holdings, Inc. 7.25% 8/15/16 (c)

4,000

4,030

 

33,053

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Electric Utilities - 1.4%

AES Corp. 9.375% 9/15/10

$ 9,000

$ 9,248

Calpine Construction Finance Co. LP 8% 6/1/16 (c)

4,000

4,060

CMS Energy Corp.:

1.2344% 1/15/13 (e)

8,000

7,280

6.3% 2/1/12

3,000

3,045

Energy Future Holdings 10.875% 11/1/17

7,000

4,830

IPALCO Enterprises, Inc. 8.625% 11/14/11

165

170

Mirant North America LLC 7.375% 12/31/13

5,997

5,937

NRG Energy, Inc. 7.375% 2/1/16

9,000

8,955

Orion Power Holdings, Inc. 12% 5/1/10

2,000

2,065

RRI Energy, Inc. 6.75% 12/15/14

7,963

8,102

 

53,692

Energy - 0.7%

Chesapeake Energy Corp.:

6.375% 6/15/15

3,500

3,308

7% 8/15/14

1,500

1,515

7.5% 9/15/13

4,000

4,060

7.625% 7/15/13

3,000

3,105

Concho Resources, Inc. 8.625% 10/1/17

2,000

2,060

Continental Resources, Inc. 8.25% 10/1/19 (c)

1,310

1,343

Quicksilver Resources, Inc. 9.125% 8/15/19

2,000

2,015

SandRidge Energy, Inc. 3.9147% 4/1/14 (e)

8,000

7,080

Western Refining, Inc. 10.75% 6/15/14 (c)(e)

2,000

1,830

 

26,316

Environmental - 0.1%

Clean Harbors, Inc. 7.625% 8/15/16 (c)

3,000

3,045

Food and Drug Retail - 0.1%

Federated Retail Holdings, Inc. 5.35% 3/15/12

3,000

2,944

Rite Aid Corp. 10.25% 10/15/19 (c)

2,635

2,642

 

5,586

Food/Beverage/Tobacco - 0.1%

Del Monte Corp. 7.5% 10/15/19 (c)

2,000

2,015

Gaming - 0.2%

Mohegan Tribal Gaming Authority 11.5% 11/1/17 (c)

2,000

1,955

Penn National Gaming, Inc. 6.875% 12/1/11

5,500

5,500

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 7.875% 11/1/17 (c)

2,000

1,970

 

9,425

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Healthcare - 1.0%

Elan Finance PLC/Elan Finance Corp. 4.44% 11/15/11 (e)

$ 15,000

$ 13,875

HCA, Inc.:

7.875% 2/15/20 (c)

2,000

2,050

8.5% 4/15/19 (c)

4,000

4,240

Tenet Healthcare Corp. 8.875% 7/1/19 (c)

16,000

16,960

 

37,125

Homebuilding/Real Estate - 0.1%

Rouse Co. 8% 4/30/09 (b)

2,000

1,820

Rouse Co. LP/TRC, Inc. 6.75% 5/1/13 (b)(c)

2,000

1,780

 

3,600

Leisure - 0.1%

Universal City Development Partners Ltd./UCDP Finance, Inc. 8.875% 11/15/15 (c)

3,000

2,963

Metals/Mining - 3.5%

Arch Coal, Inc. 8.75% 8/1/16 (c)

2,000

2,040

Crown Americas LLC/Capital Corp. II 7.625% 5/15/17 (c)

6,645

6,761

Drummond Co., Inc. 9% 10/15/14 (c)

5,830

5,874

FMG Finance Property Ltd. 4.3606% 9/1/11 (c)(e)

37,000

36,168

Freeport-McMoRan Copper & Gold, Inc. 3.8813% 4/1/15 (e)

62,000

61,845

Teck Resources Ltd. 9.75% 5/15/14

20,810

23,411

 

136,099

Paper - 0.3%

Boise Paper Holdings LLC / Finance Corp. 9% 11/1/17 (c)

3,000

3,053

Domtar Corp. 7.875% 10/15/11

2,000

2,080

Georgia-Pacific LLC 8.25% 5/1/16 (c)

2,000

2,105

Solo Cup Co. 10.5% 11/1/13 (c)

3,000

3,180

Verso Paper Holdings LLC/ Verso Paper, Inc. 11.5% 7/1/14 (c)

1,885

1,979

 

12,397

Shipping - 0.2%

Navios Maritime Holdings, Inc. 8.875% 11/1/17 (c)

3,505

3,558

Ultrapetrol (Bahamas) Ltd. 9% 11/24/14

4,000

3,480

 

7,038

Steels - 0.0%

Steel Dynamics, Inc. 7.375% 11/1/12

2,000

1,995

Nonconvertible Bonds - continued

 

Principal Amount (000s)

Value (000s)

Super Retail - 0.2%

GSC Holdings Corp./Gamestop, Inc. 8% 10/1/12

$ 6,000

$ 6,188

Technology - 0.2%

Avago Technologies Finance Ltd. 5.8606% 6/1/13 (e)

100

98

GeoEye, Inc. 9.625% 10/1/15 (c)

1,505

1,550

NXP BV 3.0344% 10/15/13 (e)

6,465

4,784

Seagate Technology International 10% 5/1/14 (c)

2,275

2,503

 

8,935

Telecommunications - 2.9%

CC Holdings GS V LLC/Crown Castle GS III Corp. 7.75% 5/1/17 (c)

5,000

5,288

Centennial Communications Corp. 6.0397% 1/1/13 (e)

2,000

2,000

Intelsat Jackson Holdings Ltd. 8.5% 11/1/19 (c)

2,000

2,008

IPCS, Inc. 2.6081% 5/1/13 (e)

3,000

2,610

Level 3 Financing, Inc. 4.6013% 2/15/15 (e)

3,000

2,183

Qwest Corp.:

3.549% 6/15/13 (e)

4,000

3,720

7.875% 9/1/11

15,000

15,488

8.375% 5/1/16 (c)

3,000

3,090

8.875% 3/15/12

3,000

3,158

Sprint Capital Corp. 7.625% 1/30/11

11,000

11,124

Sprint Nextel Corp. 0.6831% 6/28/10 (e)

53,156

51,561

ViaSat, Inc. 8.875% 9/15/16 (c)

1,880

1,925

Wind Acquisition Finance SA 11.75% 7/15/17 (c)

6,000

6,750

 

110,905

TOTAL NONCONVERTIBLE BONDS

(Cost $605,218)

632,038

Common Stocks - 0.0%

Shares

 

Diversified Financial Services - 0.0%

Newhall Holding Co. LLC Class A (a)

289,870

34

Electric Utilities - 0.0%

Calpine Corp. (a)

20,715

233

Hotels - 0.0%

Tropicana Las Vegas Hotel & Casino, Inc. Class A (a)

48,650

973

TOTAL COMMON STOCKS

(Cost $8,054)

1,240

Money Market Funds - 10.6%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.20% (f)
(Cost $409,048)

409,047,739

$ 409,048

TOTAL INVESTMENT PORTFOLIO - 103.5%

(Cost $3,997,840)

4,000,028

NET OTHER ASSETS - (3.5)%

(136,527)

NET ASSETS - 100%

$ 3,863,501

Legend

(a) Non-income producing

(b) Non-income producing - Issuer is in default.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $178,801,000 or 4.6% of net assets.

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

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

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

(g) Remaining maturities of floating rate loans may be less than the stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty.

(h) Position or a portion of the position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $10,192,000 and $10,600,000, respectively. The coupon rate will be determined at time of settlement.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 2,525

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 973

$ -

$ -

$ 973

Financials

34

-

-

34

Utilities

233

233

-

-

Corporate Bonds

632,038

-

632,038

-

Floating Rate Loans

2,957,702

-

2,957,702

-

Money Market Funds

409,048

409,048

-

-

Total Investments in Securities:

$ 4,000,028

$ 409,281

$ 3,589,740

$ 1,007

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(6,699)

Cost of Purchases

7,706

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 1,007

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (6,699)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $196,002,000 of which $16,996,000, $139,317,000 and $39,689,000 will expire on October 31, 2015, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $3,588,792)

$ 3,590,980

 

Fidelity Central Funds (cost $409,048)

409,048

 

Total Investments (cost $3,997,840)

 

$ 4,000,028

Receivable for investments sold

14,707

Receivable for fund shares sold

9,219

Interest receivable

17,282

Distributions receivable from Fidelity Central Funds

78

Prepaid expenses

24

Other receivables

297

Total assets

4,041,635

 

 

 

Liabilities

Payable to custodian bank

$ 176

Payable for investments purchased
Regular delivery

160,230

Delayed delivery

3,000

Payable for fund shares redeemed

10,045

Distributions payable

1,796

Accrued management fee

1,827

Distribution fees payable

441

Other affiliated payables

531

Other payables and accrued expenses

88

Total liabilities

178,134

 

 

 

Net Assets

$ 3,863,501

Net Assets consist of:

 

Paid in capital

$ 4,005,003

Undistributed net investment income

35,270

Accumulated undistributed net realized gain (loss) on investments

(178,960)

Net unrealized appreciation (depreciation) on investments

2,188

Net Assets

$ 3,863,501

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

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($517,830 ÷ 55,611 shares)

$ 9.31

 

 

 

Maximum offering price per share (100/97.25 of $9.31)

$ 9.57

Class T:
Net Asset Value
and redemption price per share ($143,136 ÷ 15,391 shares)

$ 9.30

 

 

 

Maximum offering price per share (100/97.25 of $9.30)

$ 9.56

Class B:
Net Asset Value
and offering price per share ($44,295 ÷ 4,763 shares)A

$ 9.30

 

 

 

Class C:
Net Asset Value
and offering price per share ($334,817 ÷ 35,964 shares)A

$ 9.31

 

 

 

Fidelity Floating Rate High Income Fund:
Net Asset Value
, offering price and redemption price per share ($2,354,137 ÷ 253,114 shares)

$ 9.30

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($469,286 ÷ 50,490 shares)

$ 9.29

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Interest

 

150,272

Income from Fidelity Central Funds

 

2,525

Total income

 

152,797

 

 

 

Expenses

Management fee

$ 16,919

Transfer agent fees

4,053

Distribution fees

4,099

Accounting fees and expenses

1,088

Custodian fees and expenses

76

Independent trustees' compensation

20

Registration fees

321

Audit

164

Legal

21

Miscellaneous

48

Total expenses before reductions

26,809

Expense reductions

(38)

26,771

Net investment income

126,026

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on investment securities:

Unaffiliated issuers

 

(21,639)

Change in net unrealized appreciation (depreciation) on:

Investment securities

 

475,087

Net gain (loss)

453,448

Net increase (decrease) in net assets resulting from operations

$ 579,474

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

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 126,026

$ 149,958

Net realized gain (loss)

(21,639)

(139,997)

Change in net unrealized appreciation (depreciation)

475,087

(392,847)

Net increase (decrease) in net assets resulting
from operations

579,474

(382,886)

Distributions to shareholders from net investment income

(95,253)

(143,999)

Share transactions - net increase (decrease)

1,382,631

(1,374,702)

Redemption fees

826

388

Total increase (decrease) in net assets

1,867,678

(1,901,199)

 

 

 

Net Assets

Beginning of period

1,995,823

3,897,022

End of period (including undistributed net investment income of $35,270 and undistributed net investment income of $4,997, respectively)

$ 3,863,501

$ 1,995,823

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.75

$ 9.95

$ 9.96

$ 9.97

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .354

  .476

  .621

  .571

  .404

Net realized and unrealized gain (loss)

  1.232

  (1.779)

  (.196)

  (.022)

  (.008)

Total from investment operations

  1.586

  (1.303)

  .425

  .549

  .396

Distributions from net investment income

  (.278)

  (.448)

  (.625)

  (.560)

  (.397)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.278)

  (.448)

  (.627)

  (.560)

  (.407)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.31

$ 8.00

$ 9.75

$ 9.95

$ 9.96

Total Return A, B

  20.31%

  (13.87)%

  4.40%

  5.66%

  4.05%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.05%

  1.06%

  1.02%

  1.05%

  1.06%

Expenses net of fee waivers, if any

  1.05%

  1.06%

  1.02%

  1.05%

  1.06%

Expenses net of all reductions

  1.04%

  1.06%

  1.02%

  1.05%

  1.06%

Net investment income

  4.09%

  5.13%

  6.28%

  5.73%

  4.05%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 518

$ 192

$ 257

$ 285

$ 312

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .349

  .481

  .621

  .564

  .396

Net realized and unrealized gain (loss)

  1.228

  (1.762)

  (.206)

  (.022)

  (.007)

Total from investment operations

  1.577

  (1.281)

  .415

  .542

  .389

Distributions from net investment income

  (.279)

  (.450)

  (.625)

  (.553)

  (.390)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.279)

  (.450)

  (.627)

  (.553)

  (.400)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 8.00

$ 9.73

$ 9.94

$ 9.95

Total Return A, B

  20.20%

  (13.66)%

  4.30%

  5.60%

  3.98%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.04%

  1.03%

  1.03%

  1.11%

  1.13%

Expenses net of fee waivers, if any

  1.04%

  1.03%

  1.03%

  1.11%

  1.13%

Expenses net of all reductions

  1.04%

  1.03%

  1.02%

  1.11%

  1.13%

Net investment income

  4.10%

  5.16%

  6.28%

  5.67%

  3.98%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 143

$ 134

$ 309

$ 472

$ 511

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.99

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .305

  .432

  .569

  .513

  .346

Net realized and unrealized gain (loss)

  1.238

  (1.771)

  (.206)

  (.022)

  (.008)

Total from investment operations

  1.543

  (1.339)

  .363

  .491

  .338

Distributions from net investment income

  (.235)

  (.402)

  (.573)

  (.502)

  (.339)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.235)

  (.402)

  (.575)

  (.502)

  (.349)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 7.99

$ 9.73

$ 9.94

$ 9.95

Total Return A, B

  19.74%

  (14.21)%

  3.76%

  5.06%

  3.46%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.56%

  1.56%

  1.55%

  1.63%

  1.64%

Expenses net of fee waivers, if any

  1.55%

  1.55%

  1.55%

  1.63%

  1.64%

Expenses net of all reductions

  1.55%

  1.55%

  1.55%

  1.62%

  1.64%

Net investment income

  3.59%

  4.64%

  5.75%

  5.16%

  3.47%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 44

$ 42

$ 100

$ 143

$ 173

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.74

$ 9.95

$ 9.96

$ 9.97

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .288

  .408

  .553

  .508

  .341

Net realized and unrealized gain (loss)

  1.235

  (1.770)

  (.207)

  (.022)

  (.008)

Total from investment operations

  1.523

  (1.362)

  .346

  .486

  .333

Distributions from net investment income

  (.215)

  (.379)

  (.556)

  (.497)

  (.334)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.215)

  (.379)

  (.558)

  (.497)

  (.344)

Redemption fees added to paid in capital C

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.31

$ 8.00

$ 9.74

$ 9.95

$ 9.96

Total Return A, B

  19.43%

  (14.41)%

  3.58%

  5.00%

  3.40%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Expenses net of fee waivers, if any

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Expenses net of all reductions

  1.78%

  1.80%

  1.71%

  1.68%

  1.69%

Net investment income

  3.35%

  4.39%

  5.59%

  5.10%

  3.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 335

$ 199

$ 345

$ 450

$ 539

Portfolio turnover rate E

  25%

  16%

  69%

  61%

  66%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Fidelity Floating Rate High Income Fund

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 9.74

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .377

  .508

  .650

  .593

  .427

Net realized and unrealized gain (loss)

  1.225

  (1.771)

  (.196)

  (.021)

  (.008)

Total from investment operations

  1.602

  (1.263)

  .454

  .572

  .419

Distributions from net investment income

  (.304)

  (.478)

  (.654)

  (.583)

  (.420)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.304)

  (.478)

  (.656)

  (.583)

  (.430)

Redemption fees added to paid in capital B

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.30

$ 8.00

$ 9.74

$ 9.94

$ 9.95

Total Return A

  20.55%

  (13.49)%

  4.72%

  5.92%

  4.30%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .75%

  .73%

  .73%

  .81%

  .82%

Expenses net of fee waivers, if any

  .75%

  .73%

  .73%

  .81%

  .82%

Expenses net of all reductions

  .75%

  .73%

  .72%

  .81%

  .82%

Net investment income

  4.39%

  5.46%

  6.58%

  5.97%

  4.29%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2,354

$ 1,292

$ 2,679

$ 2,989

$ 2,471

Portfolio turnover rate D

  25%

  16%

  69%

  61%

  66%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.99

$ 9.73

$ 9.94

$ 9.95

$ 9.96

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .379

  .503

  .647

  .591

  .424

Net realized and unrealized gain (loss)

  1.221

  (1.769)

  (.206)

  (.021)

  (.007)

Total from investment operations

  1.600

  (1.266)

  .441

  .570

  .417

Distributions from net investment income

  (.302)

  (.475)

  (.651)

  (.581)

  (.418)

Distributions from net realized gain

  -

  -

  (.002)

  -

  (.010)

Total distributions

  (.302)

  (.475)

  (.653)

  (.581)

  (.428)

Redemption fees added to paid in capital B

  .002

  .001

  .002

  .001

  .001

Net asset value, end of period

$ 9.29

$ 7.99

$ 9.73

$ 9.94

$ 9.95

Total Return A

  20.54%

  (13.54)%

  4.58%

  5.89%

  4.27%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .77%

  .77%

  .76%

  .84%

  .85%

Expenses net of fee waivers, if any

  .77%

  .77%

  .76%

  .84%

  .85%

Expenses net of all reductions

  .77%

  .76%

  .76%

  .83%

  .85%

Net investment income

  4.36%

  5.43%

  6.55%

  5.95%

  4.26%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 469

$ 138

$ 207

$ 275

$ 285

Portfolio turnover rate D

  25%

  16%

  69%

  61%

  66%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

(Amounts in thousands except ratios)

1. Organization.

Fidelity Advisor Floating Rate High Income Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Fidelity Floating Rate High Income Fund and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 23, 2009, have

Annual Report

3. Significant Accounting Policies - continued

been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds and floating rate loans, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Certain of the Fund's securities are valued at period end by a single source or dealer. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions. Actual prices received at disposition may differ.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured. The Fund earns certain fees in connection with its floating rate loan purchasing activities. These fees are in addition to interest payments earned and may include amendment fees, consent fees and prepayment fees. These fees are recorded as Income in the accompanying financial statements.

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. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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.

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, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 162,635

Gross unrealized depreciation

(136,757)

Net unrealized appreciation (depreciation)

$ 25,878

 

 

Tax Cost

$ 3,974,150

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 28,622

Capital loss carryforward

$ (196,002)

Net unrealized appreciation (depreciation)

$ 25,878

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 95,253

$ 143,999

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 60 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies.

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.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities (including principal repayments of floating rate loans), other than short-term securities, aggregated $1,851,412 and $636,817, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 annual 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 Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 892

$ 85

Class T

0%

.25%

366

1

Class B

.55%

.15%

291

229

Class C

.75%

.25%

2,550

729

 

 

 

$ 4,099

$ 1,044

Sales Load. FDC receives a front-end sales charge of up to 2.75% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 3.50% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 185

Class T

31

Class B*

66

Class C*

86

 

$ 368

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 601

.17

Class T

239

.16

Class B

98

.24

Class C

403

.16

Fidelity Floating Rate High Income Fund

2,228

.12

Institutional Class

484

.15

 

$ 4,053

 

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.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. 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, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class B

1.55%

$ 6

Annual Report

8. Expense Reductions - continued

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 $32.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 10,536

$ 11,040

Class T

4,731

10,312

Class B

1,155

3,137

Class C

6,049

11,350

Fidelity Floating Rate High Income Fund

62,441

99,177

Institutional Class

10,341

8,983

Total

$ 95,253

$ 143,999

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

48,725

12,782

$ 415,716

$ 119,270

Reinvestment of distributions

1,018

942

8,748

8,667

Shares redeemed

(18,093)

(16,135)

(158,144)

(147,587)

Net increase (decrease)

31,650

(2,411)

$ 266,320

$ (19,650)

Class T

 

 

 

 

Shares sold

7,181

2,613

$ 60,340

$ 24,324

Reinvestment of distributions

487

970

4,066

8,971

Shares redeemed

(8,995)

(18,575)

(77,682)

(171,534)

Net increase (decrease)

(1,327)

(14,992)

$ (13,276)

$ (138,239)

Class B

 

 

 

 

Shares sold

1,793

459

$ 15,223

$ 4,273

Reinvestment of distributions

105

253

867

2,337

Shares redeemed

(2,368)

(5,780)

(19,832)

(53,368)

Net increase (decrease)

(470)

(5,068)

$ (3,742)

$ (46,758)

Class C

 

 

 

 

Shares sold

19,145

4,102

$ 163,896

$ 38,173

Reinvestment of distributions

479

816

4,023

7,528

Shares redeemed

(8,474)

(15,538)

(71,281)

(142,119)

Net increase (decrease)

11,150

(10,620)

$ 96,638

$ (96,418)

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Fidelity Floating Rate High Income Fund

 

 

 

 

Shares sold

185,964

58,551

$ 1,569,071

$ 537,327

Reinvestment of distributions

6,026

9,069

51,119

83,798

Shares redeemed

(100,407)

(181,259)

(857,029)

(1,661,471)

Net increase (decrease)

91,583

(113,639)

$ 763,161

$ (1,040,346)

Institutional Class

 

 

 

 

Shares sold

53,110

12,811

$ 449,402

$ 119,600

Reinvestment of distributions

653

554

5,644

5,092

Shares redeemed

(20,585)

(17,333)

(181,516)

(157,983)

Net increase (decrease)

33,178

(3,968)

$ 273,530

$ (33,291)

11. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor Floating Rate High Income Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Floating Rate High Income Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians, agent banks, and brokers; where replies were not received from brokers or agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Floating Rate High Income Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Thomas C. Hense (45)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Floating Rate High Income Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Floating Rate High Income Fund

12/07/09

12/04/09

$-

$0.05

A total of 1.02% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $70,576,606 of distributions paid during the period January 1, 2009 to October 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Floating Rate High Income Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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 proprietary custom 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, 2008, the cumulative total returns of Fidelity Floating Rate High Income Fund (retail class) and Class C of the fund, the cumulative total returns of a proprietary custom index ("benchmark"), and a range of cumulative total 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 Fidelity Floating Rate High Income Fund (retail class) and Class C show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's proprietary custom index is an index developed by FMR that represents the performance of the fund's general investment categories.

Annual Report

Fidelity Advisor Floating Rate High Income Fund

fid140

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Floating Rate High Income Fund (retail class) of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of Fidelity Floating Rate High Income Fund (retail class) of the fund compared favorably to its benchmark for all the periods shown. 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.

The Board reviewed the year-to-date performance of Fidelity Floating Rate High Income Fund (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. 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 25% means that 75% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Advisor Floating Rate High Income Fund

fid142

Annual Report

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 2008.

Furthermore, the Board considered that it had approved an amendment (effective February 1, 2007) to the fund's management contract that lowered the individual fund fee rate from 55 basis points to 45 basis points. The Board considered that the chart reflects the fund's lower management fee in 2007, as if the lower fee were in effect for the entire year.

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 Class A, Class T, Class B, Institutional Class, and Fidelity Floating Rate High Income Fund (retail class) ranked below its competitive median for 2008 and the total expenses of Class C ranked above its competitive median for 2008. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of each class of the fund were reasonable, although in one case 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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 also noted that the reduction in the fund's individual fund fee rate by 10 basis points delivers significant economies to fund shareholders.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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 concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

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

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

FHI-UANN-1209
1.784743.106

fid238

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor
High Income Advantage
Fund - Class A, Class T, Class B and Class C

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 4.00% sales charge)

37.77%

4.28%

5.19%

Class T (incl. 4.00% sales charge)

37.76%

4.27%

5.14%

Class B (incl. contingent deferred sales charge) A

37.62%

4.09%

5.07%

Class C (incl. contingent deferred sales charge)B

41.32%

4.33%

4.78%

A Class B shares' contingent deferred sales charges included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0%, respectively.

B Class C shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor High Income Advantage Fund - Class A on October 31, 1999, and the current 4.00% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how The BofA Merrill Lynch US High Yield Constrained Index performed over the same period.


fid252

Annual Report

Management's Discussion of Fund Performance

Market Recap: High-yield bonds posted extremely strong returns during the year ending October 31, 2009, with The BofA Merrill Lynch US High Yield Constrained IndexSM gaining 49.54%. As the period began, the U.S. economy was reeling and, in the aftermath of the collapse of investment bank Lehman Brothers, investors retreated sharply from investments well out on the risk spectrum. The U.S. Treasury and the Federal Reserve Board worked to restore liquidity to the debt markets, but high yield stumbled to its worst year ever in 2008. The pendulum started to swing the other way heading into 2009, largely due to evidence that federal intervention programs were having their desired effect. Starting from very low prices, high-yield bonds enjoyed their best quarter ever in the second quarter of 2009, which included April, the market's strongest month on record. Other factors that helped propel returns included: renewed investor confidence in the financial markets, which sparked interest in high-yield bonds and other investments that carry more risk; improved demand for high-yield products amid very low short-term interest rates; signs that the high-yield market was working more normally again; improving business fundamentals; and better performance by the equity markets.

Comments from Thomas Soviero, Portfolio Manager of Fidelity® Advisor High Income Advantage Fund: For the year, the fund's Class A, Class T, Class B and Class C shares returned 43.51%, 43.50%, 42.62% and 42.32%, respectively (excluding sales charges), underperforming the BofA Merrill Lynch index. The fund was hurt by its out-of-benchmark allocation to equities, which underperformed high-yield bonds even though our stock picking was very strong overall. A modest cash position also detracted, along with below-benchmark returns from our high-yield bond holdings. On an industry basis, security selection in consumer products, cable TV and technology hurt the most. Conversely, some good picks in the automotive and telecommunications groups made a notable contribution, as did a sizable out-of-index stake in floating-rate bank loans. Individual detractors included out-of-benchmark common-stock positions in several companies - cosmetics giant Revlon, Delta Air and natural gas distributor El Paso. Cable-TV company Charter Communications also detracted, as did underweighting General Motors Acceptance Corp. (GMAC). Some detractors I've mentioned were not held at period end. Key contributions came from Bank of America, satellite telecom firm Intelsat and automotive component manufacturer Visteon.

Note to shareholders: Harley Lank became Co-Portfolio Manager of the fund on September 1, 2009, joining Thomas Soviero.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period*
May 1, 2009 to October 31, 2009

Class A

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,357.70

$ 6.24

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

Class T

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,357.70

$ 6.06

HypotheticalA

 

$ 1,000.00

$ 1,020.06

$ 5.19

Class B

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,353.10

$ 10.38

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89

Class C

1.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,353.30

$ 10.56

HypotheticalA

 

$ 1,000.00

$ 1,016.23

$ 9.05

Institutional Class

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,359.60

$ 4.70

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Five Holdings as of October 31, 2009

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Freescale Semiconductor, Inc.

3.2

2.9

Delta Air Lines, Inc.

2.9

2.3

MGM Mirage, Inc.

2.4

2.3

Univision Communications, Inc.

2.3

2.4

Michaels Stores, Inc.

2.2

2.4

 

13.0

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Telecommunications

11.5

12.4

Energy

9.0

6.4

Technology

8.0

7.7

Electric Utilities

6.3

5.8

Banks and Thrifts

5.7

4.9

Quality Diversification (% of fund's net assets)

As of October 31, 2009 *

As of April 30, 2009 **

fid254

AAA,AA,A 0.0%

 

fid103

AAA,AA,A 0.2%

 

fid257

BBB 0.0%

 

fid106

BBB 0.2%

 

fid260

BB 16.8%

 

fid109

BB 16.0%

 

fid263

B 29.1%

 

fid112

B 33.0%

 

fid266

CCC,CC,C 26.5%

 

fid115

CCC,CC,C 26.0%

 

fid269

D 2.4%

 

fid118

D 2.1%

 

fid272

Not Rated 3.2%

 

fid121

Not Rated 1.6%

 

fid275

Equities 17.6%

 

fid124

Equities 16.9%

 

fid278

Short-Term Investments and Net Other Assets 4.4%

 

fid127

Short-Term Investments and Net Other Assets 4.0%

 

fid281

We have used ratings from Moody's® Investors Service, Inc. Where Moody's ratings are not available, we have used S&P ® ratings. All ratings are as of the report date and do not reflect subsequent downgrades.

Asset Allocation (% of fund's net assets)

As of October 31, 2009 *

As of April 30, 2009 **

fid283

Nonconvertible Bonds 54.3%

 

fid103

Nonconvertible Bonds 52.9%

 

fid260

Convertible Bonds,
Preferred Stocks 6.9%

 

fid109

Convertible Bonds,
Preferred Stocks 6.3%

 

fid266

Common Stocks 11.3%

 

fid115

Common Stocks 10.9%

 

fid275

Floating Rate Loans 23.1%

 

fid124

Floating Rate Loans 25.9%

 

fid278

Short-Term Investments
and Net Other Assets 4.4%

 

fid127

Short-Term Investments
and Net Other Assets 4.0%

 

* Foreign investments

9.9%

 

** Foreign investments

8.5%

 

fid294

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Corporate Bonds - 54.9%

 

Principal Amount (000s)

Value (000s)

Convertible Bonds - 0.6%

Air Transportation - 0.1%

UAL Corp. 4.5% 6/30/21 (h)

$ 5,200

$ 3,874

Energy - 0.2%

Headwaters, Inc. 2.5% 2/1/14

6,620

4,377

Metals/Mining - 0.3%

Peabody Energy Corp. 4.75% 12/15/66

10,000

9,213

TOTAL CONVERTIBLE BONDS

17,464

Nonconvertible Bonds - 54.3%

Aerospace - 1.0%

Sequa Corp.:

11.75% 12/1/15 (h)

21,885

18,602

13.5% 12/1/15 pay-in-kind (h)

13,523

10,785

 

29,387

Air Transportation - 1.4%

American Airlines, Inc. pass-thru trust certificates:

7.377% 5/23/19

9,481

7,300

10.18% 1/2/13

4,098

3,278

Continental Airlines, Inc.:

pass-thru trust certificates 6.903% 4/19/22

1,480

1,273

3.4725% 6/2/13 (j)

7,330

5,717

7.339% 4/19/14

2,480

2,232

Continental Airlines, Inc. 9.25% 5/10/17 (i)

2,760

2,788

Delta Air Lines, Inc.:

8% 12/15/07 (a)(h)

10,571

106

9.5% 9/15/14 (h)

1,720

1,767

10% 8/15/08 (a)

29,000

290

12.25% 3/15/15 (h)

15,000

14,213

Delta Air Lines, Inc. pass-thru trust certificates 7.779% 1/2/12

794

754

Northwest Airlines Corp. 10% 2/1/09 (a)

1,524

11

Northwest Airlines, Inc.:

7.875% 3/15/08 (a)

7,755

39

9.875% 3/15/07 (a)

6,255

47

 

39,815

Auto Parts Distribution - 1.0%

Exide Technologies 10.5% 3/15/13

30,000

29,700

Automotive - 0.9%

Accuride Corp. 8.5% 2/1/15 (c)

7,885

5,835

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Automotive - continued

Ford Motor Credit Co. LLC 7.25% 10/25/11

$ 1,335

$ 1,309

Navistar International Corp. 8.25% 11/1/21

3,275

3,197

TRW Automotive, Inc.:

7% 3/15/14 (h)

1,750

1,628

7.25% 3/15/17 (h)

13,770

12,531

 

24,500

Banks and Thrifts - 2.1%

GMAC LLC:

6% 12/15/11

1,075

1,011

6% 12/15/11 (h)

8,445

7,896

6.625% 5/15/12 (h)

5,765

5,448

6.875% 8/28/12 (h)

10,000

9,450

7.5% 12/31/13 (h)

28,630

26,483

8% 12/31/18 (h)

10,210

8,372

8% 11/1/31 (h)

4,273

3,611

Washington Mutual Bank 5.5% 1/15/13 (c)

10,000

1

 

62,272

Broadcasting - 0.2%

Nexstar Finance Holdings LLC/Nexstar Finance Holdings, Inc. 11.375% 4/1/13

6,395

4,237

Umbrella Acquisition, Inc. 10.5% 3/15/15 pay-in-kind (e)(h)

758

577

 

4,814

Building Materials - 1.0%

Owens Corning:

6.5% 12/1/16

10,615

10,583

7% 12/1/36

20,295

17,014

 

27,597

Cable TV - 0.1%

CSC Holdings, Inc. 6.75% 4/15/12

2,937

3,054

Capital Goods - 0.8%

Mueller Water Products, Inc. 7.375% 6/1/17

7,180

6,175

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

20,525

16,112

 

22,287

Chemicals - 0.8%

Huntsman International LLC 5.5% 6/30/16 (h)

7,410

6,391

NOVA Chemicals Corp.:

8.375% 11/1/16 (h)

5,000

5,044

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Chemicals - continued

NOVA Chemicals Corp.: - continued

8.625% 11/1/19 (h)

$ 5,000

$ 5,069

Solutia, Inc. 8.75% 11/1/17

1,205

1,250

Tronox Worldwide LLC/Tronox Worldwide Finance Corp. 9.5% 12/1/12 (c)

7,610

4,775

 

22,529

Consumer Products - 0.0%

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

750

743

Containers - 0.5%

Berry Plastics Corp. 5.0344% 2/15/15 (j)

7,560

6,880

Solo Cup Co. 8.5% 2/15/14

8,000

7,780

 

14,660

Diversified Financial Services - 0.6%

Nuveen Investments, Inc. 10.5% 11/15/15 (h)

10,450

9,248

Reliance Intermediate Holdings LP 9.5% 12/15/19 (h)

7,000

7,315

Sprint Capital Corp. 8.75% 3/15/32

965

835

 

17,398

Diversified Media - 1.8%

Liberty Media Corp.:

5.7% 5/15/13

20,000

18,800

8.25% 2/1/30

660

594

8.5% 7/15/29

745

678

Nielsen Finance LLC/Nielsen Finance Co.:

0% 8/1/16 (d)

25,235

21,765

11.5% 5/1/16

5,000

5,300

11.625% 2/1/14

3,185

3,400

 

50,537

Electric Utilities - 4.1%

AES Corp.:

8% 6/1/20

9,475

9,475

9.75% 4/15/16 (h)

3,630

3,957

Calpine Corp.:

8.5% 7/15/10 (c)(h)

16,320

0

8.75% 7/15/13 (c)(h)

5,865

0

Edison Mission Energy:

7.2% 5/15/19

1,565

1,236

7.625% 5/15/27

18,110

12,677

Energy Future Holdings 10.875% 11/1/17

35,100

24,219

Intergen NV 9% 6/30/17 (h)

32,660

33,966

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Electric Utilities - continued

Mirant Americas Generation LLC:

8.5% 10/1/21

$ 2,080

$ 1,820

9.125% 5/1/31

9,625

7,929

North American Energy Alliance LLC/North American Energy Alliance Finance Corp. 10.875% 6/1/16 (h)

6,440

6,714

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Series A, 10.25% 11/1/15

4,820

3,422

11.25% 11/1/16 pay-in-kind

19,615

11,555

 

116,970

Energy - 5.7%

Ashland, Inc. 9.125% 6/1/17 (h)

2,940

3,168

El Paso Energy Corp. 7.75% 1/15/32

1,970

1,844

Headwaters, Inc. 11.375% 11/1/14 (h)

1,105

1,108

Helix Energy Solutions Group, Inc. 9.5% 1/15/16 (h)

14,330

14,724

Hercules Offshore, Inc. 10.5% 10/15/17 (h)

5,705

5,705

Mariner Energy, Inc.:

8% 5/15/17

16,536

15,378

11.75% 6/30/16

5,845

6,430

OPTI Canada, Inc.:

7.875% 12/15/14

27,290

21,286

8.25% 12/15/14

11,005

8,736

Petroleum Development Corp. 12% 2/15/18

7,940

7,920

Plains Exploration & Production Co. 7.75% 6/15/15

12,700

12,573

Quicksilver Resources, Inc.:

7.125% 4/1/16

10,000

8,997

11.75% 1/1/16

12,900

14,319

SandRidge Energy, Inc.:

8% 6/1/18 (h)

11,810

11,603

8.625% 4/1/15 pay-in-kind (j)

2,450

2,456

Stone Energy Corp. 6.75% 12/15/14

4,320

3,596

Venoco, Inc. 11.5% 10/1/17 (h)

7,100

7,047

Western Refining, Inc. 11.25% 6/15/17 (h)

10,000

9,100

Williams Partners LP/Williams Partners Finance Corp. 7.25% 2/1/17

6,820

6,752

 

162,742

Entertainment/Film - 0.2%

Livent, Inc. yankee 9.375% 10/15/04 (c)

11,100

0

Marquee Holdings, Inc. 12% 8/15/14 (e)

6,990

5,784

 

5,784

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Environmental - 0.1%

Casella Waste Systems, Inc. 11% 7/15/14 (h)

$ 1,725

$ 1,829

Food and Drug Retail - 2.5%

Albertsons, Inc. 8% 5/1/31

9,100

8,281

Nutritional Sourcing Corp. 10.125% 8/1/09 (c)

7,424

742

Rite Aid Corp.:

7.5% 3/1/17

22,348

19,890

8.625% 3/1/15

11,160

9,151

9.375% 12/15/15

1,345

1,110

9.5% 6/15/17

32,625

26,182

10.25% 10/15/19 (h)

2,020

2,025

Tops Markets LLC 10.125% 10/15/15 (h)

4,935

5,034

 

72,415

Food/Beverage/Tobacco - 0.4%

Smithfield Foods, Inc.:

7% 8/1/11

2,180

2,098

7.75% 7/1/17

10,545

8,568

 

10,666

Gaming - 3.8%

Downstream Development Authority 12% 10/15/15 (h)

8,750

7,175

Harrah's Operating Co., Inc. 11.25% 6/1/17 (h)

8,000

8,160

Indianapolis Downs LLC & Capital Corp. 11% 11/1/12 (h)

11,260

6,981

MGM Mirage, Inc.:

6.625% 7/15/15

26,410

19,940

6.75% 4/1/13

5,715

4,715

6.875% 4/1/16

1,155

860

7.5% 6/1/16

33,920

24,422

7.625% 1/15/17

11,885

8,973

11.125% 11/15/17 (h)

4,595

5,043

13% 11/15/13 (h)

4,000

4,550

Mohegan Tribal Gaming Authority 11.5% 11/1/17 (h)

2,110

2,063

Station Casinos, Inc.:

6% 4/1/12 (c)

5,550

1,318

7.75% 8/15/16 (c)

6,150

1,415

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 6.625% 12/1/14

15,475

14,624

 

110,239

Healthcare - 3.2%

Apria Healthcare Group, Inc. 11.25% 11/1/14 (h)

10,000

10,825

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Healthcare - continued

HCA, Inc.:

6.375% 1/15/15

$ 4,730

$ 4,411

9.875% 2/15/17 (h)

1,475

1,564

ReAble Therapeutics Finance LLC/ReAble Therapeutics Finance Corp. 11.75% 11/15/14

20,745

20,434

Select Medical Corp. 7.625% 2/1/15

5,000

4,713

Tenet Healthcare Corp.:

6.875% 11/15/31

16,215

12,323

8.875% 7/1/19 (h)

12,000

12,720

VWR Funding, Inc. 11.25% 7/15/15 pay-in-kind (e)

30,000

26,588

 

93,578

Homebuilding/Real Estate - 0.2%

K. Hovnanian Enterprises, Inc. 6.25% 1/15/16

8,025

5,698

Insurance - 1.0%

Provident Companies, Inc.:

7% 7/15/18

11,260

10,908

7.25% 3/15/28

17,830

13,457

UnumProvident Corp.:

6.75% 12/15/28

4,814

3,748

7.19% 2/1/28

1,145

823

USI Holdings Corp. 9.75% 5/15/15 (h)

1,550

1,380

 

30,316

Leisure - 0.7%

Royal Caribbean Cruises Ltd. 11.875% 7/15/15

3,695

4,138

Six Flags Operations, Inc. 12.25% 7/15/16 (c)(h)

17,828

16,580

 

20,718

Metals/Mining - 1.8%

FMG Finance Property Ltd. 10.625% 9/1/16 (h)

11,055

11,939

Freeport-McMoRan Copper & Gold, Inc. 8.375% 4/1/17

12,350

13,307

Novelis, Inc.:

7.25% 2/15/15 (e)

15,000

13,463

11.5% 2/15/15 (h)

1,345

1,392

Teck Resources Ltd. 10.75% 5/15/19

10,985

12,798

 

52,899

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Paper - 0.3%

NewPage Corp. 11.375% 12/31/14 (h)

$ 5,385

$ 5,304

Solo Cup Co. 10.5% 11/1/13 (h)

2,285

2,422

 

7,726

Publishing/Printing - 1.2%

Cadmus Communications Corp. 8.375% 6/15/14

3,260

2,588

Cenveo Corp. 7.875% 12/1/13

21,570

18,820

Deluxe Corp.:

5% 12/15/12

8,680

8,127

5.125% 10/1/14

5,170

4,627

The Reader's Digest Association, Inc. 9% 2/15/17 (c)

13,940

209

 

34,371

Services - 1.5%

Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:

7.625% 5/15/14

14,945

13,451

7.75% 5/15/16

14,500

12,978

Cornell Companies, Inc. 10.75% 7/1/12

7,345

7,492

Muzak LLC/Muzak Finance Corp. 10% 2/15/09 (c)

6,460

4,199

Rental Service Corp. 9.5% 12/1/14

5,095

4,993

 

43,113

Shipping - 0.3%

Navios Maritime Holdings, Inc.:

8.875% 11/1/17 (h)(i)

2,680

2,720

9.5% 12/15/14

2,065

2,024

Trico Shipping AS 11.875% 11/1/14 (h)

5,165

5,288

 

10,032

Specialty Retailing - 1.1%

General Nutrition Centers, Inc. 5.1775% 3/15/14 pay-in-kind (j)

14,050

12,505

Intcomex, Inc. 11.75% 1/15/11

6,260

4,945

Sally Holdings LLC 10.5% 11/15/16

7,590

8,045

Toys 'R' Us Property Co. I LLC 10.75% 7/15/17 (h)

5,000

5,413

 

30,908

Steels - 0.2%

Steel Dynamics, Inc. 6.75% 4/1/15

4,980

4,756

Super Retail - 0.2%

Asbury Automotive Group, Inc. 7.625% 3/15/17

1,000

900

NBC Acquisition Corp. 11% 3/15/13

11,890

6,361

 

7,261

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Technology - 3.5%

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

$ 9,075

$ 8,077

Avago Technologies Finance Ltd. 10.125% 12/1/13

12,850

13,541

Ceridian Corp. 11.25% 11/15/15

7,320

7,046

Freescale Semiconductor, Inc.:

8.875% 12/15/14

2,965

2,402

10.125% 12/15/16

8,920

6,311

NXP BV:

7.875% 10/15/14

2,971

2,436

10% 7/15/13 (h)

9,174

8,991

Seagate Technology HDD Holdings 6.8% 10/1/16

9,994

9,794

Spansion LLC 11.25% 1/15/16 (c)(h)

15,415

13,103

SS&C Technologies, Inc. 11.75% 12/1/13

8,145

8,573

SunGard Data Systems, Inc. 10.25% 8/15/15

5,555

5,722

Viasystems, Inc. 10.5% 1/15/11

13,440

13,440

 

99,436

Telecommunications - 9.8%

Citizens Communications Co. 7.875% 1/15/27

6,970

6,378

Cricket Communications, Inc. 9.375% 11/1/14

3,785

3,671

Digicel Group Ltd. 8.875% 1/15/15 (h)

30,570

29,194

Global Crossing Ltd. 12% 9/15/15 (h)

3,530

3,751

Intelsat Bermuda Ltd. 12.5% 2/4/17 pay-in-kind (e)(h)

6,930

6,571

Intelsat Jackson Holdings Ltd. 11.5% 6/15/16

29,580

31,059

Level 3 Financing, Inc.:

9.25% 11/1/14

8,940

7,957

12.25% 3/15/13

12,886

13,434

MetroPCS Wireless, Inc.:

9.25% 11/1/14

20,740

20,896

9.25% 11/1/14

7,565

7,650

Nextel Communications, Inc.:

5.95% 3/15/14

2,225

1,939

6.875% 10/31/13

5,000

4,625

7.375% 8/1/15

21,405

18,970

NII Capital Corp. 10% 8/15/16 (h)

10,000

10,550

Sprint Capital Corp.:

6.875% 11/15/28

33,655

25,241

6.9% 5/1/19

27,155

23,625

Sprint Nextel Corp.:

6% 12/1/16

44,055

37,887

8.375% 8/15/17

10,000

9,675

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Telecommunications - continued

Wind Acquisition Finance SA 11.75% 7/15/17 (h)

$ 10,000

$ 11,250

Windstream Corp. 8.625% 8/1/16

7,030

7,223

 

281,546

Textiles & Apparel - 0.3%

Hanesbrands, Inc. 4.5925% 12/15/14 (j)

9,940

8,946

TOTAL NONCONVERTIBLE BONDS

1,561,242

TOTAL CORPORATE BONDS

(Cost $1,554,619)

1,578,706

Common Stocks - 11.3%

Shares

 

Air Transportation - 0.3%

Delta Air Lines, Inc. (a)

1,285,595

9,179

Automotive - 0.7%

Exide Technologies (a)

2,500,000

15,300

Penske Automotive Group, Inc. (f)

300,000

4,698

 

19,998

Banks and Thrifts - 1.7%

Bank of America Corp.

1,664,334

24,266

Huntington Bancshares, Inc.

3,047,544

11,611

KeyCorp

2,606,990

14,052

Washington Mutual, Inc. (a)

505,500

72

 

50,001

Broadcasting - 0.0%

Gray Television, Inc.

494,070

865

Building Materials - 1.1%

Owens Corning (a)

1,441,022

31,861

Chemicals - 1.0%

Georgia Gulf Corp. (a)(g)

1,945,619

27,959

Containers - 0.2%

Anchor Glass Container Corp. (a)

172,857

5,531

Pliant Corp. (a)

2,041

0

 

5,531

Common Stocks - continued

Shares

Value (000s)

Electric Utilities - 1.3%

AES Corp.

2,802,509

$ 36,629

Mirant Corp. (a)

135,643

1,896

 

38,525

Energy - 0.4%

El Paso Corp.

1,000,900

9,819

OPTI Canada, Inc. (a)(f)

1,500,000

2,632

Teekay Tankers Ltd.

28,500

231

 

12,682

Food/Beverage/Tobacco - 0.7%

American Italian Pasta Co. Class A (a)

750,000

20,378

Gaming - 0.0%

Virgin Media, Inc. warrants 1/10/11 (a)

3

0*

Healthcare - 0.8%

Kinetic Concepts, Inc. (a)

100,000

3,319

Tenet Healthcare Corp. (a)

4,057,534

20,775

 

24,094

Publishing/Printing - 0.3%

Cenveo, Inc. (a)

1,235,258

8,746

Restaurants - 0.1%

Domino's Pizza, Inc. (a)

265,100

1,946

Shipping - 0.5%

Teekay Corp.

665,000

13,799

Specialty Retailing - 0.0%

Eddie Bauer Holdings, Inc. Series A warrants 4/1/14 (a)

335,799

0*

Technology - 1.1%

Amkor Technology, Inc. (a)(f)

1,148,900

6,330

Flextronics International Ltd. (a)

3,376,500

21,880

Viasystems Group, Inc. (a)(l)

1,026,780

3,080

 

31,290

Telecommunications - 0.9%

ICO Global Communications Holdings Ltd. Class A (a)

43,772

34

Level 3 Communications, Inc. (a)

3,000,000

3,540

One Communications (a)

925,628

1,157

PAETEC Holding Corp. (a)

6,188,426

20,051

 

24,782

Textiles & Apparel - 0.2%

Arena Brands Holding Corp. Class B (a)(l)

42,253

277

Common Stocks - continued

Shares

Value (000s)

Textiles & Apparel - continued

Hanesbrands, Inc. (a)

188,000

$ 4,065

Pillowtex Corp. (a)

490,256

0*

 

4,342

TOTAL COMMON STOCKS

(Cost $417,138)

325,978

Preferred Stocks - 6.3%

 

 

 

 

Convertible Preferred Stocks - 4.9%

Banks and Thrifts - 1.9%

Bank of America Corp. Series L, 7.25%

22,855

19,137

Wells Fargo & Co. 7.50%

39,909

35,030

 

54,167

Energy - 1.6%

El Paso Corp. 4.99% (h)

54,500

47,625

Healthcare - 0.2%

Tenet Healthcare Corp. 7.00% (a)

5,000

4,969

Metals/Mining - 1.2%

Freeport-McMoRan Copper & Gold, Inc. 6.75%

324,300

34,778

TOTAL CONVERTIBLE PREFERRED STOCKS

141,539

Nonconvertible Preferred Stocks - 1.4%

Consumer Products - 0.9%

Revlon, Inc. Series A 12.75% (a)

4,464,520

26,073

Diversified Financial Services - 0.5%

Preferred Blocker, Inc. 7.00% (h)

20,860

12,516

TOTAL NONCONVERTIBLE PREFERRED STOCKS

38,589

TOTAL PREFERRED STOCKS

(Cost $240,058)

180,128

Floating Rate Loans - 23.1%

 

Principal Amount (000s)

Value (000s)

Aerospace - 0.5%

DeCrane Aircraft Holdings, Inc. Tranche 2LN, term loan 10.3219% 2/21/14 (j)

$ 250

$ 113

McKechnie Aerospace Holdings Ltd. Tranche 2LN, term loan 5.25% 5/11/15 pay-in-kind (j)

130

104

Sequa Corp. term loan 3.881% 12/3/14 (j)

14,584

12,688

 

12,905

Air Transportation - 2.2%

Delta Air Lines, Inc.:

Tranche 1LN, Revolving Credit-Linked Deposit 2.2843% 4/30/12 (j)

42,726

38,239

Tranche 2LN, term loan 3.5344% 4/30/14 (j)

23,615

19,600

US Airways Group, Inc. term loan 2.7806% 3/23/14 (j)

10,000

6,575

 

64,414

Auto Parts Distribution - 0.2%

American Axle & Manufacturing Holdings, Inc. term loan 10% 6/14/12 (j)

6,000

5,760

Automotive - 2.3%

AM General LLC term loan 6.0331% 4/17/12 (j)

5,369

4,778

Federal-Mogul Corp.:

Tranche B, term loan 2.1875% 12/27/14 (j)

13,176

10,113

Tranche C, term loan 2.1875% 12/27/15 (j)

6,723

5,126

Ford Motor Co. term loan 3.2875% 12/15/13 (j)

10,000

8,925

Visteon Corp. term loan 4.426% 6/13/13 (c)(j)

44,015

37,633

 

66,575

Broadcasting - 2.3%

Univision Communications, Inc. Tranche 1LN, term loan 2.5325% 9/29/14 (j)

83,045

66,436

Cable TV - 0.9%

CCO Holdings, LLC Tranche 3LN, term loan 6.75% 9/6/14 (j)

28,745

24,721

Capital Goods - 0.4%

Dresser, Inc. Tranche 2LN, term loan 5.995% 5/4/15 pay-in-kind (j)

12,145

10,931

Chemicals - 1.0%

Georgia Gulf Corp. term loan 10% 10/3/13 (j)

15,132

15,057

MacDermid, Inc. Tranche B, term loan 2.2429% 4/12/14 (j)

5,840

4,993

Millennium America/Millennium Inorganic Chemicals Ltd. Tranche 2LN, term loan 6.0325% 11/18/14 (j)

3,630

2,904

Solutia, Inc. term loan 7.25% 2/28/14 (j)

5,006

5,081

 

28,035

Floating Rate Loans - continued

 

Principal Amount (000s)

Value (000s)

Diversified Financial Services - 0.1%

AX Acquisition Corp. Tranche B1, term loan 3.7404% 8/15/14 (j)

$ 2,817

$ 2,583

Tempus Public Foundation Generation Holdings LLC Tranche 2LN, term loan 4.5014% 12/15/14 (j)

1,005

859

 

3,442

Electric Utilities - 0.9%

Ashmore Energy International term loan 3.2825% 3/30/14 (j)

9,769

9,085

Calpine Corp. Tranche D, term loan 3.165% 3/29/14 (j)

4,975

4,527

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Tranche B2, term loan 3.7446% 10/10/14 (j)

7,395

5,694

Tranche B3, term loan 3.7446% 10/10/14 (j)

7,998

6,078

 

25,384

Energy - 1.1%

Antero Resources Corp. Tranche 2LN, term loan 4.75% 4/12/14 (j)

17,170

15,153

Hawkeye Renewables LLC Tranche 1LN, term loan 8.25% 6/30/12 (c)(j)

34,141

14,681

Venoco, Inc. Tranche 2LN, term loan 4.25% 5/7/14 (j)

752

676

 

30,510

Entertainment/Film - 0.1%

MGM Holdings II, Inc. Tranche B, term loan 20.5% 4/8/12 (j)

5,525

3,039

Gaming - 0.5%

Centaur Gaming LLC Tranche 1LN, term loan 9.25% 10/30/12 (j)

2,720

2,380

Harrah's Operating Co., Inc. Tranche B4, term loan 9.5% 10/31/16 (j)

5,000

4,907

Venetian Macau Ltd.:

Tranche B, term loan 5.79% 5/26/13 (j)

4,417

4,042

Tranche DD, term loan 5.79% 5/26/12 (j)

2,354

2,154

Venetian Macau US Finance, Inc. Tranche B, term loan 5.79% 5/25/13 (j)

1,687

1,543

 

15,026

Homebuilding/Real Estate - 0.2%

General Growth Properties, Inc. Tranche A1, term loan 1.79% 2/24/10 (c)(j)

2,615

2,118

Realogy Corp. Tranche 2LN, term loan 13.5% 10/15/17

4,790

4,862

 

6,980

Floating Rate Loans - continued

 

Principal Amount (000s)

Value (000s)

Paper - 0.1%

White Birch Paper Co.:

Tranche 1LN, term loan 7% 5/8/14 (j)

$ 6,343

$ 1,935

Tranche 2LN, term loan 9.05% 11/8/14 (j)

8,620

431

 

2,366

Publishing/Printing - 1.2%

Cengage Learning, Inc. Tranche B, term loan 2.74% 7/5/14 (j)

30,909

26,504

Education Media and Publishing Group Ltd. Tranche 2LN, term loan 17.5% 12/12/14 (j)

8,859

2,303

The Reader's Digest Association, Inc. term loan:

4.4898% 3/2/14 (c)(j)

9,770

4,836

13.5% 8/26/10 (j)

160

166

 

33,809

Restaurants - 1.8%

OSI Restaurant Partners, Inc.:

Credit-Linked Deposit 2.5522% 6/14/13 (j)

5,008

4,157

term loan 2.5625% 6/14/14 (j)

58,239

48,339

 

52,496

Services - 0.8%

Avis Budget Car Rental LLC/Avis Budget Finance, Inc. term loan 4.04% 4/19/12 (j)

1,989

1,865

Central Parking Corp.:

Credit-Linked Deposit 2.563% 5/22/14 (j)

4,993

3,645

Tranche B 1LN, term loan 2.5% 5/22/14 (j)

13,105

9,567

ServiceMaster Co.:

term loan 2.7691% 7/24/14 (j)

9,048

8,008

Tranche DD, term loan 2.75% 7/24/14 (j)

901

797

 

23,882

Specialty Retailing - 2.3%

Eddie Bauer Holdings, Inc.:

term loan 8.25% 4/1/14 (c)(j)

2,509

2,258

term loan 8.25% 4/1/14 pay-in-kind (j)

801

721

Michaels Stores, Inc. Tranche B1, term loan 2.5192% 10/31/13 (j)

72,523

64,545

 

67,524

Technology - 3.4%

Freescale Semiconductor, Inc. term loan:

1.9963% 12/1/13 (j)

94,110

75,509

Floating Rate Loans - continued

 

Principal Amount (000s)

Value (000s)

Technology - continued

Freescale Semiconductor, Inc. term loan: - continued

12.5% 12/15/14

$ 6,965

$ 7,174

Intergraph Corp. Tranche 2LN, term loan 6.2918% 11/29/14 (j)

15,150

14,506

 

97,189

Telecommunications - 0.8%

Level 3 Financing, Inc. term loan 2.53% 3/13/14 (j)

27,425

23,517

TOTAL FLOATING RATE LOANS

(Cost $702,624)

664,941

Money Market Funds - 2.7%

Shares

 

Fidelity Cash Central Fund, 0.20% (k)

72,525,867

72,526

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(k)

5,038,080

5,038

TOTAL MONEY MARKET FUNDS

(Cost $77,564)

77,564

TOTAL INVESTMENT PORTFOLIO - 98.3%

(Cost $2,992,003)

2,827,317

NET OTHER ASSETS - 1.7%

47,909

NET ASSETS - 100%

$ 2,875,226

Legend

(a) Non-income producing

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

(c) Non-income producing - Issuer is in default.

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

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

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

(g) Affiliated company

(h) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $519,460,000 or 18.1% of net assets.

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

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

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

(l) 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 $3,358,000 or 0.1% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Arena Brands Holding Corp. Class B

6/18/97 - 7/13/98

$ 1,538

Viasystems Group, Inc.

2/13/04

$ 20,664

* Amount represents less than $1,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amount in thousands)

Fidelity Cash Central Fund

$ 413

Fidelity Securities Lending Cash Central Fund

147

Total

$ 560

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amount in thousands)

Value, beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

American Italian Pasta Co. Class A

$ 15,344

$ -

$ 14,760

$ -

$ -

Georgia Gulf Corp.

-

-

-

-

27,959

Revlon, Inc.

53,083

-

-

-

-

Total

$ 68,427

$ -

$ 14,760

$ -

$ 27,959

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 27,151

$ 26,874

$ -

$ 277

Consumer Staples

46,451

20,378

-

26,073

Energy

74,106

26,481

47,625

-

Financials

116,684

69,138

47,546

-

Health Care

29,063

24,094

4,969

-

Industrials

49,786

49,786

-

-

Information Technology

31,290

28,210

-

3,080

Materials

68,268

27,959

34,778

5,531

Telecommunication Services

24,782

23,625

-

1,157

Utilities

38,525

38,525

-

-

Corporate Bonds

1,578,706

-

1,573,272

5,434

Floating Rate Loans

664,941

-

664,828

113

Money Market Funds

77,564

77,564

-

-

Total Investments in Securities:

$ 2,827,317

$ 412,634

$ 2,373,018

$ 41,665

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Equities - Consumer Discretionary

Beginning Balance

$ 275

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

2

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 277

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 2

(Amounts in thousands)

 

Investments in Securities:

Equities - Consumer Staples

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(55,923)

Cost of Purchases

81,996

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 26,073

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (55,923)

Equities - Industrials

Beginning Balance

$ -

Total Realized Gain (Loss)

11

Total Unrealized Gain (Loss)

-

Cost of Purchases

-

Proceeds of Sales

(11)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ -

Equities - Information Technology

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(6,161)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

9,241

Ending Balance

$ 3,080

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (6,161)

(Amounts in thousands)

 

Investments in Securities:

Equities - Materials

Beginning Balance

$ 1,210

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

4,321

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 5,531

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 4,321

Equities - Telecommunication Services

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

231

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

926

Ending Balance

$ 1,157

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 231

Corporate Bonds

Beginning Balance

$ 6,747

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

357

Cost of Purchases

-

Proceeds of Sales

(410)

Amortization/Accretion

(1,566)

Transfers in/out of Level 3

306

Ending Balance

$ 5,434

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 357

(Amounts in thousands)

 

Investments in Securities:

Floating Rate Loans

Beginning Balance

$ 5,606

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(4,352)

Cost of Purchases

851

Proceeds of Sales

-

Amortization/Accretion

149

Transfers in/out of Level 3

(2,141)

Ending Balance

$ 113

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (47)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $1,122,307,000 of which $478,918,000, $132,110,000 and $511,279,000 will expire on October 31, 2010, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $4,512) - See accompanying schedule:

Unaffiliated issuers (cost $2,880,442)

$ 2,721,794

 

Fidelity Central Funds (cost $77,564)

77,564

 

Other affiliated issuers (cost $33,997)

27,959

 

Total Investments (cost $2,992,003)

 

$ 2,827,317

Cash

117

Receivable for investments sold

38,924

Receivable for fund shares sold

2,163

Dividends receivable

908

Interest receivable

48,690

Distributions receivable from Fidelity Central Funds

17

Prepaid expenses

17

Other affiliated receivables

2

Other receivables

61

Total assets

2,918,216

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 18,218

Delayed delivery

5,403

Payable for fund shares redeemed

9,484

Distributions payable

2,234

Accrued management fee

1,393

Distribution fees payable

500

Other affiliated payables

487

Other payables and accrued expenses

233

Collateral on securities loaned, at value

5,038

Total liabilities

42,990

 

 

 

Net Assets

$ 2,875,226

Net Assets consist of:

 

Paid in capital

$ 4,106,583

Undistributed net investment income

59,842

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

(1,126,400)

Net unrealized appreciation (depreciation) on investments

(164,799)

Net Assets

$ 2,875,226

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($702,956 ÷ 81,723 shares)

$ 8.60

 

 

 

Maximum offering price per share (100/96.00 of $8.60)

$ 8.96

Class T:
Net Asset Value
and redemption price per share ($677,736 ÷ 78,477 shares)

$ 8.64

 

 

 

Maximum offering price per share (100/96.00 of $8.64)

$ 9.00

Class B:
Net Asset Value
and offering price per share ($64,735 ÷ 7,566 shares)A

$ 8.56

 

 

 

Class C:
Net Asset Value
and offering price per share ($184,676 ÷ 21,499 shares)A

$ 8.59

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,245,123 ÷ 151,565 shares)

$ 8.22

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

 Amounts in thousands

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 15,656

Interest

 

217,231

Income from Fidelity Central Funds

 

560

Total income

 

233,447

 

 

 

Expenses

Management fee

$ 13,629

Transfer agent fees

4,653

Distribution fees

4,668

Accounting and security lending fees

789

Custodian fees and expenses

37

Independent trustees' compensation

17

Registration fees

122

Audit

84

Legal

42

Miscellaneous

54

Total expenses before reductions

24,095

Expense reductions

(25)

24,070

Net investment income

209,377

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(546,584)

Other affiliated issuers

11,826

 

Foreign currency transactions

(50)

Total net realized gain (loss)

 

(534,808)

Change in net unrealized appreciation (depreciation) on:

Investment securities

1,213,836

Assets and liabilities in foreign currencies

(1)

Total change in net unrealized appreciation (depreciation)

 

1,213,835

Net gain (loss)

679,027

Net increase (decrease) in net assets resulting from operations

$ 888,404

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 209,377

$ 264,990

Net realized gain (loss)

(534,808)

(136,230)

Change in net unrealized appreciation (depreciation)

1,213,835

(1,487,541)

Net increase (decrease) in net assets resulting
from operations

888,404

(1,358,781)

Distributions to shareholders from net investment income

(172,447)

(244,125)

Share transactions - net increase (decrease)

(283,715)

501,827

Redemption fees

1,894

1,585

Total increase (decrease) in net assets

434,136

(1,099,494)

 

 

 

Net Assets

Beginning of period

2,441,090

3,540,584

End of period (including undistributed net investment income of $59,842 and undistributed net investment income of $44,183, respectively)

$ 2,875,226

$ 2,441,090

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.44

$ 10.70

$ 10.10

$ 9.60

$ 9.64

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .587

  .712

  .677

  .673

  .695

Net realized and unrealized gain (loss)

  2.033

  (4.326)

  .629

  .500

  .134

Total from investment operations

  2.620

  (3.614)

  1.306

  1.173

  .829

Distributions from net investment income

  (.465)

  (.650)

  (.708)

  (.644)

  (.871)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.465)

  (.650)

  (.708)

  (.674)

  (.871)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.60

$ 6.44

$ 10.70

$ 10.10

$ 9.60

Total Return A, B

  43.51%

  (35.41)%

  13.22%

  12.62%

  8.71%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.07%

  1.07%

  1.02%

  .98%

  1.00%

Expenses net of fee waivers, if any

  1.07%

  1.07%

  1.02%

  .98%

  1.00%

Expenses net of all reductions

  1.07%

  1.07%

  1.02%

  .98%

  .99%

Net investment income

  8.68%

  7.64%

  6.36%

  6.83%

  7.08%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 703

$ 519

$ 823

$ 583

$ 424

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.47

$ 10.74

$ 10.14

$ 9.63

$ 9.67

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .586

  .722

  .680

  .670

  .693

Net realized and unrealized gain (loss)

  2.046

  (4.344)

  .626

  .507

  .129

Total from investment operations

  2.632

  (3.622)

  1.306

  1.177

  .822

Distributions from net investment income

  (.467)

  (.652)

  (.708)

  (.638)

  (.864)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.467)

  (.652)

  (.708)

  (.668)

  (.864)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.64

$ 6.47

$ 10.74

$ 10.14

$ 9.63

Total Return A, B

  43.50%

  (35.36)%

  13.16%

  12.62%

  8.61%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.05%

  1.04%

  1.02%

  1.04%

  1.06%

Expenses net of fee waivers, if any

  1.05%

  1.04%

  1.02%

  1.04%

  1.06%

Expenses net of all reductions

  1.05%

  1.04%

  1.02%

  1.04%

  1.06%

Net investment income

  8.70%

  7.67%

  6.36%

  6.77%

  7.02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 678

$ 542

$ 1,138

$ 1,083

$ 1,003

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.41

$ 10.65

$ 10.06

$ 9.56

$ 9.61

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .532

  .652

  .599

  .597

  .622

Net realized and unrealized gain (loss)

  2.033

  (4.309)

  .621

  .501

  .123

Total from investment operations

  2.565

  (3.657)

  1.220

  1.098

  .745

Distributions from net investment income

  (.420)

  (.587)

  (.632)

  (.569)

  (.797)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.420)

  (.587)

  (.632)

  (.599)

  (.797)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.56

$ 6.41

$ 10.65

$ 10.06

$ 9.56

Total Return A, B

  42.62%

  (35.83)%

  12.36%

  11.82%

  7.82%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.76%

  1.77%

  1.74%

  1.74%

  1.75%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.74%

  1.74%

  1.74%

Expenses net of all reductions

  1.75%

  1.75%

  1.74%

  1.74%

  1.74%

Net investment income

  8.00%

  6.96%

  5.64%

  6.06%

  6.33%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 65

$ 59

$ 141

$ 202

$ 313

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.44

$ 10.69

$ 10.09

$ 9.59

$ 9.63

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .536

  .645

  .595

  .592

  .615

Net realized and unrealized gain (loss)

  2.025

  (4.318)

  .629

  .500

  .133

Total from investment operations

  2.561

  (3.673)

  1.224

  1.092

  .748

Distributions from net investment income

  (.416)

  (.581)

  (.626)

  (.563)

  (.790)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.416)

  (.581)

  (.626)

  (.593)

  (.790)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.59

$ 6.44

$ 10.69

$ 10.09

$ 9.59

Total Return A, B

  42.32%

  (35.83)%

  12.37%

  11.72%

  7.83%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.81%

  1.81%

  1.79%

  1.80%

  1.82%

Expenses net of fee waivers, if any

  1.81%

  1.81%

  1.79%

  1.80%

  1.82%

Expenses net of all reductions

  1.81%

  1.81%

  1.79%

  1.80%

  1.82%

Net investment income

  7.94%

  6.90%

  5.59%

  6.01%

  6.26%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 185

$ 131

$ 237

$ 198

$ 182

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.18

$ 10.29

$ 9.74

$ 9.28

$ 9.35

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .570

  .701

  .673

  .665

  .691

Net realized and unrealized gain (loss)

  1.949

  (4.140)

  .607

  .485

  .125

Total from investment operations

  2.519

  (3.439)

  1.280

  1.150

  .816

Distributions from net investment income

  (.484)

  (.675)

  (.732)

  (.661)

  (.888)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.484)

  (.675)

  (.732)

  (.691)

  (.888)

Redemption fees added to paid in capital B

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.22

$ 6.18

$ 10.29

$ 9.74

$ 9.28

Total Return A

  43.81%

  (35.17)%

  13.46%

  12.83%

  8.85%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .81%

  .80%

  .80%

  .81%

  .81%

Expenses net of fee waivers, if any

  .81%

  .80%

  .80%

  .81%

  .81%

Expenses net of all reductions

  .81%

  80%

  .80%

  .81%

  .81%

Net investment income

  8.94%

  7.91%

  6.58%

  6.99%

  7.26%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,245

$ 1,190

$ 1,202

$ 610

$ 351

Portfolio turnover rate D

  49%

  45%

  35%

  51%

  53%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

(Amounts in thousands except ratios)

1. Organization.

Fidelity Advisor High Income Advantage Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 22, 2009, have

Annual Report

3. Significant Accounting Policies - continued

been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds and floating rate loans, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions. Actual prices received at disposition may differ.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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.

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.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, defaulted bonds, market discount, partnerships, deferred trustees compensation, capital loss carryforwards, expiring capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 261,196

Gross unrealized depreciation

(398,051)

Net unrealized appreciation (depreciation)

$ (136,855)

 

 

Tax Cost

$ 2,964,172

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,971

Capital loss carryforward

$ (1,122,307)

Net unrealized appreciation (depreciation)

$ (136,968)

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 172,447

$ 244,125

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

Annual Report

4. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

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.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,127,962 and $1,431,704, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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 annual management fee rate was .57% of the Fund's average net assets.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,376

$ 40

Class T

0%

.25%

1,384

2

Class B

.65%

.25%

490

356

Class C

.75%

.25%

1,418

210

 

 

 

$ 4,668

$ 608

Sales Load. FDC receives a front-end sales charge of up to 4.00% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 46

Class T

24

Class B*

143

Class C*

24

 

$ 237

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,119

.20

Class T

1,020

.18

Class B

132

.24

Class C

273

.19

Institutional Class

2,109

.19

 

$ 4,653

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $13 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $12 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

8. Security Lending - continued

to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $147.

9. 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 $8,413. The weighted average interest rate was .43%. The interest expense amounted to two hundred and ninety-eight dollars under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. 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, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class B

1.75%

$ 5

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 $9 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, 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 $11.

Annual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 37,753

$ 52,256

Class T

38,254

61,495

Class B

3,493

6,621

Class C

8,668

12,639

Institutional Class

84,279

111,114

Total

$ 172,447

$ 244,125

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

25,660

30,951

$ 167,190

$ 293,445

Reinvestment of distributions

4,622

4,419

29,855

40,467

Shares redeemed

(29,164)

(31,681)

(193,280)

(289,603)

Net increase (decrease)

1,118

3,689

$ 3,765

$ 44,309

Class T

 

 

 

 

Shares sold

32,583

19,633

$ 196,369

$ 183,198

Reinvestment of distributions

4,930

5,574

31,782

51,665

Shares redeemed

(42,870)

(47,317)

(264,008)

(444,773)

Net increase (decrease)

(5,357)

(22,110)

$ (35,857)

$ (209,910)

Class B

 

 

 

 

Shares sold

1,364

1,390

$ 8,847

$ 13,101

Reinvestment of distributions

350

453

2,210

4,180

Shares redeemed

(3,336)

(5,909)

(20,955)

(54,886)

Net increase (decrease)

(1,622)

(4,066)

$ (9,898)

$ (37,605)

Class C

 

 

 

 

Shares sold

6,688

4,930

$ 43,622

$ 46,935

Reinvestment of distributions

842

830

5,422

7,624

Shares redeemed

(6,369)

(7,567)

(41,104)

(68,278)

Net increase (decrease)

1,161

(1,807)

$ 7,940

$ (13,719)

Institutional Class

 

 

 

 

Shares sold

55,510

117,537

$ 327,598

$ 1,063,506

Reinvestment of distributions

10,109

9,055

62,349

79,384

Shares redeemed

(106,676)

(50,833)

(639,612)

(424,138)

Net increase (decrease)

(41,057)

75,759

$ (249,665)

$ 718,752

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

13. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor High Income Advantage Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor High Income Advantage Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians, agent banks and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor High Income Advantage Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 22, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Thomas C. Hense (45)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Name, Age; Principal Occupation

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor High Income Advantage Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 

Pay Date

Record Date

Capital Gains

Class A

12/07/09

12/04/09

$0.02

Class T

12/07/09

12/04/09

$0.02

Class B

12/07/09

12/04/09

$0.02

Class C

12/07/09

12/04/09

$0.02

The fund designates $112,908,292 of distributions paid during the period January 1, 2009 to October 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor High Income Advantage Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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, 2008, the cumulative total returns of Institutional Class (Class I) and Class C of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class C show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor High Income Advantage Fund


fid296

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the fourth quartile for all the periods shown. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. 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. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board reviewed the year-to-date performance of Class A through May 31, 2009 and stated that it exceeded the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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.

Annual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. 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 25% means that 75% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Advisor High Income Advantage Fund


fid298

Annual 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 2008.

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 Class A, Class T, and Class B ranked below its competitive median for 2008 and the total expenses of each of Class C and Institutional Class ranked above its competitive median for 2008. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of 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.

Annual Report

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

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

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

FIL 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

The Bank of New York Mellon

New York, NY

HY-UANN-1209
1.784750.106

fid144

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor
High Income Advantage
Fund - Institutional Class

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Institutional Class

43.81%

5.37%

5.83%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor High Income Advantage Fund - Institutional Class on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how The BofA Merrill Lynch US High Yield Constrained Index performed over the same period.


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Annual Report

Management's Discussion of Fund Performance

Market Recap: High-yield bonds posted extremely strong returns during the year ending October 31, 2009, with The BofA Merrill Lynch US High Yield Constrained IndexSM gaining 49.54%. As the period began, the U.S. economy was reeling and, in the aftermath of the collapse of investment bank Lehman Brothers, investors retreated sharply from investments well out on the risk spectrum. The U.S. Treasury and the Federal Reserve Board worked to restore liquidity to the debt markets, but high yield stumbled to its worst year ever in 2008. The pendulum started to swing the other way heading into 2009, largely due to evidence that federal intervention programs were having their desired effect. Starting from very low prices, high-yield bonds enjoyed their best quarter ever in the second quarter of 2009, which included April, the market's strongest month on record. Other factors that helped propel returns included: renewed investor confidence in the financial markets, which sparked interest in high-yield bonds and other investments that carry more risk; improved demand for high-yield products amid very low short-term interest rates; signs that the high-yield market was working more normally again; improving business fundamentals; and better performance by the equity markets.

Comments from Thomas Soviero, Portfolio Manager of Fidelity® Advisor High Income Advantage Fund: For the year, the fund's Institutional Class shares returned 43.81%, underperforming the BofA Merrill Lynch index. The fund was hurt by its out-of-benchmark allocation to equities, which underperformed high-yield bonds even though our stock picking was very strong overall. A modest cash position also detracted, along with below-benchmark returns from our high-yield bond holdings. On an industry basis, security selection in consumer products, cable TV and technology hurt the most. Conversely, some good picks in the automotive and telecommunications groups made a notable contribution, as did a sizable out-of-index stake in floating-rate bank loans. Individual detractors included out-of-benchmark common-stock positions in several companies - cosmetics giant Revlon, Delta Air and natural gas distributor El Paso. Cable-TV company Charter Communications also detracted, as did underweighting General Motors Acceptance Corp. (GMAC). Some detractors I've mentioned were not held at period end. Key contributions came from Bank of America, satellite telecom firm Intelsat and automotive component manufacturer Visteon.

Note to shareholders: Harley Lank became Co-Portfolio Manager of the fund on September 1, 2009, joining Thomas Soviero.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period*
May 1, 2009 to October 31, 2009

Class A

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,357.70

$ 6.24

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

Class T

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,357.70

$ 6.06

HypotheticalA

 

$ 1,000.00

$ 1,020.06

$ 5.19

Class B

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,353.10

$ 10.38

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89

Class C

1.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,353.30

$ 10.56

HypotheticalA

 

$ 1,000.00

$ 1,016.23

$ 9.05

Institutional Class

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,359.60

$ 4.70

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Five Holdings as of October 31, 2009

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Freescale Semiconductor, Inc.

3.2

2.9

Delta Air Lines, Inc.

2.9

2.3

MGM Mirage, Inc.

2.4

2.3

Univision Communications, Inc.

2.3

2.4

Michaels Stores, Inc.

2.2

2.4

 

13.0

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Telecommunications

11.5

12.4

Energy

9.0

6.4

Technology

8.0

7.7

Electric Utilities

6.3

5.8

Banks and Thrifts

5.7

4.9

Quality Diversification (% of fund's net assets)

As of October 31, 2009 *

As of April 30, 2009 **

fid254

AAA,AA,A 0.0%

 

fid103

AAA,AA,A 0.2%

 

fid257

BBB 0.0%

 

fid106

BBB 0.2%

 

fid260

BB 16.8%

 

fid109

BB 16.0%

 

fid263

B 29.1%

 

fid112

B 33.0%

 

fid266

CCC,CC,C 26.5%

 

fid115

CCC,CC,C 26.0%

 

fid269

D 2.4%

 

fid118

D 2.1%

 

fid272

Not Rated 3.2%

 

fid121

Not Rated 1.6%

 

fid275

Equities 17.6%

 

fid124

Equities 16.9%

 

fid278

Short-Term Investments and Net Other Assets 4.4%

 

fid127

Short-Term Investments and Net Other Assets 4.0%

 

fid333

We have used ratings from Moody's® Investors Service, Inc. Where Moody's ratings are not available, we have used S&P ® ratings. All ratings are as of the report date and do not reflect subsequent downgrades.

Asset Allocation (% of fund's net assets)

As of October 31, 2009 *

As of April 30, 2009 **

fid283

Nonconvertible Bonds 54.3%

 

fid103

Nonconvertible Bonds 52.9%

 

fid260

Convertible Bonds,
Preferred Stocks 6.9%

 

fid109

Convertible Bonds,
Preferred Stocks 6.3%

 

fid339

Common Stocks 11.3%

 

fid115

Common Stocks 10.9%

 

fid275

Floating Rate Loans 23.1%

 

fid124

Floating Rate Loans 25.9%

 

fid278

Short-Term Investments
and Net Other Assets 4.4%

 

fid127

Short-Term Investments
and Net Other Assets 4.0%

 

* Foreign investments

9.9%

 

** Foreign investments

8.5%

 

fid346

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Corporate Bonds - 54.9%

 

Principal Amount (000s)

Value (000s)

Convertible Bonds - 0.6%

Air Transportation - 0.1%

UAL Corp. 4.5% 6/30/21 (h)

$ 5,200

$ 3,874

Energy - 0.2%

Headwaters, Inc. 2.5% 2/1/14

6,620

4,377

Metals/Mining - 0.3%

Peabody Energy Corp. 4.75% 12/15/66

10,000

9,213

TOTAL CONVERTIBLE BONDS

17,464

Nonconvertible Bonds - 54.3%

Aerospace - 1.0%

Sequa Corp.:

11.75% 12/1/15 (h)

21,885

18,602

13.5% 12/1/15 pay-in-kind (h)

13,523

10,785

 

29,387

Air Transportation - 1.4%

American Airlines, Inc. pass-thru trust certificates:

7.377% 5/23/19

9,481

7,300

10.18% 1/2/13

4,098

3,278

Continental Airlines, Inc.:

pass-thru trust certificates 6.903% 4/19/22

1,480

1,273

3.4725% 6/2/13 (j)

7,330

5,717

7.339% 4/19/14

2,480

2,232

Continental Airlines, Inc. 9.25% 5/10/17 (i)

2,760

2,788

Delta Air Lines, Inc.:

8% 12/15/07 (a)(h)

10,571

106

9.5% 9/15/14 (h)

1,720

1,767

10% 8/15/08 (a)

29,000

290

12.25% 3/15/15 (h)

15,000

14,213

Delta Air Lines, Inc. pass-thru trust certificates 7.779% 1/2/12

794

754

Northwest Airlines Corp. 10% 2/1/09 (a)

1,524

11

Northwest Airlines, Inc.:

7.875% 3/15/08 (a)

7,755

39

9.875% 3/15/07 (a)

6,255

47

 

39,815

Auto Parts Distribution - 1.0%

Exide Technologies 10.5% 3/15/13

30,000

29,700

Automotive - 0.9%

Accuride Corp. 8.5% 2/1/15 (c)

7,885

5,835

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Automotive - continued

Ford Motor Credit Co. LLC 7.25% 10/25/11

$ 1,335

$ 1,309

Navistar International Corp. 8.25% 11/1/21

3,275

3,197

TRW Automotive, Inc.:

7% 3/15/14 (h)

1,750

1,628

7.25% 3/15/17 (h)

13,770

12,531

 

24,500

Banks and Thrifts - 2.1%

GMAC LLC:

6% 12/15/11

1,075

1,011

6% 12/15/11 (h)

8,445

7,896

6.625% 5/15/12 (h)

5,765

5,448

6.875% 8/28/12 (h)

10,000

9,450

7.5% 12/31/13 (h)

28,630

26,483

8% 12/31/18 (h)

10,210

8,372

8% 11/1/31 (h)

4,273

3,611

Washington Mutual Bank 5.5% 1/15/13 (c)

10,000

1

 

62,272

Broadcasting - 0.2%

Nexstar Finance Holdings LLC/Nexstar Finance Holdings, Inc. 11.375% 4/1/13

6,395

4,237

Umbrella Acquisition, Inc. 10.5% 3/15/15 pay-in-kind (e)(h)

758

577

 

4,814

Building Materials - 1.0%

Owens Corning:

6.5% 12/1/16

10,615

10,583

7% 12/1/36

20,295

17,014

 

27,597

Cable TV - 0.1%

CSC Holdings, Inc. 6.75% 4/15/12

2,937

3,054

Capital Goods - 0.8%

Mueller Water Products, Inc. 7.375% 6/1/17

7,180

6,175

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

20,525

16,112

 

22,287

Chemicals - 0.8%

Huntsman International LLC 5.5% 6/30/16 (h)

7,410

6,391

NOVA Chemicals Corp.:

8.375% 11/1/16 (h)

5,000

5,044

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Chemicals - continued

NOVA Chemicals Corp.: - continued

8.625% 11/1/19 (h)

$ 5,000

$ 5,069

Solutia, Inc. 8.75% 11/1/17

1,205

1,250

Tronox Worldwide LLC/Tronox Worldwide Finance Corp. 9.5% 12/1/12 (c)

7,610

4,775

 

22,529

Consumer Products - 0.0%

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

750

743

Containers - 0.5%

Berry Plastics Corp. 5.0344% 2/15/15 (j)

7,560

6,880

Solo Cup Co. 8.5% 2/15/14

8,000

7,780

 

14,660

Diversified Financial Services - 0.6%

Nuveen Investments, Inc. 10.5% 11/15/15 (h)

10,450

9,248

Reliance Intermediate Holdings LP 9.5% 12/15/19 (h)

7,000

7,315

Sprint Capital Corp. 8.75% 3/15/32

965

835

 

17,398

Diversified Media - 1.8%

Liberty Media Corp.:

5.7% 5/15/13

20,000

18,800

8.25% 2/1/30

660

594

8.5% 7/15/29

745

678

Nielsen Finance LLC/Nielsen Finance Co.:

0% 8/1/16 (d)

25,235

21,765

11.5% 5/1/16

5,000

5,300

11.625% 2/1/14

3,185

3,400

 

50,537

Electric Utilities - 4.1%

AES Corp.:

8% 6/1/20

9,475

9,475

9.75% 4/15/16 (h)

3,630

3,957

Calpine Corp.:

8.5% 7/15/10 (c)(h)

16,320

0

8.75% 7/15/13 (c)(h)

5,865

0

Edison Mission Energy:

7.2% 5/15/19

1,565

1,236

7.625% 5/15/27

18,110

12,677

Energy Future Holdings 10.875% 11/1/17

35,100

24,219

Intergen NV 9% 6/30/17 (h)

32,660

33,966

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Electric Utilities - continued

Mirant Americas Generation LLC:

8.5% 10/1/21

$ 2,080

$ 1,820

9.125% 5/1/31

9,625

7,929

North American Energy Alliance LLC/North American Energy Alliance Finance Corp. 10.875% 6/1/16 (h)

6,440

6,714

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Series A, 10.25% 11/1/15

4,820

3,422

11.25% 11/1/16 pay-in-kind

19,615

11,555

 

116,970

Energy - 5.7%

Ashland, Inc. 9.125% 6/1/17 (h)

2,940

3,168

El Paso Energy Corp. 7.75% 1/15/32

1,970

1,844

Headwaters, Inc. 11.375% 11/1/14 (h)

1,105

1,108

Helix Energy Solutions Group, Inc. 9.5% 1/15/16 (h)

14,330

14,724

Hercules Offshore, Inc. 10.5% 10/15/17 (h)

5,705

5,705

Mariner Energy, Inc.:

8% 5/15/17

16,536

15,378

11.75% 6/30/16

5,845

6,430

OPTI Canada, Inc.:

7.875% 12/15/14

27,290

21,286

8.25% 12/15/14

11,005

8,736

Petroleum Development Corp. 12% 2/15/18

7,940

7,920

Plains Exploration & Production Co. 7.75% 6/15/15

12,700

12,573

Quicksilver Resources, Inc.:

7.125% 4/1/16

10,000

8,997

11.75% 1/1/16

12,900

14,319

SandRidge Energy, Inc.:

8% 6/1/18 (h)

11,810

11,603

8.625% 4/1/15 pay-in-kind (j)

2,450

2,456

Stone Energy Corp. 6.75% 12/15/14

4,320

3,596

Venoco, Inc. 11.5% 10/1/17 (h)

7,100

7,047

Western Refining, Inc. 11.25% 6/15/17 (h)

10,000

9,100

Williams Partners LP/Williams Partners Finance Corp. 7.25% 2/1/17

6,820

6,752

 

162,742

Entertainment/Film - 0.2%

Livent, Inc. yankee 9.375% 10/15/04 (c)

11,100

0

Marquee Holdings, Inc. 12% 8/15/14 (e)

6,990

5,784

 

5,784

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Environmental - 0.1%

Casella Waste Systems, Inc. 11% 7/15/14 (h)

$ 1,725

$ 1,829

Food and Drug Retail - 2.5%

Albertsons, Inc. 8% 5/1/31

9,100

8,281

Nutritional Sourcing Corp. 10.125% 8/1/09 (c)

7,424

742

Rite Aid Corp.:

7.5% 3/1/17

22,348

19,890

8.625% 3/1/15

11,160

9,151

9.375% 12/15/15

1,345

1,110

9.5% 6/15/17

32,625

26,182

10.25% 10/15/19 (h)

2,020

2,025

Tops Markets LLC 10.125% 10/15/15 (h)

4,935

5,034

 

72,415

Food/Beverage/Tobacco - 0.4%

Smithfield Foods, Inc.:

7% 8/1/11

2,180

2,098

7.75% 7/1/17

10,545

8,568

 

10,666

Gaming - 3.8%

Downstream Development Authority 12% 10/15/15 (h)

8,750

7,175

Harrah's Operating Co., Inc. 11.25% 6/1/17 (h)

8,000

8,160

Indianapolis Downs LLC & Capital Corp. 11% 11/1/12 (h)

11,260

6,981

MGM Mirage, Inc.:

6.625% 7/15/15

26,410

19,940

6.75% 4/1/13

5,715

4,715

6.875% 4/1/16

1,155

860

7.5% 6/1/16

33,920

24,422

7.625% 1/15/17

11,885

8,973

11.125% 11/15/17 (h)

4,595

5,043

13% 11/15/13 (h)

4,000

4,550

Mohegan Tribal Gaming Authority 11.5% 11/1/17 (h)

2,110

2,063

Station Casinos, Inc.:

6% 4/1/12 (c)

5,550

1,318

7.75% 8/15/16 (c)

6,150

1,415

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 6.625% 12/1/14

15,475

14,624

 

110,239

Healthcare - 3.2%

Apria Healthcare Group, Inc. 11.25% 11/1/14 (h)

10,000

10,825

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Healthcare - continued

HCA, Inc.:

6.375% 1/15/15

$ 4,730

$ 4,411

9.875% 2/15/17 (h)

1,475

1,564

ReAble Therapeutics Finance LLC/ReAble Therapeutics Finance Corp. 11.75% 11/15/14

20,745

20,434

Select Medical Corp. 7.625% 2/1/15

5,000

4,713

Tenet Healthcare Corp.:

6.875% 11/15/31

16,215

12,323

8.875% 7/1/19 (h)

12,000

12,720

VWR Funding, Inc. 11.25% 7/15/15 pay-in-kind (e)

30,000

26,588

 

93,578

Homebuilding/Real Estate - 0.2%

K. Hovnanian Enterprises, Inc. 6.25% 1/15/16

8,025

5,698

Insurance - 1.0%

Provident Companies, Inc.:

7% 7/15/18

11,260

10,908

7.25% 3/15/28

17,830

13,457

UnumProvident Corp.:

6.75% 12/15/28

4,814

3,748

7.19% 2/1/28

1,145

823

USI Holdings Corp. 9.75% 5/15/15 (h)

1,550

1,380

 

30,316

Leisure - 0.7%

Royal Caribbean Cruises Ltd. 11.875% 7/15/15

3,695

4,138

Six Flags Operations, Inc. 12.25% 7/15/16 (c)(h)

17,828

16,580

 

20,718

Metals/Mining - 1.8%

FMG Finance Property Ltd. 10.625% 9/1/16 (h)

11,055

11,939

Freeport-McMoRan Copper & Gold, Inc. 8.375% 4/1/17

12,350

13,307

Novelis, Inc.:

7.25% 2/15/15 (e)

15,000

13,463

11.5% 2/15/15 (h)

1,345

1,392

Teck Resources Ltd. 10.75% 5/15/19

10,985

12,798

 

52,899

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Paper - 0.3%

NewPage Corp. 11.375% 12/31/14 (h)

$ 5,385

$ 5,304

Solo Cup Co. 10.5% 11/1/13 (h)

2,285

2,422

 

7,726

Publishing/Printing - 1.2%

Cadmus Communications Corp. 8.375% 6/15/14

3,260

2,588

Cenveo Corp. 7.875% 12/1/13

21,570

18,820

Deluxe Corp.:

5% 12/15/12

8,680

8,127

5.125% 10/1/14

5,170

4,627

The Reader's Digest Association, Inc. 9% 2/15/17 (c)

13,940

209

 

34,371

Services - 1.5%

Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:

7.625% 5/15/14

14,945

13,451

7.75% 5/15/16

14,500

12,978

Cornell Companies, Inc. 10.75% 7/1/12

7,345

7,492

Muzak LLC/Muzak Finance Corp. 10% 2/15/09 (c)

6,460

4,199

Rental Service Corp. 9.5% 12/1/14

5,095

4,993

 

43,113

Shipping - 0.3%

Navios Maritime Holdings, Inc.:

8.875% 11/1/17 (h)(i)

2,680

2,720

9.5% 12/15/14

2,065

2,024

Trico Shipping AS 11.875% 11/1/14 (h)

5,165

5,288

 

10,032

Specialty Retailing - 1.1%

General Nutrition Centers, Inc. 5.1775% 3/15/14 pay-in-kind (j)

14,050

12,505

Intcomex, Inc. 11.75% 1/15/11

6,260

4,945

Sally Holdings LLC 10.5% 11/15/16

7,590

8,045

Toys 'R' Us Property Co. I LLC 10.75% 7/15/17 (h)

5,000

5,413

 

30,908

Steels - 0.2%

Steel Dynamics, Inc. 6.75% 4/1/15

4,980

4,756

Super Retail - 0.2%

Asbury Automotive Group, Inc. 7.625% 3/15/17

1,000

900

NBC Acquisition Corp. 11% 3/15/13

11,890

6,361

 

7,261

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Technology - 3.5%

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

$ 9,075

$ 8,077

Avago Technologies Finance Ltd. 10.125% 12/1/13

12,850

13,541

Ceridian Corp. 11.25% 11/15/15

7,320

7,046

Freescale Semiconductor, Inc.:

8.875% 12/15/14

2,965

2,402

10.125% 12/15/16

8,920

6,311

NXP BV:

7.875% 10/15/14

2,971

2,436

10% 7/15/13 (h)

9,174

8,991

Seagate Technology HDD Holdings 6.8% 10/1/16

9,994

9,794

Spansion LLC 11.25% 1/15/16 (c)(h)

15,415

13,103

SS&C Technologies, Inc. 11.75% 12/1/13

8,145

8,573

SunGard Data Systems, Inc. 10.25% 8/15/15

5,555

5,722

Viasystems, Inc. 10.5% 1/15/11

13,440

13,440

 

99,436

Telecommunications - 9.8%

Citizens Communications Co. 7.875% 1/15/27

6,970

6,378

Cricket Communications, Inc. 9.375% 11/1/14

3,785

3,671

Digicel Group Ltd. 8.875% 1/15/15 (h)

30,570

29,194

Global Crossing Ltd. 12% 9/15/15 (h)

3,530

3,751

Intelsat Bermuda Ltd. 12.5% 2/4/17 pay-in-kind (e)(h)

6,930

6,571

Intelsat Jackson Holdings Ltd. 11.5% 6/15/16

29,580

31,059

Level 3 Financing, Inc.:

9.25% 11/1/14

8,940

7,957

12.25% 3/15/13

12,886

13,434

MetroPCS Wireless, Inc.:

9.25% 11/1/14

20,740

20,896

9.25% 11/1/14

7,565

7,650

Nextel Communications, Inc.:

5.95% 3/15/14

2,225

1,939

6.875% 10/31/13

5,000

4,625

7.375% 8/1/15

21,405

18,970

NII Capital Corp. 10% 8/15/16 (h)

10,000

10,550

Sprint Capital Corp.:

6.875% 11/15/28

33,655

25,241

6.9% 5/1/19

27,155

23,625

Sprint Nextel Corp.:

6% 12/1/16

44,055

37,887

8.375% 8/15/17

10,000

9,675

Corporate Bonds - continued

 

Principal Amount (000s)

Value (000s)

Nonconvertible Bonds - continued

Telecommunications - continued

Wind Acquisition Finance SA 11.75% 7/15/17 (h)

$ 10,000

$ 11,250

Windstream Corp. 8.625% 8/1/16

7,030

7,223

 

281,546

Textiles & Apparel - 0.3%

Hanesbrands, Inc. 4.5925% 12/15/14 (j)

9,940

8,946

TOTAL NONCONVERTIBLE BONDS

1,561,242

TOTAL CORPORATE BONDS

(Cost $1,554,619)

1,578,706

Common Stocks - 11.3%

Shares

 

Air Transportation - 0.3%

Delta Air Lines, Inc. (a)

1,285,595

9,179

Automotive - 0.7%

Exide Technologies (a)

2,500,000

15,300

Penske Automotive Group, Inc. (f)

300,000

4,698

 

19,998

Banks and Thrifts - 1.7%

Bank of America Corp.

1,664,334

24,266

Huntington Bancshares, Inc.

3,047,544

11,611

KeyCorp

2,606,990

14,052

Washington Mutual, Inc. (a)

505,500

72

 

50,001

Broadcasting - 0.0%

Gray Television, Inc.

494,070

865

Building Materials - 1.1%

Owens Corning (a)

1,441,022

31,861

Chemicals - 1.0%

Georgia Gulf Corp. (a)(g)

1,945,619

27,959

Containers - 0.2%

Anchor Glass Container Corp. (a)

172,857

5,531

Pliant Corp. (a)

2,041

0

 

5,531

Common Stocks - continued

Shares

Value (000s)

Electric Utilities - 1.3%

AES Corp.

2,802,509

$ 36,629

Mirant Corp. (a)

135,643

1,896

 

38,525

Energy - 0.4%

El Paso Corp.

1,000,900

9,819

OPTI Canada, Inc. (a)(f)

1,500,000

2,632

Teekay Tankers Ltd.

28,500

231

 

12,682

Food/Beverage/Tobacco - 0.7%

American Italian Pasta Co. Class A (a)

750,000

20,378

Gaming - 0.0%

Virgin Media, Inc. warrants 1/10/11 (a)

3

0*

Healthcare - 0.8%

Kinetic Concepts, Inc. (a)

100,000

3,319

Tenet Healthcare Corp. (a)

4,057,534

20,775

 

24,094

Publishing/Printing - 0.3%

Cenveo, Inc. (a)

1,235,258

8,746

Restaurants - 0.1%

Domino's Pizza, Inc. (a)

265,100

1,946

Shipping - 0.5%

Teekay Corp.

665,000

13,799

Specialty Retailing - 0.0%

Eddie Bauer Holdings, Inc. Series A warrants 4/1/14 (a)

335,799

0*

Technology - 1.1%

Amkor Technology, Inc. (a)(f)

1,148,900

6,330

Flextronics International Ltd. (a)

3,376,500

21,880

Viasystems Group, Inc. (a)(l)

1,026,780

3,080

 

31,290

Telecommunications - 0.9%

ICO Global Communications Holdings Ltd. Class A (a)

43,772

34

Level 3 Communications, Inc. (a)

3,000,000

3,540

One Communications (a)

925,628

1,157

PAETEC Holding Corp. (a)

6,188,426

20,051

 

24,782

Textiles & Apparel - 0.2%

Arena Brands Holding Corp. Class B (a)(l)

42,253

277

Common Stocks - continued

Shares

Value (000s)

Textiles & Apparel - continued

Hanesbrands, Inc. (a)

188,000

$ 4,065

Pillowtex Corp. (a)

490,256

0*

 

4,342

TOTAL COMMON STOCKS

(Cost $417,138)

325,978

Preferred Stocks - 6.3%

 

 

 

 

Convertible Preferred Stocks - 4.9%

Banks and Thrifts - 1.9%

Bank of America Corp. Series L, 7.25%

22,855

19,137

Wells Fargo & Co. 7.50%

39,909

35,030

 

54,167

Energy - 1.6%

El Paso Corp. 4.99% (h)

54,500

47,625

Healthcare - 0.2%

Tenet Healthcare Corp. 7.00% (a)

5,000

4,969

Metals/Mining - 1.2%

Freeport-McMoRan Copper & Gold, Inc. 6.75%

324,300

34,778

TOTAL CONVERTIBLE PREFERRED STOCKS

141,539

Nonconvertible Preferred Stocks - 1.4%

Consumer Products - 0.9%

Revlon, Inc. Series A 12.75% (a)

4,464,520

26,073

Diversified Financial Services - 0.5%

Preferred Blocker, Inc. 7.00% (h)

20,860

12,516

TOTAL NONCONVERTIBLE PREFERRED STOCKS

38,589

TOTAL PREFERRED STOCKS

(Cost $240,058)

180,128

Floating Rate Loans - 23.1%

 

Principal Amount (000s)

Value (000s)

Aerospace - 0.5%

DeCrane Aircraft Holdings, Inc. Tranche 2LN, term loan 10.3219% 2/21/14 (j)

$ 250

$ 113

McKechnie Aerospace Holdings Ltd. Tranche 2LN, term loan 5.25% 5/11/15 pay-in-kind (j)

130

104

Sequa Corp. term loan 3.881% 12/3/14 (j)

14,584

12,688

 

12,905

Air Transportation - 2.2%

Delta Air Lines, Inc.:

Tranche 1LN, Revolving Credit-Linked Deposit 2.2843% 4/30/12 (j)

42,726

38,239

Tranche 2LN, term loan 3.5344% 4/30/14 (j)

23,615

19,600

US Airways Group, Inc. term loan 2.7806% 3/23/14 (j)

10,000

6,575

 

64,414

Auto Parts Distribution - 0.2%

American Axle & Manufacturing Holdings, Inc. term loan 10% 6/14/12 (j)

6,000

5,760

Automotive - 2.3%

AM General LLC term loan 6.0331% 4/17/12 (j)

5,369

4,778

Federal-Mogul Corp.:

Tranche B, term loan 2.1875% 12/27/14 (j)

13,176

10,113

Tranche C, term loan 2.1875% 12/27/15 (j)

6,723

5,126

Ford Motor Co. term loan 3.2875% 12/15/13 (j)

10,000

8,925

Visteon Corp. term loan 4.426% 6/13/13 (c)(j)

44,015

37,633

 

66,575

Broadcasting - 2.3%

Univision Communications, Inc. Tranche 1LN, term loan 2.5325% 9/29/14 (j)

83,045

66,436

Cable TV - 0.9%

CCO Holdings, LLC Tranche 3LN, term loan 6.75% 9/6/14 (j)

28,745

24,721

Capital Goods - 0.4%

Dresser, Inc. Tranche 2LN, term loan 5.995% 5/4/15 pay-in-kind (j)

12,145

10,931

Chemicals - 1.0%

Georgia Gulf Corp. term loan 10% 10/3/13 (j)

15,132

15,057

MacDermid, Inc. Tranche B, term loan 2.2429% 4/12/14 (j)

5,840

4,993

Millennium America/Millennium Inorganic Chemicals Ltd. Tranche 2LN, term loan 6.0325% 11/18/14 (j)

3,630

2,904

Solutia, Inc. term loan 7.25% 2/28/14 (j)

5,006

5,081

 

28,035

Floating Rate Loans - continued

 

Principal Amount (000s)

Value (000s)

Diversified Financial Services - 0.1%

AX Acquisition Corp. Tranche B1, term loan 3.7404% 8/15/14 (j)

$ 2,817

$ 2,583

Tempus Public Foundation Generation Holdings LLC Tranche 2LN, term loan 4.5014% 12/15/14 (j)

1,005

859

 

3,442

Electric Utilities - 0.9%

Ashmore Energy International term loan 3.2825% 3/30/14 (j)

9,769

9,085

Calpine Corp. Tranche D, term loan 3.165% 3/29/14 (j)

4,975

4,527

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Tranche B2, term loan 3.7446% 10/10/14 (j)

7,395

5,694

Tranche B3, term loan 3.7446% 10/10/14 (j)

7,998

6,078

 

25,384

Energy - 1.1%

Antero Resources Corp. Tranche 2LN, term loan 4.75% 4/12/14 (j)

17,170

15,153

Hawkeye Renewables LLC Tranche 1LN, term loan 8.25% 6/30/12 (c)(j)

34,141

14,681

Venoco, Inc. Tranche 2LN, term loan 4.25% 5/7/14 (j)

752

676

 

30,510

Entertainment/Film - 0.1%

MGM Holdings II, Inc. Tranche B, term loan 20.5% 4/8/12 (j)

5,525

3,039

Gaming - 0.5%

Centaur Gaming LLC Tranche 1LN, term loan 9.25% 10/30/12 (j)

2,720

2,380

Harrah's Operating Co., Inc. Tranche B4, term loan 9.5% 10/31/16 (j)

5,000

4,907

Venetian Macau Ltd.:

Tranche B, term loan 5.79% 5/26/13 (j)

4,417

4,042

Tranche DD, term loan 5.79% 5/26/12 (j)

2,354

2,154

Venetian Macau US Finance, Inc. Tranche B, term loan 5.79% 5/25/13 (j)

1,687

1,543

 

15,026

Homebuilding/Real Estate - 0.2%

General Growth Properties, Inc. Tranche A1, term loan 1.79% 2/24/10 (c)(j)

2,615

2,118

Realogy Corp. Tranche 2LN, term loan 13.5% 10/15/17

4,790

4,862

 

6,980

Floating Rate Loans - continued

 

Principal Amount (000s)

Value (000s)

Paper - 0.1%

White Birch Paper Co.:

Tranche 1LN, term loan 7% 5/8/14 (j)

$ 6,343

$ 1,935

Tranche 2LN, term loan 9.05% 11/8/14 (j)

8,620

431

 

2,366

Publishing/Printing - 1.2%

Cengage Learning, Inc. Tranche B, term loan 2.74% 7/5/14 (j)

30,909

26,504

Education Media and Publishing Group Ltd. Tranche 2LN, term loan 17.5% 12/12/14 (j)

8,859

2,303

The Reader's Digest Association, Inc. term loan:

4.4898% 3/2/14 (c)(j)

9,770

4,836

13.5% 8/26/10 (j)

160

166

 

33,809

Restaurants - 1.8%

OSI Restaurant Partners, Inc.:

Credit-Linked Deposit 2.5522% 6/14/13 (j)

5,008

4,157

term loan 2.5625% 6/14/14 (j)

58,239

48,339

 

52,496

Services - 0.8%

Avis Budget Car Rental LLC/Avis Budget Finance, Inc. term loan 4.04% 4/19/12 (j)

1,989

1,865

Central Parking Corp.:

Credit-Linked Deposit 2.563% 5/22/14 (j)

4,993

3,645

Tranche B 1LN, term loan 2.5% 5/22/14 (j)

13,105

9,567

ServiceMaster Co.:

term loan 2.7691% 7/24/14 (j)

9,048

8,008

Tranche DD, term loan 2.75% 7/24/14 (j)

901

797

 

23,882

Specialty Retailing - 2.3%

Eddie Bauer Holdings, Inc.:

term loan 8.25% 4/1/14 (c)(j)

2,509

2,258

term loan 8.25% 4/1/14 pay-in-kind (j)

801

721

Michaels Stores, Inc. Tranche B1, term loan 2.5192% 10/31/13 (j)

72,523

64,545

 

67,524

Technology - 3.4%

Freescale Semiconductor, Inc. term loan:

1.9963% 12/1/13 (j)

94,110

75,509

Floating Rate Loans - continued

 

Principal Amount (000s)

Value (000s)

Technology - continued

Freescale Semiconductor, Inc. term loan: - continued

12.5% 12/15/14

$ 6,965

$ 7,174

Intergraph Corp. Tranche 2LN, term loan 6.2918% 11/29/14 (j)

15,150

14,506

 

97,189

Telecommunications - 0.8%

Level 3 Financing, Inc. term loan 2.53% 3/13/14 (j)

27,425

23,517

TOTAL FLOATING RATE LOANS

(Cost $702,624)

664,941

Money Market Funds - 2.7%

Shares

 

Fidelity Cash Central Fund, 0.20% (k)

72,525,867

72,526

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(k)

5,038,080

5,038

TOTAL MONEY MARKET FUNDS

(Cost $77,564)

77,564

TOTAL INVESTMENT PORTFOLIO - 98.3%

(Cost $2,992,003)

2,827,317

NET OTHER ASSETS - 1.7%

47,909

NET ASSETS - 100%

$ 2,875,226

Legend

(a) Non-income producing

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

(c) Non-income producing - Issuer is in default.

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

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

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

(g) Affiliated company

(h) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $519,460,000 or 18.1% of net assets.

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

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

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

(l) 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 $3,358,000 or 0.1% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Arena Brands Holding Corp. Class B

6/18/97 - 7/13/98

$ 1,538

Viasystems Group, Inc.

2/13/04

$ 20,664

* Amount represents less than $1,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amount in thousands)

Fidelity Cash Central Fund

$ 413

Fidelity Securities Lending Cash Central Fund

147

Total

$ 560

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amount in thousands)

Value, beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

American Italian Pasta Co. Class A

$ 15,344

$ -

$ 14,760

$ -

$ -

Georgia Gulf Corp.

-

-

-

-

27,959

Revlon, Inc.

53,083

-

-

-

-

Total

$ 68,427

$ -

$ 14,760

$ -

$ 27,959

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 27,151

$ 26,874

$ -

$ 277

Consumer Staples

46,451

20,378

-

26,073

Energy

74,106

26,481

47,625

-

Financials

116,684

69,138

47,546

-

Health Care

29,063

24,094

4,969

-

Industrials

49,786

49,786

-

-

Information Technology

31,290

28,210

-

3,080

Materials

68,268

27,959

34,778

5,531

Telecommunication Services

24,782

23,625

-

1,157

Utilities

38,525

38,525

-

-

Corporate Bonds

1,578,706

-

1,573,272

5,434

Floating Rate Loans

664,941

-

664,828

113

Money Market Funds

77,564

77,564

-

-

Total Investments in Securities:

$ 2,827,317

$ 412,634

$ 2,373,018

$ 41,665

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Equities - Consumer Discretionary

Beginning Balance

$ 275

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

2

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 277

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 2

(Amounts in thousands)

 

Investments in Securities:

Equities - Consumer Staples

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(55,923)

Cost of Purchases

81,996

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 26,073

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (55,923)

Equities - Industrials

Beginning Balance

$ -

Total Realized Gain (Loss)

11

Total Unrealized Gain (Loss)

-

Cost of Purchases

-

Proceeds of Sales

(11)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ -

Equities - Information Technology

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(6,161)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

9,241

Ending Balance

$ 3,080

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (6,161)

(Amounts in thousands)

 

Investments in Securities:

Equities - Materials

Beginning Balance

$ 1,210

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

4,321

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 5,531

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 4,321

Equities - Telecommunication Services

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

231

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

926

Ending Balance

$ 1,157

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 231

Corporate Bonds

Beginning Balance

$ 6,747

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

357

Cost of Purchases

-

Proceeds of Sales

(410)

Amortization/Accretion

(1,566)

Transfers in/out of Level 3

306

Ending Balance

$ 5,434

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 357

(Amounts in thousands)

 

Investments in Securities:

Floating Rate Loans

Beginning Balance

$ 5,606

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(4,352)

Cost of Purchases

851

Proceeds of Sales

-

Amortization/Accretion

149

Transfers in/out of Level 3

(2,141)

Ending Balance

$ 113

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (47)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $1,122,307,000 of which $478,918,000, $132,110,000 and $511,279,000 will expire on October 31, 2010, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $4,512) - See accompanying schedule:

Unaffiliated issuers (cost $2,880,442)

$ 2,721,794

 

Fidelity Central Funds (cost $77,564)

77,564

 

Other affiliated issuers (cost $33,997)

27,959

 

Total Investments (cost $2,992,003)

 

$ 2,827,317

Cash

117

Receivable for investments sold

38,924

Receivable for fund shares sold

2,163

Dividends receivable

908

Interest receivable

48,690

Distributions receivable from Fidelity Central Funds

17

Prepaid expenses

17

Other affiliated receivables

2

Other receivables

61

Total assets

2,918,216

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 18,218

Delayed delivery

5,403

Payable for fund shares redeemed

9,484

Distributions payable

2,234

Accrued management fee

1,393

Distribution fees payable

500

Other affiliated payables

487

Other payables and accrued expenses

233

Collateral on securities loaned, at value

5,038

Total liabilities

42,990

 

 

 

Net Assets

$ 2,875,226

Net Assets consist of:

 

Paid in capital

$ 4,106,583

Undistributed net investment income

59,842

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

(1,126,400)

Net unrealized appreciation (depreciation) on investments

(164,799)

Net Assets

$ 2,875,226

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

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($702,956 ÷ 81,723 shares)

$ 8.60

 

 

 

Maximum offering price per share (100/96.00 of $8.60)

$ 8.96

Class T:
Net Asset Value
and redemption price per share ($677,736 ÷ 78,477 shares)

$ 8.64

 

 

 

Maximum offering price per share (100/96.00 of $8.64)

$ 9.00

Class B:
Net Asset Value
and offering price per share ($64,735 ÷ 7,566 shares)A

$ 8.56

 

 

 

Class C:
Net Asset Value
and offering price per share ($184,676 ÷ 21,499 shares)A

$ 8.59

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,245,123 ÷ 151,565 shares)

$ 8.22

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 15,656

Interest

 

217,231

Income from Fidelity Central Funds

 

560

Total income

 

233,447

 

 

 

Expenses

Management fee

$ 13,629

Transfer agent fees

4,653

Distribution fees

4,668

Accounting and security lending fees

789

Custodian fees and expenses

37

Independent trustees' compensation

17

Registration fees

122

Audit

84

Legal

42

Miscellaneous

54

Total expenses before reductions

24,095

Expense reductions

(25)

24,070

Net investment income

209,377

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(546,584)

Other affiliated issuers

11,826

 

Foreign currency transactions

(50)

Total net realized gain (loss)

 

(534,808)

Change in net unrealized appreciation (depreciation) on:

Investment securities

1,213,836

Assets and liabilities in foreign currencies

(1)

Total change in net unrealized appreciation (depreciation)

 

1,213,835

Net gain (loss)

679,027

Net increase (decrease) in net assets resulting from operations

$ 888,404

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

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 209,377

$ 264,990

Net realized gain (loss)

(534,808)

(136,230)

Change in net unrealized appreciation (depreciation)

1,213,835

(1,487,541)

Net increase (decrease) in net assets resulting
from operations

888,404

(1,358,781)

Distributions to shareholders from net investment income

(172,447)

(244,125)

Share transactions - net increase (decrease)

(283,715)

501,827

Redemption fees

1,894

1,585

Total increase (decrease) in net assets

434,136

(1,099,494)

 

 

 

Net Assets

Beginning of period

2,441,090

3,540,584

End of period (including undistributed net investment income of $59,842 and undistributed net investment income of $44,183, respectively)

$ 2,875,226

$ 2,441,090

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.44

$ 10.70

$ 10.10

$ 9.60

$ 9.64

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .587

  .712

  .677

  .673

  .695

Net realized and unrealized gain (loss)

  2.033

  (4.326)

  .629

  .500

  .134

Total from investment operations

  2.620

  (3.614)

  1.306

  1.173

  .829

Distributions from net investment income

  (.465)

  (.650)

  (.708)

  (.644)

  (.871)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.465)

  (.650)

  (.708)

  (.674)

  (.871)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.60

$ 6.44

$ 10.70

$ 10.10

$ 9.60

Total Return A, B

  43.51%

  (35.41)%

  13.22%

  12.62%

  8.71%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.07%

  1.07%

  1.02%

  .98%

  1.00%

Expenses net of fee waivers, if any

  1.07%

  1.07%

  1.02%

  .98%

  1.00%

Expenses net of all reductions

  1.07%

  1.07%

  1.02%

  .98%

  .99%

Net investment income

  8.68%

  7.64%

  6.36%

  6.83%

  7.08%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 703

$ 519

$ 823

$ 583

$ 424

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.47

$ 10.74

$ 10.14

$ 9.63

$ 9.67

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .586

  .722

  .680

  .670

  .693

Net realized and unrealized gain (loss)

  2.046

  (4.344)

  .626

  .507

  .129

Total from investment operations

  2.632

  (3.622)

  1.306

  1.177

  .822

Distributions from net investment income

  (.467)

  (.652)

  (.708)

  (.638)

  (.864)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.467)

  (.652)

  (.708)

  (.668)

  (.864)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.64

$ 6.47

$ 10.74

$ 10.14

$ 9.63

Total Return A, B

  43.50%

  (35.36)%

  13.16%

  12.62%

  8.61%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.05%

  1.04%

  1.02%

  1.04%

  1.06%

Expenses net of fee waivers, if any

  1.05%

  1.04%

  1.02%

  1.04%

  1.06%

Expenses net of all reductions

  1.05%

  1.04%

  1.02%

  1.04%

  1.06%

Net investment income

  8.70%

  7.67%

  6.36%

  6.77%

  7.02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 678

$ 542

$ 1,138

$ 1,083

$ 1,003

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.41

$ 10.65

$ 10.06

$ 9.56

$ 9.61

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .532

  .652

  .599

  .597

  .622

Net realized and unrealized gain (loss)

  2.033

  (4.309)

  .621

  .501

  .123

Total from investment operations

  2.565

  (3.657)

  1.220

  1.098

  .745

Distributions from net investment income

  (.420)

  (.587)

  (.632)

  (.569)

  (.797)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.420)

  (.587)

  (.632)

  (.599)

  (.797)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.56

$ 6.41

$ 10.65

$ 10.06

$ 9.56

Total Return A, B

  42.62%

  (35.83)%

  12.36%

  11.82%

  7.82%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.76%

  1.77%

  1.74%

  1.74%

  1.75%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.74%

  1.74%

  1.74%

Expenses net of all reductions

  1.75%

  1.75%

  1.74%

  1.74%

  1.74%

Net investment income

  8.00%

  6.96%

  5.64%

  6.06%

  6.33%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 65

$ 59

$ 141

$ 202

$ 313

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.44

$ 10.69

$ 10.09

$ 9.59

$ 9.63

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .536

  .645

  .595

  .592

  .615

Net realized and unrealized gain (loss)

  2.025

  (4.318)

  .629

  .500

  .133

Total from investment operations

  2.561

  (3.673)

  1.224

  1.092

  .748

Distributions from net investment income

  (.416)

  (.581)

  (.626)

  (.563)

  (.790)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.416)

  (.581)

  (.626)

  (.593)

  (.790)

Redemption fees added to paid in capital C

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.59

$ 6.44

$ 10.69

$ 10.09

$ 9.59

Total Return A, B

  42.32%

  (35.83)%

  12.37%

  11.72%

  7.83%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.81%

  1.81%

  1.79%

  1.80%

  1.82%

Expenses net of fee waivers, if any

  1.81%

  1.81%

  1.79%

  1.80%

  1.82%

Expenses net of all reductions

  1.81%

  1.81%

  1.79%

  1.80%

  1.82%

Net investment income

  7.94%

  6.90%

  5.59%

  6.01%

  6.26%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 185

$ 131

$ 237

$ 198

$ 182

Portfolio turnover rate E

  49%

  45%

  35%

  51%

  53%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.18

$ 10.29

$ 9.74

$ 9.28

$ 9.35

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .570

  .701

  .673

  .665

  .691

Net realized and unrealized gain (loss)

  1.949

  (4.140)

  .607

  .485

  .125

Total from investment operations

  2.519

  (3.439)

  1.280

  1.150

  .816

Distributions from net investment income

  (.484)

  (.675)

  (.732)

  (.661)

  (.888)

Distributions from net realized gain

  -

  -

  -

  (.030)

  -

Total distributions

  (.484)

  (.675)

  (.732)

  (.691)

  (.888)

Redemption fees added to paid in capital B

  .005

  .004

  .002

  .001

  .002

Net asset value, end of period

$ 8.22

$ 6.18

$ 10.29

$ 9.74

$ 9.28

Total Return A

  43.81%

  (35.17)%

  13.46%

  12.83%

  8.85%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .81%

  .80%

  .80%

  .81%

  .81%

Expenses net of fee waivers, if any

  .81%

  .80%

  .80%

  .81%

  .81%

Expenses net of all reductions

  .81%

  80%

  .80%

  .81%

  .81%

Net investment income

  8.94%

  7.91%

  6.58%

  6.99%

  7.26%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,245

$ 1,190

$ 1,202

$ 610

$ 351

Portfolio turnover rate D

  49%

  45%

  35%

  51%

  53%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

(Amounts in thousands except ratios)

1. Organization.

Fidelity Advisor High Income Advantage Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 22, 2009, have

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds and floating rate loans, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions. Actual prices received at disposition may differ.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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.

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.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, defaulted bonds, market discount, partnerships, deferred trustees compensation, capital loss carryforwards, expiring capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 261,196

Gross unrealized depreciation

(398,051)

Net unrealized appreciation (depreciation)

$ (136,855)

 

 

Tax Cost

$ 2,964,172

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,971

Capital loss carryforward

$ (1,122,307)

Net unrealized appreciation (depreciation)

$ (136,968)

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 172,447

$ 244,125

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

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.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,127,962 and $1,431,704, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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 annual management fee rate was .57% of the Fund's average net assets.

Annual Report

6. 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 Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,376

$ 40

Class T

0%

.25%

1,384

2

Class B

.65%

.25%

490

356

Class C

.75%

.25%

1,418

210

 

 

 

$ 4,668

$ 608

Sales Load. FDC receives a front-end sales charge of up to 4.00% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 46

Class T

24

Class B*

143

Class C*

24

 

$ 237

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,119

.20

Class T

1,020

.18

Class B

132

.24

Class C

273

.19

Institutional Class

2,109

.19

 

$ 4,653

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $13 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $12 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation

Annual Report

8. Security Lending - continued

to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $147.

9. 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 $8,413. The weighted average interest rate was .43%. The interest expense amounted to two hundred and ninety-eight dollars under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. 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, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class B

1.75%

$ 5

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 $9 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, 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 $11.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 37,753

$ 52,256

Class T

38,254

61,495

Class B

3,493

6,621

Class C

8,668

12,639

Institutional Class

84,279

111,114

Total

$ 172,447

$ 244,125

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

25,660

30,951

$ 167,190

$ 293,445

Reinvestment of distributions

4,622

4,419

29,855

40,467

Shares redeemed

(29,164)

(31,681)

(193,280)

(289,603)

Net increase (decrease)

1,118

3,689

$ 3,765

$ 44,309

Class T

 

 

 

 

Shares sold

32,583

19,633

$ 196,369

$ 183,198

Reinvestment of distributions

4,930

5,574

31,782

51,665

Shares redeemed

(42,870)

(47,317)

(264,008)

(444,773)

Net increase (decrease)

(5,357)

(22,110)

$ (35,857)

$ (209,910)

Class B

 

 

 

 

Shares sold

1,364

1,390

$ 8,847

$ 13,101

Reinvestment of distributions

350

453

2,210

4,180

Shares redeemed

(3,336)

(5,909)

(20,955)

(54,886)

Net increase (decrease)

(1,622)

(4,066)

$ (9,898)

$ (37,605)

Class C

 

 

 

 

Shares sold

6,688

4,930

$ 43,622

$ 46,935

Reinvestment of distributions

842

830

5,422

7,624

Shares redeemed

(6,369)

(7,567)

(41,104)

(68,278)

Net increase (decrease)

1,161

(1,807)

$ 7,940

$ (13,719)

Institutional Class

 

 

 

 

Shares sold

55,510

117,537

$ 327,598

$ 1,063,506

Reinvestment of distributions

10,109

9,055

62,349

79,384

Shares redeemed

(106,676)

(50,833)

(639,612)

(424,138)

Net increase (decrease)

(41,057)

75,759

$ (249,665)

$ 718,752

Annual Report

13. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor High Income Advantage Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor High Income Advantage Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians, agent banks and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor High Income Advantage Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 22, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Thomas C. Hense (45)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Name, Age; Principal Occupation

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor High Income Advantage Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

 

Pay Date

Record Date

Capital Gains

Institutional Class

12/07/09

12/04/09

$0.02

The fund designates $112,908,292 of distributions paid during the period January 1, 2009 to October 31,2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor High Income Advantage Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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, 2008, the cumulative total returns of Institutional Class (Class I) and Class C of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class C show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Advisor High Income Advantage Fund


fid348

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the fourth quartile for all the periods shown. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. 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. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board reviewed the year-to-date performance of Class A through May 31, 2009 and stated that it exceeded the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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.

Annual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. 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 25% means that 75% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Advisor High Income Advantage Fund


fid350

Annual 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 2008.

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 Class A, Class T, and Class B ranked below its competitive median for 2008 and the total expenses of each of Class C and Institutional Class ranked above its competitive median for 2008. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of 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.

Annual Report

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

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

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

FIL 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

The Bank of New York Mellon

New York, NY

HYI-UANN-1209
1.784751.106

fid144

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor
High Income
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

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 financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 4.00% sales charge)

26.42%

3.33%

5.35%

Class T (incl. 4.00% sales charge)

26.26%

3.28%

5.26%

Class B (incl. contingent deferred sales charge) A

25.73%

3.17%

5.22%

Class C (incl. contingent deferred sales charge) B

29.60%

3.35%

4.90%

A Class B shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 5%, 2% and 0%, respectively.

B Class C shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 1%, 0% and 0%, respectively.

The current sales charge is as of April 1, 2007. Prior to April 1, 2007, the sales charge was 4.75% for Class A and 3.50% for Class T.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor High Income Fund - Class A on October 31, 1999, and the current 4.00% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how The BofA Merrill Lynch US High Yield Constrained IndexSM performed over the same period.


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Annual Report

Management's Discussion of Fund Performance

Market Recap: High-yield bonds posted extremely strong returns during the year ending October 31, 2009, with The BofA Merrill Lynch US High Yield Constrained IndexSM gaining 49.54%. As the period began, the U.S. economy was reeling and, in the aftermath of the collapse of investment bank Lehman Brothers, investors retreated sharply from investments well out on the risk spectrum. The U.S. Treasury and the Federal Reserve Board worked to restore liquidity to the debt markets, but high yield stumbled to its worst year ever in 2008. The pendulum started to swing the other way heading into 2009, largely due to evidence that federal intervention programs were having their desired effect. Starting from very low prices, high-yield bonds enjoyed their best quarter ever in the second quarter of 2009, which included April, the market's strongest month on record. Other factors that helped propel returns included: renewed investor confidence in the financial markets, which sparked interest in high-yield bonds and other investments that carry more risk; improved demand for high-yield products from yield-hungry investors against a backdrop of very low short-term interest rates; signs that the high-yield market was working more normally again, including some high-yield firms successfully accessing capital through new issuance; improving business fundamentals; and better performance by the equity markets.

Comments from Matthew Conti, Portfolio Manager of Fidelity® Advisor High Income Fund: For the year, the fund's Class A, Class T, Class B and Class C shares returned 31.69%, 31.52%, 30.73% and 30.60%, respectively (excluding sales charges), trailing the BofA Merrill Lynch index. The fund's high-quality bias hurt, as lower-quality bonds outperformed during the market rally. Performance also was curbed by a very modest cash position during the market's record rally. At the industry level, a substantial underweighting in banks and thrifts detracted the most. An overweighting and negative security selection in casino gaming also hurt, as did weak results from our energy and technology holdings and unfavorable positioning within homebuilding/real estate. Conversely, good security selection and underweightings in paper, publishing/printing and consumer products benefited results, along with favorable bond selection within restaurants. In terms of individual securities, underweighting General Motors Acceptance Corp and Ford Motor Credit were the biggest negatives, followed by not owning mortgage company and index component Residential Capital. Top contributors included an underweighting in poor-performing GM bonds and a below-index stake in publishing company R.H. Donnelley. GM and R.H. Donnelley were no longer held at period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,181.60

$ 5.94

Hypothetical A

 

$ 1,000.00

$ 1,019.76

$ 5.50

Class T

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 1,181.80

$ 6.05

Hypothetical A

 

$ 1,000.00

$ 1,019.66

$ 5.60

Class B

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,176.50

$ 9.60

Hypothetical A

 

$ 1,000.00

$ 1,016.38

$ 8.89

Class C

1.84%

 

 

 

Actual

 

$ 1,000.00

$ 1,175.90

$ 10.09

Hypothetical A

 

$ 1,000.00

$ 1,015.93

$ 9.35

Institutional Class

.85%

 

 

 

Actual

 

$ 1,000.00

$ 1,182.70

$ 4.68

Hypothetical A

 

$ 1,000.00

$ 1,020.92

$ 4.33

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Five Holdings as of October 31, 2009

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

HCA, Inc.

2.4

3.3

Ford Motor Credit Co. LLC

2.1

0.6

Chesapeake Energy Corp.

2.1

1.9

Digicel Group Ltd.

1.7

1.6

Nielsen Finance LLC/Nielsen Finance Co.

1.5

1.5

 

9.8

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Telecommunications

13.9

13.3

Energy

9.1

10.1

Electric Utilities

7.6

7.8

Healthcare

7.5

9.5

Technology

5.4

3.2

Quality Diversification (% of fund's net assets)

As of October 31, 2009

As of April 30, 2009

fid103

AAA,AA,A 0.0%

 

fid103

AAA,AA,A 0.0%

 

fid106

BBB 2.4%

 

fid106

BBB 4.6%

 

fid109

BB 37.0%

 

fid109

BB 41.9%

 

fid112

B 37.5%

 

fid112

B 33.7%

 

fid115

CCC,CC,C 18.7%

 

fid115

CCC,CC,C 12.8%

 

fid118

D 0.1%

 

fid118

D 0.5%

 

fid121

Not Rated 1.0%

 

fid121

Not Rated 0.9%

 

fid124

Equities 0.1%

 

fid124

Equities 0.2%

 

fid127

Short-Term Investments
and Net Other Assets 3.2%

 

fid127

Short-Term Investments
and Net Other Assets 5.4%

 

fid384

We have used ratings from Moody's® Investors Service, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades.

Asset Allocation (% of fund's net assets)

As of October 31, 2009*

As of April 30, 2009**

fid103

Nonconvertible
Bonds 89.6%

 

fid103

Nonconvertible
Bonds 85.5%

 

fid109

Convertible Bonds,
Preferred Stocks 1.1%

 

fid109

Convertible Bonds,
Preferred Stocks 1.2%

 

fid121

Floating Rate Loans 6.1%

 

fid121

Floating Rate Loans 7.9%

 

fid127

Short-Term Investments
and Net Other Assets 3.2%

 

fid127

Short-Term Investments
and Net Other Assets 5.4%

 

* Foreign investments

14.2%

 

** Foreign investments

12.4%

 

fid394

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Corporate Bonds - 90.6%

 

Principal Amount

Value

Convertible Bonds - 1.0%

Energy - 0.5%

Chesapeake Energy Corp. 2.5% 5/15/37

$ 3,950,000

$ 3,410,430

Energy Conversion Devices, Inc. 3% 6/15/13

710,000

443,750

 

3,854,180

Homebuilding/Real Estate - 0.3%

Ventas, Inc. 3.875% 11/15/11 (d)

2,340,000

2,552,063

Technology - 0.2%

Lucent Technologies, Inc. 2.875% 6/15/25

1,965,000

1,621,125

TOTAL CONVERTIBLE BONDS

8,027,368

Nonconvertible Bonds - 89.6%

Aerospace - 1.1%

BE Aerospace, Inc. 8.5% 7/1/18

2,895,000

3,010,800

Bombardier, Inc.:

7.45% 5/1/34 (d)

669,000

590,393

8% 11/15/14 (d)

975,000

999,375

Sequa Corp.:

11.75% 12/1/15 (d)

850,000

722,500

13.5% 12/1/15 pay-in-kind (d)

501,723

400,124

TransDigm, Inc. 7.75% 7/15/14 (d)

2,710,000

2,723,550

 

8,446,742

Air Transportation - 1.8%

American Airlines, Inc. 10.5% 10/15/12 (d)

1,355,000

1,388,875

American Airlines, Inc. pass-thru trust certificates:

6.817% 5/23/11

2,160,000

2,041,200

6.977% 11/23/22

218,172

178,355

8.608% 10/1/12

200,000

186,000

AMR Corp. 9% 8/1/12

775,000

573,500

Continental Airlines, Inc. pass-thru trust certificates:

7.566% 9/15/21

129,007

117,912

7.875% 7/2/18

165,717

134,231

8.388% 5/1/22

199,073

177,175

9.798% 4/1/21

2,636,916

2,063,387

Continental Airlines, Inc.:

7.25% 11/10/19 (e)

1,185,000

1,196,850

9.25% 5/10/17 (e)

735,000

742,350

Delta Air Lines, Inc. pass-thru trust certificates:

7.57% 11/18/10

2,050,000

2,050,000

8.021% 8/10/22

1,137,773

967,107

8.954% 8/10/14

1,506,918

1,280,880

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Air Transportation - continued

Northwest Airlines, Inc. pass-thru trust certificates 8.028% 11/1/17

$ 658,549

$ 526,839

United Air Lines, Inc. pass-thru trust certificates Class B, 7.336% 7/2/19

1,154,518

773,527

 

14,398,188

Automotive - 3.5%

ArvinMeritor, Inc. 8.125% 9/15/15

2,205,000

1,923,863

Ford Motor Co.:

6.375% 2/1/29

1,000,000

730,000

6.625% 10/1/28

1,695,000

1,220,400

7.45% 7/16/31

1,505,000

1,234,100

Ford Motor Credit Co. LLC:

7.25% 10/25/11

5,425,000

5,320,824

7.5% 8/1/12

2,465,000

2,391,050

8% 6/1/14

2,290,000

2,238,475

8% 12/15/16

1,420,000

1,371,734

12% 5/15/15

4,250,000

4,781,250

Navistar International Corp. 8.25% 11/1/21

1,365,000

1,332,650

Tenneco, Inc. 8.625% 11/15/14

1,180,000

1,103,300

The Goodyear Tire & Rubber Co. 10.5% 5/15/16

1,410,000

1,529,850

TRW Automotive, Inc. 7% 3/15/14 (d)

1,220,000

1,134,600

 

26,312,096

Banks and Thrifts - 2.7%

Bank of America Corp.:

8% (f)

680,000

612,000

8.125% (f)

2,035,000

1,831,500

CIT Group, Inc.:

5% 2/1/15

680,000

440,300

5.4% 3/7/13

1,360,000

881,600

7.625% 11/30/12

1,510,000

978,184

Citigroup Capital XXI 8.3% 12/21/77 (f)

1,757,900

1,626,058

Fifth Third Capital Trust IV 6.65% 4/15/37 (f)

1,715,000

1,221,938

General Motors Acceptance Corp.:

6.875% 9/15/11

1,580,000

1,512,850

6.875% 8/28/12

2,820,000

2,650,800

GMAC LLC:

6.625% 5/15/12

295,000

277,300

6.75% 12/1/14 (d)

3,475,000

3,162,250

6.875% 9/15/11 (d)

1,980,000

1,900,800

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Banks and Thrifts - continued

GMAC LLC: - continued

8% 11/1/31 (d)

$ 2,385,000

$ 2,015,325

Zions Bancorp 7.75% 9/23/14

2,510,000

2,246,450

 

21,357,355

Broadcasting - 0.6%

Clear Channel Communications, Inc. 4.5% 1/15/10

730,000

671,600

Umbrella Acquisition, Inc. 10.5% 3/15/15 pay-in-kind (c)(d)

680,000

517,877

Univision Communications, Inc. 12% 7/1/14 (d)

1,350,000

1,458,000

UPC Holding BV 9.875% 4/15/18 (d)

2,225,000

2,314,000

 

4,961,477

Building Materials - 0.1%

Owens Corning:

6.5% 12/1/16

630,000

628,072

9% 6/15/19

495,000

534,600

 

1,162,672

Cable TV - 3.0%

Cablevision Systems Corp. 8.625% 9/15/17 (d)

2,030,000

2,095,975

Cequel Communications Holdings / LLC and Cequel Capital Corp. 8.625% 11/15/17 (d)

2,060,000

2,030,748

Charter Communications Holdings I LLC/Charter Communications Holdings I Capital Corp. 11% 10/1/15 (a)

1,885,000

377,000

Charter Communications Holdings II LLC/Charter Communications Holdings II Capital Corp. 10.25% 9/15/10 (a)

1,090,000

1,318,900

CSC Holdings, Inc.:

6.75% 4/15/12

244,000

253,760

8.5% 4/15/14 (d)

1,075,000

1,131,438

8.5% 6/15/15 (d)

1,400,000

1,478,750

8.625% 2/15/19 (d)

2,145,000

2,295,150

EchoStar Communications Corp.:

6.375% 10/1/11

2,425,000

2,467,438

7% 10/1/13

1,565,000

1,565,000

7.125% 2/1/16

1,890,000

1,890,000

7.75% 5/31/15

1,670,000

1,705,571

Kabel Deutschland GmbH 10.625% 7/1/14

2,165,000

2,251,600

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Cable TV - continued

Videotron Ltd.:

9.125% 4/15/18 (d)

$ 950,000

$ 1,026,000

9.125% 4/15/18

1,195,000

1,290,600

 

23,177,930

Capital Goods - 1.4%

Case Corp. 7.25% 1/15/16

1,640,000

1,586,700

Case New Holland, Inc. 7.75% 9/1/13 (d)

2,580,000

2,580,000

Leucadia National Corp. 7.125% 3/15/17

2,090,000

1,985,500

RBS Global, Inc. / Rexnord Corp.:

9.5% 8/1/14

560,000

554,400

9.5% 8/1/14 (d)

379,000

371,420

11.75% 8/1/16

655,000

622,250

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

1,180,000

1,203,600

Terex Corp. 8% 11/15/17

1,850,000

1,702,000

 

10,605,870

Chemicals - 1.4%

Huntsman International LLC 5.5% 6/30/16 (d)

2,220,000

1,914,750

Nalco Co.:

7.75% 11/15/11

28,000

27,930

8.25% 5/15/17 (d)

965,000

1,013,250

NOVA Chemicals Corp.:

4.5375% 11/15/13 (f)

1,630,000

1,446,625

6.5% 1/15/12

2,845,000

2,766,763

8.375% 11/1/16 (d)

1,360,000

1,371,900

8.625% 11/1/19 (d)

1,355,000

1,373,631

Terra Capital, Inc. 7.75% 11/1/19 (d)

1,320,000

1,320,000

 

11,234,849

Consumer Products - 0.4%

Jostens Holding Corp. 10.25% 12/1/13

680,000

700,400

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

1,805,000

1,786,950

Visant Holding Corp. 8.75% 12/1/13

680,000

695,300

 

3,182,650

Containers - 1.7%

Ball Corp. 7.125% 9/1/16

1,625,000

1,657,500

Berry Plastics Corp. 5.0344% 2/15/15 (f)

875,000

796,250

Berry Plastics Escrow LLC/Berry Plastics Escrow Corp.:

8.25% 11/15/15 (d)

1,365,000

1,344,525

8.875% 9/15/14 (d)

680,000

626,450

BWAY Corp. 10% 4/15/14 (d)

990,000

1,051,875

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Containers - continued

Crown Cork & Seal, Inc. 7.375% 12/15/26

$ 1,940,000

$ 1,755,700

Greif, Inc. 6.75% 2/1/17

3,780,000

3,676,050

Owens-Brockway Glass Container, Inc. 7.375% 5/15/16

1,415,000

1,439,763

Owens-Illinois, Inc. 7.8% 5/15/18

555,000

555,000

 

12,903,113

Diversified Financial Services - 0.7%

American Airlines, Inc. pass-thru trust certificates 10.375% 7/2/19

1,285,000

1,416,713

Reliance Intermediate Holdings LP 9.5% 12/15/19 (d)

2,105,000

2,199,725

Reynolds Group DL Escrow LLC 7.75% 10/15/16 (d)

1,185,000

1,182,038

Sprint Capital Corp. 8.75% 3/15/32

1,085,000

938,525

 

5,737,001

Diversified Media - 3.1%

Affinion Group, Inc.:

10.125% 10/15/13

730,000

748,250

11.5% 10/15/15

675,000

702,000

Interpublic Group of Companies, Inc.:

6.25% 11/15/14

205,000

191,931

10% 7/15/17

760,000

815,100

Lamar Media Corp.:

Series B, 6.625% 8/15/15

770,000

727,650

6.625% 8/15/15

1,290,000

1,231,950

9.75% 4/1/14

1,605,000

1,773,525

Liberty Media Corp.:

5.7% 5/15/13

965,000

907,100

8.25% 2/1/30

165,000

148,500

Nielsen Finance LLC/Nielsen Finance Co.:

0% 8/1/16 (b)

4,630,000

3,993,375

10% 8/1/14

2,475,000

2,549,250

11.5% 5/1/16

1,435,000

1,521,100

11.625% 2/1/14

3,605,000

3,848,338

Quebecor Media, Inc.:

7.75% 3/15/16

2,700,000

2,646,000

7.75% 3/15/16

2,425,000

2,376,500

 

24,180,569

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Electric Utilities - 6.8%

AES Corp.:

7.75% 3/1/14

$ 2,155,000

$ 2,165,775

7.75% 10/15/15

1,630,000

1,630,000

8% 10/15/17

3,010,000

3,040,100

9.75% 4/15/16 (d)

905,000

986,450

Aquila, Inc. 11.875% 7/1/12 (f)

1,000,000

1,160,615

Calpine Construction Finance Co. LP 8% 6/1/16 (d)

1,910,000

1,938,650

Dynegy Holdings, Inc. 8.375% 5/1/16

700,000

649,250

Edison Mission Energy:

7% 5/15/17

825,000

666,188

7.2% 5/15/19

2,690,000

2,125,100

7.625% 5/15/27

1,025,000

717,500

Energy Future Holdings:

10.875% 11/1/17

4,320,000

2,980,800

12% 11/1/17 pay-in-kind (f)

3,614,600

2,128,999

Intergen NV 9% 6/30/17 (d)

1,905,000

1,981,200

IPALCO Enterprises, Inc. 7.25% 4/1/16 (d)

835,000

841,263

Mirant Americas Generation LLC:

8.5% 10/1/21

1,685,000

1,474,375

9.125% 5/1/31

1,850,000

1,523,938

NRG Energy, Inc.:

7.25% 2/1/14

4,235,000

4,213,825

7.375% 2/1/16

2,450,000

2,437,750

7.375% 1/15/17

2,240,000

2,217,600

8.5% 6/15/19

1,870,000

1,888,700

NSG Holdings II, LLC 7.75% 12/15/25 (d)

4,330,000

3,864,525

RRI Energy, Inc.:

6.75% 12/15/14

869,000

884,208

7.625% 6/15/14

5,550,000

5,411,250

7.875% 6/15/17

375,000

367,500

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

1,113,797

1,035,831

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Series A, 10.25% 11/1/15

2,635,000

1,870,850

Series B, 10.25% 11/1/15

1,780,000

1,263,800

11.25% 11/1/16 pay-in-kind

2,972,281

1,750,921

 

53,216,963

Energy - 8.6%

Ashland, Inc. 9.125% 6/1/17 (d)

750,000

808,125

Atlas Pipeline Partners LP 8.125% 12/15/15

820,000

649,850

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Energy - continued

Berry Petroleum Co. 10.25% 6/1/14

$ 670,000

$ 718,575

Chesapeake Energy Corp.:

6.5% 8/15/17

2,170,000

2,039,800

6.875% 1/15/16

815,000

782,400

7.5% 9/15/13

840,000

852,600

7.5% 6/15/14

490,000

494,900

7.625% 7/15/13

1,995,000

2,064,825

9.5% 2/15/15

5,730,000

6,202,725

Compagnie Generale de Geophysique SA:

7.5% 5/15/15

480,000

477,600

7.75% 5/15/17

1,065,000

1,054,350

9.5% 5/15/16 (d)

1,645,000

1,735,475

Denbury Resources, Inc. 9.75% 3/1/16

3,420,000

3,659,400

Dynegy Holdings, Inc. 8.75% 2/15/12

130,000

131,950

Forest Oil Corp.:

7.25% 6/15/19

545,000

512,300

7.75% 5/1/14

710,000

695,800

8.5% 2/15/14 (d)

3,055,000

3,100,825

Frontier Oil Corp. 8.5% 9/15/16

1,990,000

2,029,800

Headwaters, Inc. 11.375% 11/1/14 (d)

290,000

290,725

Helix Energy Solutions Group, Inc. 9.5% 1/15/16 (d)

1,515,000

1,556,663

Hercules Offshore, Inc. 10.5% 10/15/17 (d)

1,360,000

1,360,000

Hilcorp Energy I LP/Hilcorp Finance Co.:

7.75% 11/1/15 (d)

1,305,000

1,246,275

9% 6/1/16 (d)

240,000

240,000

Inergy LP/Inergy Finance Corp. 8.75% 3/1/15

1,090,000

1,117,250

Newfield Exploration Co. 7.125% 5/15/18

2,025,000

2,045,250

Parker Drilling Co. 9.625% 10/1/13

540,000

545,400

Petrohawk Energy Corp.:

7.875% 6/1/15

985,000

994,850

9.125% 7/15/13

2,435,000

2,520,225

10.5% 8/1/14

1,845,000

2,006,438

Petroleum Development Corp. 12% 2/15/18

1,140,000

1,137,150

Pioneer Natural Resources Co. 6.65% 3/15/17

2,020,000

1,908,900

Plains Exploration & Production Co.:

7% 3/15/17

1,530,000

1,457,325

7.625% 6/1/18

965,000

951,731

7.75% 6/15/15

2,895,000

2,866,050

10% 3/1/16

1,910,000

2,053,250

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Energy - continued

Quicksilver Resources, Inc.:

7.125% 4/1/16

$ 1,650,000

$ 1,484,505

9.125% 8/15/19

1,405,000

1,415,538

11.75% 1/1/16

1,520,000

1,687,200

Range Resources Corp.:

6.375% 3/15/15 (Reg. S)

1,930,000

1,886,575

7.375% 7/15/13

2,515,000

2,540,150

SandRidge Energy, Inc.:

3.9147% 4/1/14 (f)

755,000

668,175

8.625% 4/1/15 pay-in-kind (f)

935,000

937,338

Southwestern Energy Co. 7.5% 2/1/18

1,070,000

1,096,750

Targa Resources Partners LP/Targa Resources Partners Finance Corp. 11.25% 7/15/17 (d)

1,625,000

1,746,875

Venoco, Inc. 11.5% 10/1/17 (d)

1,360,000

1,349,800

 

67,121,688

Entertainment/Film - 0.1%

Marquee Holdings, Inc. 12% 8/15/14 (c)

565,000

467,538

Environmental - 0.1%

Clean Harbors, Inc. 7.625% 8/15/16 (d)

730,000

740,950

Food and Drug Retail - 1.4%

Albertsons, Inc. 7.75% 6/15/26

200,000

176,500

Federated Retail Holdings, Inc. 5.9% 12/1/16

1,470,000

1,356,075

Rite Aid Corp.:

8.625% 3/1/15

875,000

717,500

9.375% 12/15/15

495,000

408,375

9.5% 6/15/17

545,000

437,363

10.25% 10/15/19 (d)

525,000

526,313

SUPERVALU, Inc.:

7.5% 5/15/12

160,000

164,000

7.5% 11/15/14

1,290,000

1,286,775

8% 5/1/16

2,795,000

2,850,900

The Great Atlantic & Pacific Tea Co. 11.375% 8/1/15 (d)

1,590,000

1,637,700

Tops Markets LLC 10.125% 10/15/15 (d)

1,275,000

1,300,500

 

10,862,001

Food/Beverage/Tobacco - 2.0%

Constellation Brands, Inc.:

7.25% 9/1/16

2,249,000

2,254,623

7.25% 5/15/17

350,000

349,125

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Food/Beverage/Tobacco - continued

Constellation Brands, Inc.: - continued

8.375% 12/15/14

$ 2,640,000

$ 2,785,200

Dean Foods Co.:

6.9% 10/15/17

1,565,000

1,502,400

7% 6/1/16

1,950,000

1,891,500

Del Monte Corp. 7.5% 10/15/19 (d)

2,110,000

2,125,825

Dole Food Co., Inc. 8% 10/1/16 (d)

2,435,000

2,459,350

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

2,385,000

2,361,150

 

15,729,173

Gaming - 2.8%

Ameristar Casinos, Inc. 9.25% 6/1/14 (d)

1,365,000

1,419,600

Chukchansi Economic Development Authority:

4.9125% 11/15/12 (d)(f)

360,000

223,200

8% 11/15/13 (d)

795,000

516,750

Mohegan Tribal Gaming Authority:

6.125% 2/15/13

2,160,000

1,717,200

6.875% 2/15/15

225,000

148,500

7.125% 8/15/14

635,000

441,325

11.5% 11/1/17 (d)

550,000

537,625

Park Place Entertainment Corp. 7.875% 3/15/10

610,000

603,900

Scientific Games Corp.:

7.875% 6/15/16 (d)

1,285,000

1,246,450

9.25% 6/15/19

1,250,000

1,275,000

9.25% 6/15/19 (d)

1,260,000

1,285,200

Seminole Hard Rock Entertainment, Inc. 2.799% 3/15/14 (d)(f)

1,445,000

1,163,225

Seneca Gaming Corp.:

Series B, 7.25% 5/1/12

1,290,000

1,244,850

7.25% 5/1/12

1,750,000

1,688,750

Snoqualmie Entertainment Authority:

4.68% 2/1/14 (d)(f)

1,365,000

682,500

9.125% 2/1/15 (d)

880,000

457,600

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp.:

6.625% 12/1/14

2,735,000

2,584,575

6.625% 12/1/14

4,265,000

4,030,425

7.875% 11/1/17 (d)

820,000

807,700

 

22,074,375

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Healthcare - 7.3%

Biomet, Inc.:

10% 10/15/17

$ 1,505,000

$ 1,625,400

10.375% 10/15/17 pay-in-kind (f)

225,000

241,875

11.625% 10/15/17

4,510,000

4,915,900

Community Health Systems, Inc. 8.875% 7/15/15

2,715,000

2,789,663

DJO Finance LLC / DJO Finance Corp. 10.875% 11/15/14

5,230,000

5,452,275

HCA, Inc.:

6.5% 2/15/16

2,935,000

2,736,888

7.875% 2/15/20 (d)

1,270,000

1,301,750

8.5% 4/15/19 (d)

3,360,000

3,561,600

9.125% 11/15/14

5,535,000

5,687,213

9.25% 11/15/16

2,600,000

2,704,000

9.625% 11/15/16 pay-in-kind (f)

2,398,000

2,547,875

9.875% 2/15/17 (d)

290,000

307,400

HealthSouth Corp. 10.75% 6/15/16

2,195,000

2,381,575

Inverness Medical Innovations, Inc.:

7.875% 2/1/16 (d)

700,000

687,750

9% 5/15/16

1,860,000

1,887,900

Omega Healthcare Investors, Inc.:

7% 4/1/14

4,420,000

4,320,550

7% 1/15/16

2,895,000

2,764,725

Psychiatric Solutions, Inc.:

7.75% 7/15/15

1,555,000

1,508,350

7.75% 7/15/15 (d)

515,000

491,825

Service Corp. International 7.5% 4/1/27

1,720,000

1,530,800

Valeant Pharmaceuticals International 8.375% 6/15/16 (d)

2,160,000

2,197,800

Ventas Realty LP:

6.5% 6/1/16

1,715,000

1,637,825

6.5% 6/1/16

285,000

272,175

6.625% 10/15/14

1,345,000

1,311,375

Viant Holdings, Inc. 10.125% 7/15/17 (d)

928,000

881,600

VWR Funding, Inc. 11.25% 7/15/15 pay-in-kind (c)

1,170,000

1,036,913

 

56,783,002

Homebuilding/Real Estate - 2.6%

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

7.125% 2/15/13

5,795,000

5,693,588

8.125% 6/1/12

4,794,555

4,794,555

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Homebuilding/Real Estate - continued

D.R. Horton, Inc. 6.5% 4/15/16

$ 680,000

$ 649,400

K. Hovnanian Enterprises, Inc. 10.625% 10/15/16 (d)

1,770,000

1,761,150

KB Home:

5.875% 1/15/15

455,000

432,250

6.25% 6/15/15

780,000

733,200

Lennar Corp. 12.25% 6/1/17

2,765,000

3,290,350

Ryland Group, Inc. 8.4% 5/15/17

2,515,000

2,691,050

 

20,045,543

Hotels - 1.9%

Host Hotels & Resorts LP:

6.875% 11/1/14

225,000

219,375

9% 5/15/17 (d)

1,415,000

1,499,900

Host Marriott LP 7.125% 11/1/13

4,010,000

3,949,850

ITT Corp. 7.375% 11/15/15

1,200,000

1,194,000

Starwood Hotels & Resorts Worldwide, Inc.:

6.25% 2/15/13

4,545,000

4,522,275

7.875% 5/1/12

1,435,000

1,492,400

7.875% 10/15/14

1,720,000

1,780,200

 

14,658,000

Insurance - 0.1%

Provident Companies, Inc. 7% 7/15/18

550,000

532,813

Unum Group 7.125% 9/30/16

18,000

18,504

 

551,317

Leisure - 1.8%

Harrah's Escrow Corp. 11.25% 6/1/17 (d)

1,805,000

1,845,613

Royal Caribbean Cruises Ltd.:

7.25% 3/15/18

950,000

879,938

11.875% 7/15/15

975,000

1,092,000

yankee:

7% 6/15/13

3,660,000

3,531,900

7.25% 6/15/16

915,000

857,813

7.5% 10/15/27

1,605,000

1,290,019

Speedway Motorsports, Inc. 8.75% 6/1/16 (d)

1,255,000

1,311,475

Town Sports International Holdings, Inc. 11% 2/1/14

708,000

368,160

Universal City Development Partners Ltd./UCDP Finance, Inc.:

8.875% 11/15/15 (d)

845,000

834,438

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Leisure - continued

Universal City Development Partners Ltd./UCDP Finance, Inc.: - continued

10.875% 11/15/16 (d)

$ 295,000

$ 296,475

Universal City Florida Holding Co. I/II 5.2331% 5/1/10 (f)

1,545,000

1,545,000

 

13,852,831

Metals/Mining - 4.1%

Arch Coal, Inc. 8.75% 8/1/16 (d)

1,055,000

1,076,100

Arch Western Finance LLC 6.75% 7/1/13

1,015,000

984,550

Compass Minerals International, Inc. 8% 6/1/19 (d)

1,770,000

1,814,250

Drummond Co., Inc.:

7.375% 2/15/16 (d)

4,705,000

4,387,413

9% 10/15/14 (d)

565,000

569,238

FMG Finance Property Ltd.:

10% 9/1/13 (d)

1,205,000

1,241,150

10.625% 9/1/16 (d)

1,205,000

1,301,400

Freeport-McMoRan Copper & Gold, Inc.:

3.8813% 4/1/15 (f)

2,415,000

2,408,963

8.25% 4/1/15

4,580,000

4,912,050

8.375% 4/1/17

1,775,000

1,912,563

Massey Energy Co. 6.875% 12/15/13

5,000,000

4,937,500

Teck Resources Ltd.:

9.75% 5/15/14

2,245,000

2,525,625

10.25% 5/15/16

940,000

1,072,775

10.75% 5/15/19

2,245,000

2,615,425

 

31,759,002

Paper - 2.5%

Boise Paper Holdings LLC / Finance Corp. 9% 11/1/17 (d)

860,000

875,050

Cascades, Inc. 7.25% 2/15/13

2,295,000

2,243,363

Domtar Corp.:

5.375% 12/1/13

425,000

408,000

7.125% 8/15/15

1,545,000

1,537,275

7.875% 10/15/11

82,000

85,280

10.75% 6/1/17

2,470,000

2,834,325

Georgia-Pacific Corp.:

7% 1/15/15 (d)

3,160,000

3,191,600

8.875% 5/15/31

775,000

794,375

Georgia-Pacific LLC 8.25% 5/1/16 (d)

341,892

359,841

NewPage Corp. 11.375% 12/31/14 (d)

2,060,000

2,029,100

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Paper - continued

Rock-Tenn Co.:

9.25% 3/15/16

$ 1,270,000

$ 1,352,550

9.25% 3/15/16 (d)

340,000

362,100

Verso Paper Holdings LLC/ Verso Paper, Inc. 11.5% 7/1/14 (d)

3,130,000

3,286,500

 

19,359,359

Publishing/Printing - 0.2%

TL Acquisitions, Inc. 10.5% 1/15/15 (d)

1,915,000

1,809,675

Restaurants - 0.7%

Carrols Corp. 9% 1/15/13

1,630,000

1,630,000

Landry's Restaurants, Inc. 14% 8/15/11

1,235,000

1,241,175

Wendy's/Arby's Restaurants LLC 10% 7/15/16 (d)

2,335,000

2,486,775

 

5,357,950

Services - 2.7%

ARAMARK Corp.:

3.9831% 2/1/15 (f)

2,790,000

2,469,150

8.5% 2/1/15

2,260,000

2,271,300

Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:

7.625% 5/15/14

1,460,000

1,314,000

7.75% 5/15/16

2,375,000

2,125,625

FTI Consulting, Inc. 7.625% 6/15/13

3,180,000

3,211,800

Hertz Corp.:

8.875% 1/1/14

2,495,000

2,523,069

10.5% 1/1/16

1,515,000

1,579,388

Iron Mountain, Inc.:

6.625% 1/1/16

1,000,000

977,500

7.75% 1/15/15

1,030,000

1,042,875

8% 6/15/20

975,000

995,719

Rural/Metro Corp. 0% 3/15/16 (b)

1,184,000

1,142,560

ServiceMaster Co. 10.75% 7/15/15 pay-in-kind (d)

670,000

659,950

United Rentals North America, Inc. 7.75% 11/15/13

680,000

622,200

 

20,935,136

Shipping - 1.2%

Navios Maritime Holdings, Inc.:

8.875% 11/1/17 (d)

705,000

715,575

9.5% 12/15/14

2,415,000

2,366,700

Overseas Shipholding Group, Inc.:

7.5% 2/15/24

260,000

221,000

8.75% 12/1/13

390,000

392,925

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Shipping - continued

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

$ 3,995,000

$ 3,795,250

Teekay Corp. 8.875% 7/15/11

1,460,000

1,496,500

 

8,987,950

Specialty Retailing - 0.7%

Ltd. Brands, Inc. 8.5% 6/15/19 (d)

1,705,000

1,800,906

Sally Holdings LLC 9.25% 11/15/14

320,000

332,800

Toys 'R' Us Property Co. I LLC 10.75% 7/15/17 (d)

2,930,000

3,171,725

 

5,305,431

Steels - 1.0%

Steel Dynamics, Inc.:

6.75% 4/1/15

4,280,000

4,087,400

7.375% 11/1/12

2,480,000

2,473,800

Tube City IMS Corp. 9.75% 2/1/15

1,156,000

1,051,960

 

7,613,160

Super Retail - 1.2%

Macy's Retail Holdings, Inc. 8.875% 7/15/15

3,130,000

3,309,975

Neiman Marcus Group, Inc. 9% 10/15/15 pay-in-kind (c)

808,749

711,699

Neiman Marcus Group, Inc. 10.375% 10/15/15

765,000

673,200

The Bon-Ton Department Stores, Inc. 10.25% 3/15/14

1,360,000

1,122,000

Toys 'R' Us, Inc.:

7.375% 10/15/18

170,000

151,300

7.625% 8/1/11

3,095,000

3,095,000

 

9,063,174

Technology - 4.1%

Amkor Technology, Inc.:

7.75% 5/15/13

2,060,000

2,060,000

9.25% 6/1/16

2,410,000

2,494,350

Avaya, Inc. 10.875% 11/1/15 pay-in-kind (c)(d)

340,000

288,904

Ceridian Corp. 11.25% 11/15/15

1,505,000

1,448,563

First Data Corp. 10.55% 9/24/15 pay-in-kind (c)

1,405,000

1,228,975

Freescale Semiconductor, Inc.:

9.875% 12/15/14 pay-in-kind (f)

1,355,000

964,958

10.125% 12/15/16

680,000

481,100

Jabil Circuit, Inc.:

7.75% 7/15/16

1,615,000

1,675,563

8.25% 3/15/18

1,930,000

2,050,625

Lucent Technologies, Inc.:

6.45% 3/15/29

3,235,000

2,539,475

6.5% 1/15/28

1,065,000

836,025

NXP BV 9.5% 10/15/15

1,505,000

1,121,225

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Technology - continued

Seagate Technology HDD Holdings:

6.375% 10/1/11

$ 715,000

$ 729,300

6.8% 10/1/16

2,850,000

2,793,000

Seagate Technology International 10% 5/1/14 (d)

960,000

1,056,000

Terremark Worldwide, Inc. 12% 6/15/17 (d)

2,335,000

2,556,825

Xerox Capital Trust I 8% 2/1/27

7,625,000

7,472,473

 

31,797,361

Telecommunications - 13.7%

Cincinnati Bell, Inc.:

7.25% 7/15/13

765,000

784,125

8.25% 10/15/17

1,760,000

1,729,200

8.375% 1/15/14

1,990,000

1,970,100

Citizens Communications Co.:

7.875% 1/15/27

635,000

581,025

9% 8/15/31

1,390,000

1,372,625

Cleveland Unlimited, Inc. 12.5% 12/15/10 (d)(f)

865,000

856,350

Cricket Communications, Inc.:

7.75% 5/15/16 (d)

1,955,000

1,940,338

9.375% 11/1/14

1,910,000

1,852,700

10% 7/15/15

1,270,000

1,247,775

Crown Castle International Corp. 7.125% 11/1/19

1,260,000

1,242,675

Digicel Group Ltd.:

8.875% 1/15/15 (d)

5,050,000

4,822,750

9.125% 1/15/15 pay-in-kind (d)(f)

1,590,000

1,526,400

9.25% 9/1/12 (d)

4,405,000

4,493,100

12% 4/1/14 (d)

2,200,000

2,464,000

DigitalGlobe, Inc. 10.5% 5/1/14 (d)

845,000

908,375

Frontier Communications Corp.:

8.125% 10/1/18

2,515,000

2,515,000

8.25% 5/1/14

2,285,000

2,356,406

Intelsat Bermuda Ltd. 12.5% 2/4/17 pay-in-kind (c)(d)

2,578,125

2,444,743

Intelsat Jackson Holdings Ltd.:

9.5% 6/15/16

3,090,000

3,236,775

11.5% 6/15/16

1,775,000

1,863,750

Intelsat Ltd.:

6.5% 11/1/13

5,335,000

4,908,200

7.625% 4/15/12

6,390,000

6,198,300

11.25% 6/15/16

260,000

276,900

Intelsat Subsidiary Holding Co. Ltd.:

8.875% 1/15/15 (d)

280,000

284,200

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Telecommunications - continued

Intelsat Subsidiary Holding Co. Ltd.: - continued

8.875% 1/15/15

$ 3,480,000

$ 3,532,200

MetroPCS Wireless, Inc.:

9.25% 11/1/14

2,460,000

2,478,450

9.25% 11/1/14

2,350,000

2,376,438

Nextel Communications, Inc.:

5.95% 3/15/14

5,460,000

4,757,025

6.875% 10/31/13

3,580,000

3,311,500

7.375% 8/1/15

3,665,000

3,248,106

NII Capital Corp. 10% 8/15/16 (d)

1,680,000

1,772,400

Orascom Telecom Finance SCA 7.875% 2/8/14 (d)

2,385,000

2,265,750

Qwest Communications International, Inc.:

7.5% 2/15/14

1,040,000

1,019,200

8% 10/1/15 (d)

2,465,000

2,446,513

Qwest Corp.:

3.549% 6/15/13 (f)

2,450,000

2,278,500

7.5% 10/1/14

3,200,000

3,232,000

7.625% 6/15/15

70,000

70,700

8.375% 5/1/16 (d)

2,015,000

2,075,450

Sprint Capital Corp.:

6.875% 11/15/28

3,170,000

2,377,500

7.625% 1/30/11

3,635,000

3,675,894

8.375% 3/15/12

325,000

329,063

Sprint Nextel Corp.:

6% 12/1/16

2,365,000

2,033,900

8.375% 8/15/17

2,165,000

2,094,638

Time Warner Telecom Holdings, Inc. 9.25% 2/15/14

940,000

968,200

U.S. West Communications:

6.875% 9/15/33

905,000

762,463

7.5% 6/15/23

2,780,000

2,515,900

Wind Acquisition Finance SA 11.75% 7/15/17 (d)

3,060,000

3,442,500

Windstream Corp. 7.875% 11/1/17 (d)

1,640,000

1,650,250

 

106,590,352

Textiles & Apparel - 0.4%

Hanesbrands, Inc. 4.5925% 12/15/14 (f)

1,055,000

949,500

Levi Strauss & Co.:

8.875% 4/1/16

785,000

796,775

9.75% 1/15/15

1,265,000

1,321,925

 

3,068,200

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Trucking & Freight - 0.1%

Swift Transportation Co., Inc. 12.5% 5/15/17 (d)

$ 1,595,000

$ 1,196,250

TOTAL NONCONVERTIBLE BONDS

696,606,893

TOTAL CORPORATE BONDS

(Cost $667,172,028)

704,634,261

Convertible Preferred Stocks - 0.1%

Shares

 

Electric Utilities - 0.1%

AES Trust III 6.75%
(Cost $1,134,424)

23,000

983,710

Floating Rate Loans - 6.1%

 

Principal Amount

 

Air Transportation - 0.2%

Delta Air Lines, Inc. Tranche 2LN, term loan 3.5344% 4/30/14 (f)

$ 1,752,922

1,454,925

United Air Lines, Inc. Tranche B, term loan 2.3125% 2/1/14 (f)

553,101

428,653

 

1,883,578

Automotive - 1.0%

Federal-Mogul Corp.:

Tranche B, term loan 2.1875% 12/27/14 (f)

2,620,349

2,011,118

Tranche C, term loan 2.1875% 12/27/15 (f)

1,577,267

1,202,666

Ford Motor Co. term loan 3.2875% 12/15/13 (f)

5,019,113

4,479,559

 

7,693,343

Broadcasting - 0.4%

Univision Communications, Inc. Tranche 1LN, term loan 2.5325% 9/29/14 (f)

4,115,000

3,292,000

Cable TV - 0.1%

Charter Communications Operating LLC Tranche B 1LN, term loan 6.25% 3/6/14 (f)

1,095,488

999,632

Capital Goods - 0.3%

Dresser, Inc. Tranche 2LN, term loan 5.995% 5/4/15 pay-in-kind (f)

2,250,000

2,025,000

Floating Rate Loans - continued

 

Principal Amount

Value

Chemicals - 0.2%

Gentek Holding LLC Tranche B, term loan 7% 10/29/14 (f)

$ 1,160,000

$ 1,154,200

Diversified Financial Services - 0.4%

Blackstone UTP Capital LLC term loan 7.25% 11/2/14 (f)

2,720,000

2,692,800

Electric Utilities - 0.7%

Ashmore Energy International:

Revolving Credit-Linked Deposit 3.2438% 3/30/12 (f)

340,734

316,883

term loan 3.2825% 3/30/14 (f)

3,106,263

2,888,825

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Tranche B1, term loan 3.7445% 10/10/14 (f)

655,000

503,531

Tranche B3, term loan 3.7446% 10/10/14 (f)

1,896,832

1,441,592

 

5,150,831

Entertainment/Film - 0.3%

Zuffa LLC term loan 2.3125% 6/19/15 (f)

2,809,420

2,528,478

Gaming - 0.5%

Fantasy Springs Resort Casino term loan 12% 8/6/12 (f)

1,205,811

723,487

Harrah's Entertainment, Inc.:

Tranche B2, term loan 3.2822% 1/28/15 (f)

599,223

479,379

Tranche B3, term loan 3.2822% 1/28/15 (f)

735,143

586,277

Las Vegas Sands LLC:

term loan 2.04% 5/23/14 (f)

476,428

381,143

Tranche B, term loan 2.04% 5/23/14 (f)

2,325,920

1,860,736

 

4,031,022

Healthcare - 0.2%

PTS Acquisition Corp. term loan 2.4929% 4/10/14 (f)

2,104,699

1,788,994

Publishing/Printing - 0.1%

Newsday LLC term loan 10.50% 8/1/13

780,000

819,000

Services - 0.2%

Penhall International Corp. term loan 9.6313% 4/1/12 pay-in-kind (f)

1,065,738

53,287

ServiceMaster Co.:

term loan 2.7691% 7/24/14 (f)

1,650,947

1,461,088

Tranche DD, term loan 2.75% 7/24/14 (f)

144,536

127,914

 

1,642,289

Technology - 1.1%

First Data Corp.:

Tranche B1, term loan 2.997% 9/24/14 (f)

618,422

530,297

Tranche B2, term loan 3.0355% 9/24/14 (f)

573,537

491,808

Floating Rate Loans - continued

 

Principal Amount

Value

Technology - continued

First Data Corp.: - continued

Tranche B3, term loan 3.0355% 9/24/14 (f)

$ 1,950,025

$ 1,667,272

Flextronics International Ltd.:

Tranche B A1, term loan 2.5344% 10/1/14 (f)

306,360

283,383

Tranche B-A, term loan 2.519% 10/1/14 (f)

1,238,928

1,146,009

Tranche B-B, term loan 2.5397% 10/1/12 (f)

650,025

614,274

Freescale Semiconductor, Inc. term loan 1.9963% 12/1/13 (f)

1,506,101

1,208,646

Kronos, Inc.:

Tranche 1LN, term loan 2.2825% 6/11/14 (f)

1,209,071

1,133,504

Tranche 2LN, term loan 6.0325% 6/11/15 (f)

1,250,000

1,081,250

 

8,156,443

Telecommunications - 0.2%

Intelsat Jackson Holdings Ltd. term loan 3.2456% 2/1/14 (f)

1,335,000

1,191,488

Textiles & Apparel - 0.2%

Hanesbrands, Inc. Tranche 2LN, term loan 3.9938% 3/5/14 (f)

120,000

116,100

Levi Strauss & Co. term loan 2.495% 4/4/14 (f)

1,900,000

1,738,500

 

1,854,600

TOTAL FLOATING RATE LOANS

(Cost $45,869,255)

46,903,698

Money Market Funds - 3.9%

Shares

 

Fidelity Cash Central Fund, 0.20% (g)
(Cost $30,394,165)

30,394,165

30,394,165

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $744,569,872)

782,915,834

NET OTHER ASSETS - (0.7)%

(5,178,789)

NET ASSETS - 100%

$ 777,737,045

Legend

(a) Non-income producing - Issuer is in default.

(b) Security 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.

(c) Security initially issued at one coupon which converts to a higher coupon at a specified 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 end of the period, the value of these securities amounted to $176,108,749 or 22.6% of net assets.

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

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

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

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 158,128

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Utilities

$ 983,710

$ -

$ 983,710

$ -

Corporate Bonds

704,634,261

-

704,634,261

-

Floating Rate Loans

46,903,698

-

46,903,698

-

Money Market Funds

30,394,165

30,394,165

-

-

Total Investments in Securities:

$ 782,915,834

$ 30,394,165

$ 752,521,669

$ -

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

United States of America

85.8%

Bermuda

5.2%

Canada

3.4%

Cayman Islands

1.0%

Liberia

1.0%

Others (individually less than 1%)

3.6%

 

100.0%

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $54,732,583 of which $17,580,650 and $37,151,933 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $714,175,707)

$ 752,521,669

 

Fidelity Central Funds (cost $30,394,165)

30,394,165

 

Total Investments (cost $744,569,872)

 

$ 782,915,834

Cash

920,859

Receivable for investments sold

3,803,631

Receivable for fund shares sold

1,143,700

Interest receivable

16,825,421

Distributions receivable from Fidelity Central Funds

6,207

Prepaid expenses

4,507

Other receivables

4,222

Total assets

805,624,381

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 21,897,675

Delayed delivery

1,920,000

Payable for fund shares redeemed

2,630,792

Distributions payable

664,539

Accrued management fee

364,600

Distribution fees payable

188,020

Other affiliated payables

151,429

Other payables and accrued expenses

70,281

Total liabilities

27,887,336

 

 

 

Net Assets

$ 777,737,045

Net Assets consist of:

 

Paid in capital

$ 786,623,927

Undistributed net investment income

7,747,507

Accumulated undistributed net realized gain (loss) on investments

(54,975,813)

Net unrealized appreciation (depreciation) on investments

38,341,424

Net Assets

$ 777,737,045

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

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2009

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($282,936,275 ÷ 35,955,310 shares)

$ 7.87

 

 

 

Maximum offering price per share (100/96.00 of $7.87)

$ 8.20

Class T:
Net Asset Value
and redemption price per share ($111,600,897 ÷ 14,200,894 shares)

$ 7.86

 

 

 

Maximum offering price per share (100/96.00 of $7.86)

$ 8.19

Class B:
Net Asset Value
and offering price per share ($32,894,330 ÷ 4,189,012 shares)A

$ 7.85

 

 

 

Class C:
Net Asset Value
and offering price per share ($98,360,805 ÷ 12,524,655 shares)A

$ 7.85

 

 

 

Institutional Class:
Net Asset Value
offering price and redemption price per share ($251,944,738 ÷ 31,975,823 shares)

$ 7.88

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 140,131

Interest

 

55,281,237

Income from Fidelity Central Funds

 

158,128

Total income

 

55,579,496

 

 

 

Expenses

Management fee

$ 3,161,350

Transfer agent fees

1,209,398

Distribution fees

1,564,945

Accounting fees and expenses

218,826

Custodian fees and expenses

21,324

Independent trustees' compensation

3,744

Registration fees

159,514

Audit

72,548

Legal

6,908

Miscellaneous

7,819

Total expenses before reductions

6,426,376

Expense reductions

(168,782)

6,257,594

Net investment income

49,321,902

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

 

(37,947,386)

Change in net unrealized appreciation (depreciation) on:

Investment securities

 

160,152,496

Net gain (loss)

122,205,110

Net increase (decrease) in net assets resulting from operations

$ 171,527,012

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 49,321,902

$ 33,757,784

Net realized gain (loss)

(37,947,386)

(18,100,019)

Change in net unrealized appreciation (depreciation)

160,152,496

(117,712,813)

Net increase (decrease) in net assets resulting
from operations

171,527,012

(102,055,048)

Distributions to shareholders from net investment income

(43,012,938)

(32,372,651)

Distributions to shareholders from net realized gain

-

(3,076,324)

Total distributions

(43,012,938)

(35,448,975)

Share transactions - net increase (decrease)

320,669,955

(721,027)

Redemption fees

259,288

80,195

Total increase (decrease) in net assets

449,443,317

(138,144,855)

 

 

 

Net Assets

Beginning of period

328,293,728

466,438,583

End of period (including undistributed net investment income of $7,747,507 and undistributed net investment income of $2,453,595, respectively)

$ 777,737,045

$ 328,293,728

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.48

$ 9.13

$ 9.26

$ 9.15

$ 9.59

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .625

  .645

  .661

  .634

  .615

Net realized and unrealized gain (loss)

  1.318

  (2.616)

  (.078)

  .214

  (.288)

Total from investment operations

  1.943

  (1.971)

  .583

  .848

  .327

Distributions from net investment income

  (.556)

  (.621)

  (.664)

  (.613)

  (.629)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.556)

  (.681)

  (.714)

  (.748)

  (.769)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.87

$ 6.48

$ 9.13

$ 9.26

$ 9.15

Total Return A,B

  31.69%

  (23.03)%

  6.46%

  9.82%

  3.53%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.09%

  1.12%

  1.04%

  1.01%

  1.02%

Expenses net of fee waivers, if any

  1.09%

  1.10%

  1.04%

  1.00%

  1.00%

Expenses net of all reductions

  1.08%

  1.10%

  1.03%

  1.00%

  1.00%

Net investment income

  8.91%

  7.65%

  7.11%

  6.95%

  6.58%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 282,936

$ 89,571

$ 110,703

$ 130,666

$ 115,345

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.48

$ 9.12

$ 9.25

$ 9.14

$ 9.58

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .622

  .645

  .654

  .624

  .607

Net realized and unrealized gain (loss)

  1.310

  (2.606)

  (.077)

  .215

  (.289)

Total from investment operations

  1.932

  (1.961)

  .577

  .839

  .318

Distributions from net investment income

  (.555)

  (.621)

  (.658)

  (.604)

  (.620)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.555)

  (.681)

  (.708)

  (.739)

  (.760)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.86

$ 6.48

$ 9.12

$ 9.25

$ 9.14

Total Return A,B

  31.52%

  (22.94)%

  6.40%

  9.73%

  3.43%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.16%

  1.19%

  1.15%

  1.18%

  1.19%

Expenses net of fee waivers, if any

  1.10%

  1.10%

  1.10%

  1.10%

  1.10%

Expenses net of all reductions

  1.10%

  1.10%

  1.10%

  1.10%

  1.10%

Net investment income

  8.89%

  7.65%

  7.04%

  6.85%

  6.49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 111,601

$ 43,018

$ 57,798

$ 68,487

$ 69,091

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.47

$ 9.11

$ 9.25

$ 9.14

$ 9.57

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .571

  .593

  .593

  .565

  .546

Net realized and unrealized gain (loss)

  1.317

  (2.609)

  (.086)

  .215

  (.279)

Total from investment operations

  1.888

  (2.016)

  .507

  .780

  .267

Distributions from net investment income

  (.511)

  (.566)

  (.598)

  (.545)

  (.559)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.511)

  (.626)

  (.648)

  (.680)

  (.699)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.85

$ 6.47

$ 9.11

$ 9.25

$ 9.14

Total Return A,B

  30.73%

  (23.47)%

  5.61%

  9.03%

  2.87%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.81%

  1.82%

  1.79%

  1.81%

  1.81%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.75%

  1.75%

  1.75%

  1.75%

  1.75%

Net investment income

  8.25%

  7.00%

  6.39%

  6.20%

  5.84%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 32,894

$ 21,429

$ 41,049

$ 51,362

$ 64,804

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.47

$ 9.11

$ 9.25

$ 9.14

$ 9.57

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .572

  .583

  .584

  .556

  .536

Net realized and unrealized gain (loss)

  1.309

  (2.608)

  (.085)

  .215

  (.278)

Total from investment operations

  1.881

  (2.025)

  .499

  .771

  .258

Distributions from net investment income

  (.504)

  (.557)

  (.590)

  (.536)

  (.550)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.504)

  (.617)

  (.640)

  (.671)

  (.690)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.85

$ 6.47

$ 9.11

$ 9.25

$ 9.14

Total Return A,B

  30.60%

  (23.54)%

  5.51%

  8.92%

  2.77%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.85%

  1.86%

  1.84%

  1.86%

  1.87%

Expenses net of fee waivers, if any

  1.85%

  1.85%

  1.84%

  1.85%

  1.85%

Expenses net of all reductions

  1.85%

  1.85%

  1.84%

  1.85%

  1.85%

Net investment income

  8.15%

  6.90%

  6.30%

  6.10%

  5.74%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 98,361

$ 30,619

$ 50,700

$ 52,796

$ 56,036

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.49

$ 9.14

$ 9.27

$ 9.16

$ 9.60

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .637

  .669

  .678

  .648

  .630

Net realized and unrealized gain (loss)

  1.323

  (2.619)

  (.078)

  .214

  (.289)

Total from investment operations

  1.960

  (1.950)

  .600

  .862

  .341

Distributions from net investment income

  (.573)

  (.642)

  (.681)

  (.627)

  (.643)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.573)

  (.702)

  (.731)

  (.762)

  (.783)

Redemption fees added to paid in capital B

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.88

$ 6.49

$ 9.14

$ 9.27

$ 9.16

Total Return A

  31.95%

  (22.81)%

  6.65%

  9.98%

  3.68%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .90%

  .92%

  .90%

  .91%

  .91%

Expenses net of fee waivers, if any

  .85%

  .85%

  .85%

  .85%

  .85%

Expenses net of all reductions

  .85%

  .85%

  .85%

  .85%

  .85%

Net investment income

  9.15%

  7.90%

  7.29%

  7.10%

  6.73%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 251,945

$ 143,656

$ 206,188

$ 208,205

$ 200,804

Portfolio turnover rate D

  54%

  62%

  69%

  72%

  115%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Advisor High Income Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 21, 2009, have

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds and floating rate loans pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions. Actual prices received at disposition may differ.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

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.

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, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 62,416,614

Gross unrealized depreciation

(19,162,403)

Net unrealized appreciation (depreciation)

$ 43,254,211

Tax Cost

$ 739,661,623

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 2,596,027

Capital loss carryforward

$ (54,732,583)

Net unrealized appreciation (depreciation)

$ 43,254,211

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 43,012,938

$ 32,372,651

Long-term Capital Gains

-

3,076,324

Total

$ 43,012,938

$ 35,448,975

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

4. Operating Policies.

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.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $603,815,332 and $287,083,821, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 annual 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 Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 481,189

$ 27,231

Class T

-%

.25%

198,393

1,376

Class B

.65%

.25%

233,825

170,044

Class C

.75%

.25%

651,538

218,450

 

 

 

$ 1,564,945

$ 417,101

Sales Load. FDC receives a front-end sales charge of up to 4.00% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 69,623

Class T

23,364

Class B*

49,549

Class C*

16,948

 

$ 159,484

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 344,038

.18

Class T

201,042

.25

Class B

65,872

.25

Class C

124,681

.19

Institutional Class

473,765

.25

 

$ 1,209,398

 

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.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,596 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. 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, including commitment fees, are excluded from this reimbursement.

Annual Report

Notes to Financial Statements - continued

8. Expense Reductions - continued

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class T

1.10%

$ 46,894

Class B

1.75%

16,345

Institutional Class

.85%

104,193

 

 

$ 167,432

In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,350.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 14,826,870

$ 8,030,841

Class T

6,135,544

4,122,743

Class B

1,894,439

2,198,504

Class C

4,503,367

2,999,539

Institutional Class

15,652,718

15,021,024

Total

$ 43,012,938

$ 32,372,651

From net realized gain

 

 

Class A

$ -

$ 735,240

Class T

-

375,276

Class B

-

262,402

Class C

-

323,637

Institutional Class

-

1,379,769

Total

$ -

$ 3,076,324

Annual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

30,560,083

5,333,736

$ 204,385,489

$ 44,749,660

Reinvestment of distributions

1,768,218

831,902

12,459,517

6,937,182

Shares redeemed

(10,186,786)

(4,481,815)

(70,599,371)

(36,960,786)

Net increase (decrease)

22,141,515

1,683,823

$ 146,245,635

$ 14,726,056

Class T

 

 

 

 

Shares sold

10,322,686

2,195,690

$ 69,320,898

$ 18,489,876

Reinvestment of distributions

709,444

428,476

4,967,568

3,575,237

Shares redeemed

(3,473,620)

(2,321,887)

(24,238,299)

(18,922,162)

Net increase (decrease)

7,558,510

302,279

$ 50,050,167

$ 3,142,951

Class B

 

 

 

 

Shares sold

2,249,463

543,885

$ 15,307,774

$ 4,520,569

Reinvestment of distributions

178,901

178,263

1,237,038

1,498,212

Shares redeemed

(1,550,654)

(1,916,729)

(10,542,209)

(16,089,285)

Net increase (decrease)

877,710

(1,194,581)

$ 6,002,603

$ (10,070,504)

Class C

 

 

 

 

Shares sold

9,727,146

1,624,114

$ 65,826,181

$ 13,753,212

Reinvestment of distributions

438,112

258,988

3,085,477

2,173,136

Shares redeemed

(2,371,464)

(2,717,087)

(16,619,567)

(22,288,170)

Net increase (decrease)

7,793,794

(833,985)

$ 52,292,091

$ (6,361,822)

Institutional Class

 

 

 

 

Shares sold

16,964,074

7,592,637

$ 113,961,441

$ 63,995,035

Reinvestment of distributions

2,049,342

1,793,415

14,203,877

15,019,523

Shares redeemed

(9,166,153)

(9,825,313)

(62,085,859)

(81,172,266)

Net increase (decrease)

9,847,263

(439,261)

$ 66,079,459

$ (2,157,708)

11. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor High Income Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor High Income Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians, agent banks, and brokers; where replies were not received from brokers and agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor High Income Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 21, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-
present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-
present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-
present). Previously, Mr. Hogan served as a portfolio manager.

Thomas C. Hense (45)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-
present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc.
(2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of .16% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $33,422,052 of distributions paid during the period January 1, 2009 to October 31, 2009, as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor High Income Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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, 2008, the cumulative total returns of Institutional Class (Class I) and Class C of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class C show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity Advisor High Income Fund


fid396

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the second quartile for all the periods shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for all the periods shown. 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.

The Board reviewed the year-to-date performance of Class A through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. 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 25% means that 75% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Advisor High Income Fund


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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008.

Annual Report

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 Class B ranked below its competitive median for 2008, the total expenses of each of Class A and Class T ranked equal to its competitive median for 2008, and the total expenses of each of Class C and Institutional Class ranked above its competitive median for 2008. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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.

Annual Report

The Board concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

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 Mellon

New York, NY

AHI-UANN-1209
1.784748.106

fid144

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor
High Income
Fund - Institutional Class

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

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 financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Institutional Class

31.95%

4.37%

5.97%

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity ® Advisor High Income Fund - Institutional Class on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how The BofA Merrill Lynch US High Yield Constrained IndexSM performed over the same period.


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Annual Report

Management's Discussion of Fund Performance

Market Recap: High-yield bonds posted extremely strong returns during the year ending October 31, 2009, with The BofA Merrill Lynch US High Yield Constrained IndexSM gaining 49.54%. As the period began, the U.S. economy was reeling and, in the aftermath of the collapse of investment bank Lehman Brothers, investors retreated sharply from investments well out on the risk spectrum. The U.S. Treasury and the Federal Reserve Board worked to restore liquidity to the debt markets, but high yield stumbled to its worst year ever in 2008. The pendulum started to swing the other way heading into 2009, largely due to evidence that federal intervention programs were having their desired effect. Starting from very low prices, high-yield bonds enjoyed their best quarter ever in the second quarter of 2009, which included April, the market's strongest month on record. Other factors that helped propel returns included: renewed investor confidence in the financial markets, which sparked interest in high-yield bonds and other investments that carry more risk; improved demand for high-yield products from yield-hungry investors against a backdrop of very low short-term interest rates; signs that the high-yield market was working more normally again, including some high-yield firms successfully accessing capital through new issuance; improving business fundamentals; and better performance by the equity markets.

Comments from Matthew Conti, Portfolio Manager of Fidelity® Advisor High Income Fund: For the year, the fund's Institutional Class shares returned 31.95%, underperforming the BofA Merrill Lynch index. The fund's high-quality bias hurt, as lower-quality bonds outperformed during the market rally. Performance also was curbed by a very modest cash position during the market's record rally. At the industry level, a substantial underweighting in banks and thrifts detracted the most. An overweighting and negative security selection in casino gaming also hurt, as did weak results from our energy and technology holdings and unfavorable positioning within homebuilding/real estate. Conversely, good security selection and underweightings in paper, publishing/printing and consumer products benefited results, along with favorable bond selection within restaurants. In terms of individual securities, underweighting General Motors Acceptance Corp and Ford Motor Credit were the biggest negatives, followed by not owning mortgage company and index component Residential Capital. Top contributors included an underweighting in poor-performing GM bonds and a below-index stake in publishing company R.H. Donnelley. GM and R.H. Donnelley were no longer held at period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,181.60

$ 5.94

Hypothetical A

 

$ 1,000.00

$ 1,019.76

$ 5.50

Class T

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 1,181.80

$ 6.05

Hypothetical A

 

$ 1,000.00

$ 1,019.66

$ 5.60

Class B

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,176.50

$ 9.60

Hypothetical A

 

$ 1,000.00

$ 1,016.38

$ 8.89

Class C

1.84%

 

 

 

Actual

 

$ 1,000.00

$ 1,175.90

$ 10.09

Hypothetical A

 

$ 1,000.00

$ 1,015.93

$ 9.35

Institutional Class

.85%

 

 

 

Actual

 

$ 1,000.00

$ 1,182.70

$ 4.68

Hypothetical A

 

$ 1,000.00

$ 1,020.92

$ 4.33

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Five Holdings as of October 31, 2009

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

HCA, Inc.

2.4

3.3

Ford Motor Credit Co. LLC

2.1

0.6

Chesapeake Energy Corp.

2.1

1.9

Digicel Group Ltd.

1.7

1.6

Nielsen Finance LLC/Nielsen Finance Co.

1.5

1.5

 

9.8

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Telecommunications

13.9

13.3

Energy

9.1

10.1

Electric Utilities

7.6

7.8

Healthcare

7.5

9.5

Technology

5.4

3.2

Quality Diversification (% of fund's net assets)

As of October 31, 2009

As of April 30, 2009

fid103

AAA,AA,A 0.0%

 

fid103

AAA,AA,A 0.0%

 

fid106

BBB 2.4%

 

fid106

BBB 4.6%

 

fid109

BB 37.0%

 

fid109

BB 41.9%

 

fid112

B 37.5%

 

fid112

B 33.7%

 

fid115

CCC,CC,C 18.7%

 

fid115

CCC,CC,C 12.8%

 

fid118

D 0.1%

 

fid118

D 0.5%

 

fid121

Not Rated 1.0%

 

fid121

Not Rated 0.9%

 

fid124

Equities 0.1%

 

fid124

Equities 0.2%

 

fid127

Short-Term Investments
and Net Other Assets 3.2%

 

fid127

Short-Term Investments
and Net Other Assets 5.4%

 

fid433

We have used ratings from Moody's® Investors Service, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades.

Asset Allocation (% of fund's net assets)

As of October 31, 2009*

As of April 30, 2009**

fid103

Nonconvertible
Bonds 89.6%

 

fid103

Nonconvertible
Bonds 85.5%

 

fid109

Convertible Bonds,
Preferred Stocks 1.1%

 

fid109

Convertible Bonds,
Preferred Stocks 1.2%

 

fid121

Floating Rate Loans 6.1%

 

fid121

Floating Rate Loans 7.9%

 

fid127

Short-Term Investments
and Net Other Assets 3.2%

 

fid127

Short-Term Investments
and Net Other Assets 5.4%

 

* Foreign investments

14.2%

 

** Foreign investments

12.4%

 

fid443

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Corporate Bonds - 90.6%

 

Principal Amount

Value

Convertible Bonds - 1.0%

Energy - 0.5%

Chesapeake Energy Corp. 2.5% 5/15/37

$ 3,950,000

$ 3,410,430

Energy Conversion Devices, Inc. 3% 6/15/13

710,000

443,750

 

3,854,180

Homebuilding/Real Estate - 0.3%

Ventas, Inc. 3.875% 11/15/11 (d)

2,340,000

2,552,063

Technology - 0.2%

Lucent Technologies, Inc. 2.875% 6/15/25

1,965,000

1,621,125

TOTAL CONVERTIBLE BONDS

8,027,368

Nonconvertible Bonds - 89.6%

Aerospace - 1.1%

BE Aerospace, Inc. 8.5% 7/1/18

2,895,000

3,010,800

Bombardier, Inc.:

7.45% 5/1/34 (d)

669,000

590,393

8% 11/15/14 (d)

975,000

999,375

Sequa Corp.:

11.75% 12/1/15 (d)

850,000

722,500

13.5% 12/1/15 pay-in-kind (d)

501,723

400,124

TransDigm, Inc. 7.75% 7/15/14 (d)

2,710,000

2,723,550

 

8,446,742

Air Transportation - 1.8%

American Airlines, Inc. 10.5% 10/15/12 (d)

1,355,000

1,388,875

American Airlines, Inc. pass-thru trust certificates:

6.817% 5/23/11

2,160,000

2,041,200

6.977% 11/23/22

218,172

178,355

8.608% 10/1/12

200,000

186,000

AMR Corp. 9% 8/1/12

775,000

573,500

Continental Airlines, Inc. pass-thru trust certificates:

7.566% 9/15/21

129,007

117,912

7.875% 7/2/18

165,717

134,231

8.388% 5/1/22

199,073

177,175

9.798% 4/1/21

2,636,916

2,063,387

Continental Airlines, Inc.:

7.25% 11/10/19 (e)

1,185,000

1,196,850

9.25% 5/10/17 (e)

735,000

742,350

Delta Air Lines, Inc. pass-thru trust certificates:

7.57% 11/18/10

2,050,000

2,050,000

8.021% 8/10/22

1,137,773

967,107

8.954% 8/10/14

1,506,918

1,280,880

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Air Transportation - continued

Northwest Airlines, Inc. pass-thru trust certificates 8.028% 11/1/17

$ 658,549

$ 526,839

United Air Lines, Inc. pass-thru trust certificates Class B, 7.336% 7/2/19

1,154,518

773,527

 

14,398,188

Automotive - 3.5%

ArvinMeritor, Inc. 8.125% 9/15/15

2,205,000

1,923,863

Ford Motor Co.:

6.375% 2/1/29

1,000,000

730,000

6.625% 10/1/28

1,695,000

1,220,400

7.45% 7/16/31

1,505,000

1,234,100

Ford Motor Credit Co. LLC:

7.25% 10/25/11

5,425,000

5,320,824

7.5% 8/1/12

2,465,000

2,391,050

8% 6/1/14

2,290,000

2,238,475

8% 12/15/16

1,420,000

1,371,734

12% 5/15/15

4,250,000

4,781,250

Navistar International Corp. 8.25% 11/1/21

1,365,000

1,332,650

Tenneco, Inc. 8.625% 11/15/14

1,180,000

1,103,300

The Goodyear Tire & Rubber Co. 10.5% 5/15/16

1,410,000

1,529,850

TRW Automotive, Inc. 7% 3/15/14 (d)

1,220,000

1,134,600

 

26,312,096

Banks and Thrifts - 2.7%

Bank of America Corp.:

8% (f)

680,000

612,000

8.125% (f)

2,035,000

1,831,500

CIT Group, Inc.:

5% 2/1/15

680,000

440,300

5.4% 3/7/13

1,360,000

881,600

7.625% 11/30/12

1,510,000

978,184

Citigroup Capital XXI 8.3% 12/21/77 (f)

1,757,900

1,626,058

Fifth Third Capital Trust IV 6.65% 4/15/37 (f)

1,715,000

1,221,938

General Motors Acceptance Corp.:

6.875% 9/15/11

1,580,000

1,512,850

6.875% 8/28/12

2,820,000

2,650,800

GMAC LLC:

6.625% 5/15/12

295,000

277,300

6.75% 12/1/14 (d)

3,475,000

3,162,250

6.875% 9/15/11 (d)

1,980,000

1,900,800

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Banks and Thrifts - continued

GMAC LLC: - continued

8% 11/1/31 (d)

$ 2,385,000

$ 2,015,325

Zions Bancorp 7.75% 9/23/14

2,510,000

2,246,450

 

21,357,355

Broadcasting - 0.6%

Clear Channel Communications, Inc. 4.5% 1/15/10

730,000

671,600

Umbrella Acquisition, Inc. 10.5% 3/15/15 pay-in-kind (c)(d)

680,000

517,877

Univision Communications, Inc. 12% 7/1/14 (d)

1,350,000

1,458,000

UPC Holding BV 9.875% 4/15/18 (d)

2,225,000

2,314,000

 

4,961,477

Building Materials - 0.1%

Owens Corning:

6.5% 12/1/16

630,000

628,072

9% 6/15/19

495,000

534,600

 

1,162,672

Cable TV - 3.0%

Cablevision Systems Corp. 8.625% 9/15/17 (d)

2,030,000

2,095,975

Cequel Communications Holdings / LLC and Cequel Capital Corp. 8.625% 11/15/17 (d)

2,060,000

2,030,748

Charter Communications Holdings I LLC/Charter Communications Holdings I Capital Corp. 11% 10/1/15 (a)

1,885,000

377,000

Charter Communications Holdings II LLC/Charter Communications Holdings II Capital Corp. 10.25% 9/15/10 (a)

1,090,000

1,318,900

CSC Holdings, Inc.:

6.75% 4/15/12

244,000

253,760

8.5% 4/15/14 (d)

1,075,000

1,131,438

8.5% 6/15/15 (d)

1,400,000

1,478,750

8.625% 2/15/19 (d)

2,145,000

2,295,150

EchoStar Communications Corp.:

6.375% 10/1/11

2,425,000

2,467,438

7% 10/1/13

1,565,000

1,565,000

7.125% 2/1/16

1,890,000

1,890,000

7.75% 5/31/15

1,670,000

1,705,571

Kabel Deutschland GmbH 10.625% 7/1/14

2,165,000

2,251,600

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Cable TV - continued

Videotron Ltd.:

9.125% 4/15/18 (d)

$ 950,000

$ 1,026,000

9.125% 4/15/18

1,195,000

1,290,600

 

23,177,930

Capital Goods - 1.4%

Case Corp. 7.25% 1/15/16

1,640,000

1,586,700

Case New Holland, Inc. 7.75% 9/1/13 (d)

2,580,000

2,580,000

Leucadia National Corp. 7.125% 3/15/17

2,090,000

1,985,500

RBS Global, Inc. / Rexnord Corp.:

9.5% 8/1/14

560,000

554,400

9.5% 8/1/14 (d)

379,000

371,420

11.75% 8/1/16

655,000

622,250

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

1,180,000

1,203,600

Terex Corp. 8% 11/15/17

1,850,000

1,702,000

 

10,605,870

Chemicals - 1.4%

Huntsman International LLC 5.5% 6/30/16 (d)

2,220,000

1,914,750

Nalco Co.:

7.75% 11/15/11

28,000

27,930

8.25% 5/15/17 (d)

965,000

1,013,250

NOVA Chemicals Corp.:

4.5375% 11/15/13 (f)

1,630,000

1,446,625

6.5% 1/15/12

2,845,000

2,766,763

8.375% 11/1/16 (d)

1,360,000

1,371,900

8.625% 11/1/19 (d)

1,355,000

1,373,631

Terra Capital, Inc. 7.75% 11/1/19 (d)

1,320,000

1,320,000

 

11,234,849

Consumer Products - 0.4%

Jostens Holding Corp. 10.25% 12/1/13

680,000

700,400

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

1,805,000

1,786,950

Visant Holding Corp. 8.75% 12/1/13

680,000

695,300

 

3,182,650

Containers - 1.7%

Ball Corp. 7.125% 9/1/16

1,625,000

1,657,500

Berry Plastics Corp. 5.0344% 2/15/15 (f)

875,000

796,250

Berry Plastics Escrow LLC/Berry Plastics Escrow Corp.:

8.25% 11/15/15 (d)

1,365,000

1,344,525

8.875% 9/15/14 (d)

680,000

626,450

BWAY Corp. 10% 4/15/14 (d)

990,000

1,051,875

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Containers - continued

Crown Cork & Seal, Inc. 7.375% 12/15/26

$ 1,940,000

$ 1,755,700

Greif, Inc. 6.75% 2/1/17

3,780,000

3,676,050

Owens-Brockway Glass Container, Inc. 7.375% 5/15/16

1,415,000

1,439,763

Owens-Illinois, Inc. 7.8% 5/15/18

555,000

555,000

 

12,903,113

Diversified Financial Services - 0.7%

American Airlines, Inc. pass-thru trust certificates 10.375% 7/2/19

1,285,000

1,416,713

Reliance Intermediate Holdings LP 9.5% 12/15/19 (d)

2,105,000

2,199,725

Reynolds Group DL Escrow LLC 7.75% 10/15/16 (d)

1,185,000

1,182,038

Sprint Capital Corp. 8.75% 3/15/32

1,085,000

938,525

 

5,737,001

Diversified Media - 3.1%

Affinion Group, Inc.:

10.125% 10/15/13

730,000

748,250

11.5% 10/15/15

675,000

702,000

Interpublic Group of Companies, Inc.:

6.25% 11/15/14

205,000

191,931

10% 7/15/17

760,000

815,100

Lamar Media Corp.:

Series B, 6.625% 8/15/15

770,000

727,650

6.625% 8/15/15

1,290,000

1,231,950

9.75% 4/1/14

1,605,000

1,773,525

Liberty Media Corp.:

5.7% 5/15/13

965,000

907,100

8.25% 2/1/30

165,000

148,500

Nielsen Finance LLC/Nielsen Finance Co.:

0% 8/1/16 (b)

4,630,000

3,993,375

10% 8/1/14

2,475,000

2,549,250

11.5% 5/1/16

1,435,000

1,521,100

11.625% 2/1/14

3,605,000

3,848,338

Quebecor Media, Inc.:

7.75% 3/15/16

2,700,000

2,646,000

7.75% 3/15/16

2,425,000

2,376,500

 

24,180,569

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Electric Utilities - 6.8%

AES Corp.:

7.75% 3/1/14

$ 2,155,000

$ 2,165,775

7.75% 10/15/15

1,630,000

1,630,000

8% 10/15/17

3,010,000

3,040,100

9.75% 4/15/16 (d)

905,000

986,450

Aquila, Inc. 11.875% 7/1/12 (f)

1,000,000

1,160,615

Calpine Construction Finance Co. LP 8% 6/1/16 (d)

1,910,000

1,938,650

Dynegy Holdings, Inc. 8.375% 5/1/16

700,000

649,250

Edison Mission Energy:

7% 5/15/17

825,000

666,188

7.2% 5/15/19

2,690,000

2,125,100

7.625% 5/15/27

1,025,000

717,500

Energy Future Holdings:

10.875% 11/1/17

4,320,000

2,980,800

12% 11/1/17 pay-in-kind (f)

3,614,600

2,128,999

Intergen NV 9% 6/30/17 (d)

1,905,000

1,981,200

IPALCO Enterprises, Inc. 7.25% 4/1/16 (d)

835,000

841,263

Mirant Americas Generation LLC:

8.5% 10/1/21

1,685,000

1,474,375

9.125% 5/1/31

1,850,000

1,523,938

NRG Energy, Inc.:

7.25% 2/1/14

4,235,000

4,213,825

7.375% 2/1/16

2,450,000

2,437,750

7.375% 1/15/17

2,240,000

2,217,600

8.5% 6/15/19

1,870,000

1,888,700

NSG Holdings II, LLC 7.75% 12/15/25 (d)

4,330,000

3,864,525

RRI Energy, Inc.:

6.75% 12/15/14

869,000

884,208

7.625% 6/15/14

5,550,000

5,411,250

7.875% 6/15/17

375,000

367,500

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

1,113,797

1,035,831

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Series A, 10.25% 11/1/15

2,635,000

1,870,850

Series B, 10.25% 11/1/15

1,780,000

1,263,800

11.25% 11/1/16 pay-in-kind

2,972,281

1,750,921

 

53,216,963

Energy - 8.6%

Ashland, Inc. 9.125% 6/1/17 (d)

750,000

808,125

Atlas Pipeline Partners LP 8.125% 12/15/15

820,000

649,850

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Energy - continued

Berry Petroleum Co. 10.25% 6/1/14

$ 670,000

$ 718,575

Chesapeake Energy Corp.:

6.5% 8/15/17

2,170,000

2,039,800

6.875% 1/15/16

815,000

782,400

7.5% 9/15/13

840,000

852,600

7.5% 6/15/14

490,000

494,900

7.625% 7/15/13

1,995,000

2,064,825

9.5% 2/15/15

5,730,000

6,202,725

Compagnie Generale de Geophysique SA:

7.5% 5/15/15

480,000

477,600

7.75% 5/15/17

1,065,000

1,054,350

9.5% 5/15/16 (d)

1,645,000

1,735,475

Denbury Resources, Inc. 9.75% 3/1/16

3,420,000

3,659,400

Dynegy Holdings, Inc. 8.75% 2/15/12

130,000

131,950

Forest Oil Corp.:

7.25% 6/15/19

545,000

512,300

7.75% 5/1/14

710,000

695,800

8.5% 2/15/14 (d)

3,055,000

3,100,825

Frontier Oil Corp. 8.5% 9/15/16

1,990,000

2,029,800

Headwaters, Inc. 11.375% 11/1/14 (d)

290,000

290,725

Helix Energy Solutions Group, Inc. 9.5% 1/15/16 (d)

1,515,000

1,556,663

Hercules Offshore, Inc. 10.5% 10/15/17 (d)

1,360,000

1,360,000

Hilcorp Energy I LP/Hilcorp Finance Co.:

7.75% 11/1/15 (d)

1,305,000

1,246,275

9% 6/1/16 (d)

240,000

240,000

Inergy LP/Inergy Finance Corp. 8.75% 3/1/15

1,090,000

1,117,250

Newfield Exploration Co. 7.125% 5/15/18

2,025,000

2,045,250

Parker Drilling Co. 9.625% 10/1/13

540,000

545,400

Petrohawk Energy Corp.:

7.875% 6/1/15

985,000

994,850

9.125% 7/15/13

2,435,000

2,520,225

10.5% 8/1/14

1,845,000

2,006,438

Petroleum Development Corp. 12% 2/15/18

1,140,000

1,137,150

Pioneer Natural Resources Co. 6.65% 3/15/17

2,020,000

1,908,900

Plains Exploration & Production Co.:

7% 3/15/17

1,530,000

1,457,325

7.625% 6/1/18

965,000

951,731

7.75% 6/15/15

2,895,000

2,866,050

10% 3/1/16

1,910,000

2,053,250

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Energy - continued

Quicksilver Resources, Inc.:

7.125% 4/1/16

$ 1,650,000

$ 1,484,505

9.125% 8/15/19

1,405,000

1,415,538

11.75% 1/1/16

1,520,000

1,687,200

Range Resources Corp.:

6.375% 3/15/15 (Reg. S)

1,930,000

1,886,575

7.375% 7/15/13

2,515,000

2,540,150

SandRidge Energy, Inc.:

3.9147% 4/1/14 (f)

755,000

668,175

8.625% 4/1/15 pay-in-kind (f)

935,000

937,338

Southwestern Energy Co. 7.5% 2/1/18

1,070,000

1,096,750

Targa Resources Partners LP/Targa Resources Partners Finance Corp. 11.25% 7/15/17 (d)

1,625,000

1,746,875

Venoco, Inc. 11.5% 10/1/17 (d)

1,360,000

1,349,800

 

67,121,688

Entertainment/Film - 0.1%

Marquee Holdings, Inc. 12% 8/15/14 (c)

565,000

467,538

Environmental - 0.1%

Clean Harbors, Inc. 7.625% 8/15/16 (d)

730,000

740,950

Food and Drug Retail - 1.4%

Albertsons, Inc. 7.75% 6/15/26

200,000

176,500

Federated Retail Holdings, Inc. 5.9% 12/1/16

1,470,000

1,356,075

Rite Aid Corp.:

8.625% 3/1/15

875,000

717,500

9.375% 12/15/15

495,000

408,375

9.5% 6/15/17

545,000

437,363

10.25% 10/15/19 (d)

525,000

526,313

SUPERVALU, Inc.:

7.5% 5/15/12

160,000

164,000

7.5% 11/15/14

1,290,000

1,286,775

8% 5/1/16

2,795,000

2,850,900

The Great Atlantic & Pacific Tea Co. 11.375% 8/1/15 (d)

1,590,000

1,637,700

Tops Markets LLC 10.125% 10/15/15 (d)

1,275,000

1,300,500

 

10,862,001

Food/Beverage/Tobacco - 2.0%

Constellation Brands, Inc.:

7.25% 9/1/16

2,249,000

2,254,623

7.25% 5/15/17

350,000

349,125

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Food/Beverage/Tobacco - continued

Constellation Brands, Inc.: - continued

8.375% 12/15/14

$ 2,640,000

$ 2,785,200

Dean Foods Co.:

6.9% 10/15/17

1,565,000

1,502,400

7% 6/1/16

1,950,000

1,891,500

Del Monte Corp. 7.5% 10/15/19 (d)

2,110,000

2,125,825

Dole Food Co., Inc. 8% 10/1/16 (d)

2,435,000

2,459,350

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

2,385,000

2,361,150

 

15,729,173

Gaming - 2.8%

Ameristar Casinos, Inc. 9.25% 6/1/14 (d)

1,365,000

1,419,600

Chukchansi Economic Development Authority:

4.9125% 11/15/12 (d)(f)

360,000

223,200

8% 11/15/13 (d)

795,000

516,750

Mohegan Tribal Gaming Authority:

6.125% 2/15/13

2,160,000

1,717,200

6.875% 2/15/15

225,000

148,500

7.125% 8/15/14

635,000

441,325

11.5% 11/1/17 (d)

550,000

537,625

Park Place Entertainment Corp. 7.875% 3/15/10

610,000

603,900

Scientific Games Corp.:

7.875% 6/15/16 (d)

1,285,000

1,246,450

9.25% 6/15/19

1,250,000

1,275,000

9.25% 6/15/19 (d)

1,260,000

1,285,200

Seminole Hard Rock Entertainment, Inc. 2.799% 3/15/14 (d)(f)

1,445,000

1,163,225

Seneca Gaming Corp.:

Series B, 7.25% 5/1/12

1,290,000

1,244,850

7.25% 5/1/12

1,750,000

1,688,750

Snoqualmie Entertainment Authority:

4.68% 2/1/14 (d)(f)

1,365,000

682,500

9.125% 2/1/15 (d)

880,000

457,600

Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp.:

6.625% 12/1/14

2,735,000

2,584,575

6.625% 12/1/14

4,265,000

4,030,425

7.875% 11/1/17 (d)

820,000

807,700

 

22,074,375

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Healthcare - 7.3%

Biomet, Inc.:

10% 10/15/17

$ 1,505,000

$ 1,625,400

10.375% 10/15/17 pay-in-kind (f)

225,000

241,875

11.625% 10/15/17

4,510,000

4,915,900

Community Health Systems, Inc. 8.875% 7/15/15

2,715,000

2,789,663

DJO Finance LLC / DJO Finance Corp. 10.875% 11/15/14

5,230,000

5,452,275

HCA, Inc.:

6.5% 2/15/16

2,935,000

2,736,888

7.875% 2/15/20 (d)

1,270,000

1,301,750

8.5% 4/15/19 (d)

3,360,000

3,561,600

9.125% 11/15/14

5,535,000

5,687,213

9.25% 11/15/16

2,600,000

2,704,000

9.625% 11/15/16 pay-in-kind (f)

2,398,000

2,547,875

9.875% 2/15/17 (d)

290,000

307,400

HealthSouth Corp. 10.75% 6/15/16

2,195,000

2,381,575

Inverness Medical Innovations, Inc.:

7.875% 2/1/16 (d)

700,000

687,750

9% 5/15/16

1,860,000

1,887,900

Omega Healthcare Investors, Inc.:

7% 4/1/14

4,420,000

4,320,550

7% 1/15/16

2,895,000

2,764,725

Psychiatric Solutions, Inc.:

7.75% 7/15/15

1,555,000

1,508,350

7.75% 7/15/15 (d)

515,000

491,825

Service Corp. International 7.5% 4/1/27

1,720,000

1,530,800

Valeant Pharmaceuticals International 8.375% 6/15/16 (d)

2,160,000

2,197,800

Ventas Realty LP:

6.5% 6/1/16

1,715,000

1,637,825

6.5% 6/1/16

285,000

272,175

6.625% 10/15/14

1,345,000

1,311,375

Viant Holdings, Inc. 10.125% 7/15/17 (d)

928,000

881,600

VWR Funding, Inc. 11.25% 7/15/15 pay-in-kind (c)

1,170,000

1,036,913

 

56,783,002

Homebuilding/Real Estate - 2.6%

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

7.125% 2/15/13

5,795,000

5,693,588

8.125% 6/1/12

4,794,555

4,794,555

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Homebuilding/Real Estate - continued

D.R. Horton, Inc. 6.5% 4/15/16

$ 680,000

$ 649,400

K. Hovnanian Enterprises, Inc. 10.625% 10/15/16 (d)

1,770,000

1,761,150

KB Home:

5.875% 1/15/15

455,000

432,250

6.25% 6/15/15

780,000

733,200

Lennar Corp. 12.25% 6/1/17

2,765,000

3,290,350

Ryland Group, Inc. 8.4% 5/15/17

2,515,000

2,691,050

 

20,045,543

Hotels - 1.9%

Host Hotels & Resorts LP:

6.875% 11/1/14

225,000

219,375

9% 5/15/17 (d)

1,415,000

1,499,900

Host Marriott LP 7.125% 11/1/13

4,010,000

3,949,850

ITT Corp. 7.375% 11/15/15

1,200,000

1,194,000

Starwood Hotels & Resorts Worldwide, Inc.:

6.25% 2/15/13

4,545,000

4,522,275

7.875% 5/1/12

1,435,000

1,492,400

7.875% 10/15/14

1,720,000

1,780,200

 

14,658,000

Insurance - 0.1%

Provident Companies, Inc. 7% 7/15/18

550,000

532,813

Unum Group 7.125% 9/30/16

18,000

18,504

 

551,317

Leisure - 1.8%

Harrah's Escrow Corp. 11.25% 6/1/17 (d)

1,805,000

1,845,613

Royal Caribbean Cruises Ltd.:

7.25% 3/15/18

950,000

879,938

11.875% 7/15/15

975,000

1,092,000

yankee:

7% 6/15/13

3,660,000

3,531,900

7.25% 6/15/16

915,000

857,813

7.5% 10/15/27

1,605,000

1,290,019

Speedway Motorsports, Inc. 8.75% 6/1/16 (d)

1,255,000

1,311,475

Town Sports International Holdings, Inc. 11% 2/1/14

708,000

368,160

Universal City Development Partners Ltd./UCDP Finance, Inc.:

8.875% 11/15/15 (d)

845,000

834,438

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Leisure - continued

Universal City Development Partners Ltd./UCDP Finance, Inc.: - continued

10.875% 11/15/16 (d)

$ 295,000

$ 296,475

Universal City Florida Holding Co. I/II 5.2331% 5/1/10 (f)

1,545,000

1,545,000

 

13,852,831

Metals/Mining - 4.1%

Arch Coal, Inc. 8.75% 8/1/16 (d)

1,055,000

1,076,100

Arch Western Finance LLC 6.75% 7/1/13

1,015,000

984,550

Compass Minerals International, Inc. 8% 6/1/19 (d)

1,770,000

1,814,250

Drummond Co., Inc.:

7.375% 2/15/16 (d)

4,705,000

4,387,413

9% 10/15/14 (d)

565,000

569,238

FMG Finance Property Ltd.:

10% 9/1/13 (d)

1,205,000

1,241,150

10.625% 9/1/16 (d)

1,205,000

1,301,400

Freeport-McMoRan Copper & Gold, Inc.:

3.8813% 4/1/15 (f)

2,415,000

2,408,963

8.25% 4/1/15

4,580,000

4,912,050

8.375% 4/1/17

1,775,000

1,912,563

Massey Energy Co. 6.875% 12/15/13

5,000,000

4,937,500

Teck Resources Ltd.:

9.75% 5/15/14

2,245,000

2,525,625

10.25% 5/15/16

940,000

1,072,775

10.75% 5/15/19

2,245,000

2,615,425

 

31,759,002

Paper - 2.5%

Boise Paper Holdings LLC / Finance Corp. 9% 11/1/17 (d)

860,000

875,050

Cascades, Inc. 7.25% 2/15/13

2,295,000

2,243,363

Domtar Corp.:

5.375% 12/1/13

425,000

408,000

7.125% 8/15/15

1,545,000

1,537,275

7.875% 10/15/11

82,000

85,280

10.75% 6/1/17

2,470,000

2,834,325

Georgia-Pacific Corp.:

7% 1/15/15 (d)

3,160,000

3,191,600

8.875% 5/15/31

775,000

794,375

Georgia-Pacific LLC 8.25% 5/1/16 (d)

341,892

359,841

NewPage Corp. 11.375% 12/31/14 (d)

2,060,000

2,029,100

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Paper - continued

Rock-Tenn Co.:

9.25% 3/15/16

$ 1,270,000

$ 1,352,550

9.25% 3/15/16 (d)

340,000

362,100

Verso Paper Holdings LLC/ Verso Paper, Inc. 11.5% 7/1/14 (d)

3,130,000

3,286,500

 

19,359,359

Publishing/Printing - 0.2%

TL Acquisitions, Inc. 10.5% 1/15/15 (d)

1,915,000

1,809,675

Restaurants - 0.7%

Carrols Corp. 9% 1/15/13

1,630,000

1,630,000

Landry's Restaurants, Inc. 14% 8/15/11

1,235,000

1,241,175

Wendy's/Arby's Restaurants LLC 10% 7/15/16 (d)

2,335,000

2,486,775

 

5,357,950

Services - 2.7%

ARAMARK Corp.:

3.9831% 2/1/15 (f)

2,790,000

2,469,150

8.5% 2/1/15

2,260,000

2,271,300

Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:

7.625% 5/15/14

1,460,000

1,314,000

7.75% 5/15/16

2,375,000

2,125,625

FTI Consulting, Inc. 7.625% 6/15/13

3,180,000

3,211,800

Hertz Corp.:

8.875% 1/1/14

2,495,000

2,523,069

10.5% 1/1/16

1,515,000

1,579,388

Iron Mountain, Inc.:

6.625% 1/1/16

1,000,000

977,500

7.75% 1/15/15

1,030,000

1,042,875

8% 6/15/20

975,000

995,719

Rural/Metro Corp. 0% 3/15/16 (b)

1,184,000

1,142,560

ServiceMaster Co. 10.75% 7/15/15 pay-in-kind (d)

670,000

659,950

United Rentals North America, Inc. 7.75% 11/15/13

680,000

622,200

 

20,935,136

Shipping - 1.2%

Navios Maritime Holdings, Inc.:

8.875% 11/1/17 (d)

705,000

715,575

9.5% 12/15/14

2,415,000

2,366,700

Overseas Shipholding Group, Inc.:

7.5% 2/15/24

260,000

221,000

8.75% 12/1/13

390,000

392,925

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Shipping - continued

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

$ 3,995,000

$ 3,795,250

Teekay Corp. 8.875% 7/15/11

1,460,000

1,496,500

 

8,987,950

Specialty Retailing - 0.7%

Ltd. Brands, Inc. 8.5% 6/15/19 (d)

1,705,000

1,800,906

Sally Holdings LLC 9.25% 11/15/14

320,000

332,800

Toys 'R' Us Property Co. I LLC 10.75% 7/15/17 (d)

2,930,000

3,171,725

 

5,305,431

Steels - 1.0%

Steel Dynamics, Inc.:

6.75% 4/1/15

4,280,000

4,087,400

7.375% 11/1/12

2,480,000

2,473,800

Tube City IMS Corp. 9.75% 2/1/15

1,156,000

1,051,960

 

7,613,160

Super Retail - 1.2%

Macy's Retail Holdings, Inc. 8.875% 7/15/15

3,130,000

3,309,975

Neiman Marcus Group, Inc. 9% 10/15/15 pay-in-kind (c)

808,749

711,699

Neiman Marcus Group, Inc. 10.375% 10/15/15

765,000

673,200

The Bon-Ton Department Stores, Inc. 10.25% 3/15/14

1,360,000

1,122,000

Toys 'R' Us, Inc.:

7.375% 10/15/18

170,000

151,300

7.625% 8/1/11

3,095,000

3,095,000

 

9,063,174

Technology - 4.1%

Amkor Technology, Inc.:

7.75% 5/15/13

2,060,000

2,060,000

9.25% 6/1/16

2,410,000

2,494,350

Avaya, Inc. 10.875% 11/1/15 pay-in-kind (c)(d)

340,000

288,904

Ceridian Corp. 11.25% 11/15/15

1,505,000

1,448,563

First Data Corp. 10.55% 9/24/15 pay-in-kind (c)

1,405,000

1,228,975

Freescale Semiconductor, Inc.:

9.875% 12/15/14 pay-in-kind (f)

1,355,000

964,958

10.125% 12/15/16

680,000

481,100

Jabil Circuit, Inc.:

7.75% 7/15/16

1,615,000

1,675,563

8.25% 3/15/18

1,930,000

2,050,625

Lucent Technologies, Inc.:

6.45% 3/15/29

3,235,000

2,539,475

6.5% 1/15/28

1,065,000

836,025

NXP BV 9.5% 10/15/15

1,505,000

1,121,225

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Technology - continued

Seagate Technology HDD Holdings:

6.375% 10/1/11

$ 715,000

$ 729,300

6.8% 10/1/16

2,850,000

2,793,000

Seagate Technology International 10% 5/1/14 (d)

960,000

1,056,000

Terremark Worldwide, Inc. 12% 6/15/17 (d)

2,335,000

2,556,825

Xerox Capital Trust I 8% 2/1/27

7,625,000

7,472,473

 

31,797,361

Telecommunications - 13.7%

Cincinnati Bell, Inc.:

7.25% 7/15/13

765,000

784,125

8.25% 10/15/17

1,760,000

1,729,200

8.375% 1/15/14

1,990,000

1,970,100

Citizens Communications Co.:

7.875% 1/15/27

635,000

581,025

9% 8/15/31

1,390,000

1,372,625

Cleveland Unlimited, Inc. 12.5% 12/15/10 (d)(f)

865,000

856,350

Cricket Communications, Inc.:

7.75% 5/15/16 (d)

1,955,000

1,940,338

9.375% 11/1/14

1,910,000

1,852,700

10% 7/15/15

1,270,000

1,247,775

Crown Castle International Corp. 7.125% 11/1/19

1,260,000

1,242,675

Digicel Group Ltd.:

8.875% 1/15/15 (d)

5,050,000

4,822,750

9.125% 1/15/15 pay-in-kind (d)(f)

1,590,000

1,526,400

9.25% 9/1/12 (d)

4,405,000

4,493,100

12% 4/1/14 (d)

2,200,000

2,464,000

DigitalGlobe, Inc. 10.5% 5/1/14 (d)

845,000

908,375

Frontier Communications Corp.:

8.125% 10/1/18

2,515,000

2,515,000

8.25% 5/1/14

2,285,000

2,356,406

Intelsat Bermuda Ltd. 12.5% 2/4/17 pay-in-kind (c)(d)

2,578,125

2,444,743

Intelsat Jackson Holdings Ltd.:

9.5% 6/15/16

3,090,000

3,236,775

11.5% 6/15/16

1,775,000

1,863,750

Intelsat Ltd.:

6.5% 11/1/13

5,335,000

4,908,200

7.625% 4/15/12

6,390,000

6,198,300

11.25% 6/15/16

260,000

276,900

Intelsat Subsidiary Holding Co. Ltd.:

8.875% 1/15/15 (d)

280,000

284,200

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Telecommunications - continued

Intelsat Subsidiary Holding Co. Ltd.: - continued

8.875% 1/15/15

$ 3,480,000

$ 3,532,200

MetroPCS Wireless, Inc.:

9.25% 11/1/14

2,460,000

2,478,450

9.25% 11/1/14

2,350,000

2,376,438

Nextel Communications, Inc.:

5.95% 3/15/14

5,460,000

4,757,025

6.875% 10/31/13

3,580,000

3,311,500

7.375% 8/1/15

3,665,000

3,248,106

NII Capital Corp. 10% 8/15/16 (d)

1,680,000

1,772,400

Orascom Telecom Finance SCA 7.875% 2/8/14 (d)

2,385,000

2,265,750

Qwest Communications International, Inc.:

7.5% 2/15/14

1,040,000

1,019,200

8% 10/1/15 (d)

2,465,000

2,446,513

Qwest Corp.:

3.549% 6/15/13 (f)

2,450,000

2,278,500

7.5% 10/1/14

3,200,000

3,232,000

7.625% 6/15/15

70,000

70,700

8.375% 5/1/16 (d)

2,015,000

2,075,450

Sprint Capital Corp.:

6.875% 11/15/28

3,170,000

2,377,500

7.625% 1/30/11

3,635,000

3,675,894

8.375% 3/15/12

325,000

329,063

Sprint Nextel Corp.:

6% 12/1/16

2,365,000

2,033,900

8.375% 8/15/17

2,165,000

2,094,638

Time Warner Telecom Holdings, Inc. 9.25% 2/15/14

940,000

968,200

U.S. West Communications:

6.875% 9/15/33

905,000

762,463

7.5% 6/15/23

2,780,000

2,515,900

Wind Acquisition Finance SA 11.75% 7/15/17 (d)

3,060,000

3,442,500

Windstream Corp. 7.875% 11/1/17 (d)

1,640,000

1,650,250

 

106,590,352

Textiles & Apparel - 0.4%

Hanesbrands, Inc. 4.5925% 12/15/14 (f)

1,055,000

949,500

Levi Strauss & Co.:

8.875% 4/1/16

785,000

796,775

9.75% 1/15/15

1,265,000

1,321,925

 

3,068,200

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

Trucking & Freight - 0.1%

Swift Transportation Co., Inc. 12.5% 5/15/17 (d)

$ 1,595,000

$ 1,196,250

TOTAL NONCONVERTIBLE BONDS

696,606,893

TOTAL CORPORATE BONDS

(Cost $667,172,028)

704,634,261

Convertible Preferred Stocks - 0.1%

Shares

 

Electric Utilities - 0.1%

AES Trust III 6.75%
(Cost $1,134,424)

23,000

983,710

Floating Rate Loans - 6.1%

 

Principal Amount

 

Air Transportation - 0.2%

Delta Air Lines, Inc. Tranche 2LN, term loan 3.5344% 4/30/14 (f)

$ 1,752,922

1,454,925

United Air Lines, Inc. Tranche B, term loan 2.3125% 2/1/14 (f)

553,101

428,653

 

1,883,578

Automotive - 1.0%

Federal-Mogul Corp.:

Tranche B, term loan 2.1875% 12/27/14 (f)

2,620,349

2,011,118

Tranche C, term loan 2.1875% 12/27/15 (f)

1,577,267

1,202,666

Ford Motor Co. term loan 3.2875% 12/15/13 (f)

5,019,113

4,479,559

 

7,693,343

Broadcasting - 0.4%

Univision Communications, Inc. Tranche 1LN, term loan 2.5325% 9/29/14 (f)

4,115,000

3,292,000

Cable TV - 0.1%

Charter Communications Operating LLC Tranche B 1LN, term loan 6.25% 3/6/14 (f)

1,095,488

999,632

Capital Goods - 0.3%

Dresser, Inc. Tranche 2LN, term loan 5.995% 5/4/15 pay-in-kind (f)

2,250,000

2,025,000

Floating Rate Loans - continued

 

Principal Amount

Value

Chemicals - 0.2%

Gentek Holding LLC Tranche B, term loan 7% 10/29/14 (f)

$ 1,160,000

$ 1,154,200

Diversified Financial Services - 0.4%

Blackstone UTP Capital LLC term loan 7.25% 11/2/14 (f)

2,720,000

2,692,800

Electric Utilities - 0.7%

Ashmore Energy International:

Revolving Credit-Linked Deposit 3.2438% 3/30/12 (f)

340,734

316,883

term loan 3.2825% 3/30/14 (f)

3,106,263

2,888,825

Texas Competitive Electric Holdings Co. LLC/Texas Competitive Electric Holdings Finance, Inc.:

Tranche B1, term loan 3.7445% 10/10/14 (f)

655,000

503,531

Tranche B3, term loan 3.7446% 10/10/14 (f)

1,896,832

1,441,592

 

5,150,831

Entertainment/Film - 0.3%

Zuffa LLC term loan 2.3125% 6/19/15 (f)

2,809,420

2,528,478

Gaming - 0.5%

Fantasy Springs Resort Casino term loan 12% 8/6/12 (f)

1,205,811

723,487

Harrah's Entertainment, Inc.:

Tranche B2, term loan 3.2822% 1/28/15 (f)

599,223

479,379

Tranche B3, term loan 3.2822% 1/28/15 (f)

735,143

586,277

Las Vegas Sands LLC:

term loan 2.04% 5/23/14 (f)

476,428

381,143

Tranche B, term loan 2.04% 5/23/14 (f)

2,325,920

1,860,736

 

4,031,022

Healthcare - 0.2%

PTS Acquisition Corp. term loan 2.4929% 4/10/14 (f)

2,104,699

1,788,994

Publishing/Printing - 0.1%

Newsday LLC term loan 10.50% 8/1/13

780,000

819,000

Services - 0.2%

Penhall International Corp. term loan 9.6313% 4/1/12 pay-in-kind (f)

1,065,738

53,287

ServiceMaster Co.:

term loan 2.7691% 7/24/14 (f)

1,650,947

1,461,088

Tranche DD, term loan 2.75% 7/24/14 (f)

144,536

127,914

 

1,642,289

Technology - 1.1%

First Data Corp.:

Tranche B1, term loan 2.997% 9/24/14 (f)

618,422

530,297

Tranche B2, term loan 3.0355% 9/24/14 (f)

573,537

491,808

Floating Rate Loans - continued

 

Principal Amount

Value

Technology - continued

First Data Corp.: - continued

Tranche B3, term loan 3.0355% 9/24/14 (f)

$ 1,950,025

$ 1,667,272

Flextronics International Ltd.:

Tranche B A1, term loan 2.5344% 10/1/14 (f)

306,360

283,383

Tranche B-A, term loan 2.519% 10/1/14 (f)

1,238,928

1,146,009

Tranche B-B, term loan 2.5397% 10/1/12 (f)

650,025

614,274

Freescale Semiconductor, Inc. term loan 1.9963% 12/1/13 (f)

1,506,101

1,208,646

Kronos, Inc.:

Tranche 1LN, term loan 2.2825% 6/11/14 (f)

1,209,071

1,133,504

Tranche 2LN, term loan 6.0325% 6/11/15 (f)

1,250,000

1,081,250

 

8,156,443

Telecommunications - 0.2%

Intelsat Jackson Holdings Ltd. term loan 3.2456% 2/1/14 (f)

1,335,000

1,191,488

Textiles & Apparel - 0.2%

Hanesbrands, Inc. Tranche 2LN, term loan 3.9938% 3/5/14 (f)

120,000

116,100

Levi Strauss & Co. term loan 2.495% 4/4/14 (f)

1,900,000

1,738,500

 

1,854,600

TOTAL FLOATING RATE LOANS

(Cost $45,869,255)

46,903,698

Money Market Funds - 3.9%

Shares

 

Fidelity Cash Central Fund, 0.20% (g)
(Cost $30,394,165)

30,394,165

30,394,165

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $744,569,872)

782,915,834

NET OTHER ASSETS - (0.7)%

(5,178,789)

NET ASSETS - 100%

$ 777,737,045

Legend

(a) Non-income producing - Issuer is in default.

(b) Security 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.

(c) Security initially issued at one coupon which converts to a higher coupon at a specified 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 end of the period, the value of these securities amounted to $176,108,749 or 22.6% of net assets.

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

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

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

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 158,128

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Utilities

$ 983,710

$ -

$ 983,710

$ -

Corporate Bonds

704,634,261

-

704,634,261

-

Floating Rate Loans

46,903,698

-

46,903,698

-

Money Market Funds

30,394,165

30,394,165

-

-

Total Investments in Securities:

$ 782,915,834

$ 30,394,165

$ 752,521,669

$ -

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

United States of America

85.8%

Bermuda

5.2%

Canada

3.4%

Cayman Islands

1.0%

Liberia

1.0%

Others (individually less than 1%)

3.6%

 

100.0%

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $54,732,583 of which $17,580,650 and $37,151,933 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $714,175,707)

$ 752,521,669

 

Fidelity Central Funds (cost $30,394,165)

30,394,165

 

Total Investments (cost $744,569,872)

 

$ 782,915,834

Cash

920,859

Receivable for investments sold

3,803,631

Receivable for fund shares sold

1,143,700

Interest receivable

16,825,421

Distributions receivable from Fidelity Central Funds

6,207

Prepaid expenses

4,507

Other receivables

4,222

Total assets

805,624,381

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 21,897,675

Delayed delivery

1,920,000

Payable for fund shares redeemed

2,630,792

Distributions payable

664,539

Accrued management fee

364,600

Distribution fees payable

188,020

Other affiliated payables

151,429

Other payables and accrued expenses

70,281

Total liabilities

27,887,336

 

 

 

Net Assets

$ 777,737,045

Net Assets consist of:

 

Paid in capital

$ 786,623,927

Undistributed net investment income

7,747,507

Accumulated undistributed net realized gain (loss) on investments

(54,975,813)

Net unrealized appreciation (depreciation) on investments

38,341,424

Net Assets

$ 777,737,045

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 

October 31, 2009

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($282,936,275 ÷ 35,955,310 shares)

$ 7.87

 

 

 

Maximum offering price per share (100/96.00 of $7.87)

$ 8.20

Class T:
Net Asset Value
and redemption price per share ($111,600,897 ÷ 14,200,894 shares)

$ 7.86

 

 

 

Maximum offering price per share (100/96.00 of $7.86)

$ 8.19

Class B:
Net Asset Value
and offering price per share ($32,894,330 ÷ 4,189,012 shares)A

$ 7.85

 

 

 

Class C:
Net Asset Value
and offering price per share ($98,360,805 ÷ 12,524,655 shares)A

$ 7.85

 

 

 

Institutional Class:
Net Asset Value
offering price and redemption price per share ($251,944,738 ÷ 31,975,823 shares)

$ 7.88

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 140,131

Interest

 

55,281,237

Income from Fidelity Central Funds

 

158,128

Total income

 

55,579,496

 

 

 

Expenses

Management fee

$ 3,161,350

Transfer agent fees

1,209,398

Distribution fees

1,564,945

Accounting fees and expenses

218,826

Custodian fees and expenses

21,324

Independent trustees' compensation

3,744

Registration fees

159,514

Audit

72,548

Legal

6,908

Miscellaneous

7,819

Total expenses before reductions

6,426,376

Expense reductions

(168,782)

6,257,594

Net investment income

49,321,902

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

 

(37,947,386)

Change in net unrealized appreciation (depreciation) on:

Investment securities

 

160,152,496

Net gain (loss)

122,205,110

Net increase (decrease) in net assets resulting from operations

$ 171,527,012

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income

$ 49,321,902

$ 33,757,784

Net realized gain (loss)

(37,947,386)

(18,100,019)

Change in net unrealized appreciation (depreciation)

160,152,496

(117,712,813)

Net increase (decrease) in net assets resulting
from operations

171,527,012

(102,055,048)

Distributions to shareholders from net investment income

(43,012,938)

(32,372,651)

Distributions to shareholders from net realized gain

-

(3,076,324)

Total distributions

(43,012,938)

(35,448,975)

Share transactions - net increase (decrease)

320,669,955

(721,027)

Redemption fees

259,288

80,195

Total increase (decrease) in net assets

449,443,317

(138,144,855)

 

 

 

Net Assets

Beginning of period

328,293,728

466,438,583

End of period (including undistributed net investment income of $7,747,507 and undistributed net investment income of $2,453,595, respectively)

$ 777,737,045

$ 328,293,728

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.48

$ 9.13

$ 9.26

$ 9.15

$ 9.59

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .625

  .645

  .661

  .634

  .615

Net realized and unrealized gain (loss)

  1.318

  (2.616)

  (.078)

  .214

  (.288)

Total from investment operations

  1.943

  (1.971)

  .583

  .848

  .327

Distributions from net investment income

  (.556)

  (.621)

  (.664)

  (.613)

  (.629)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.556)

  (.681)

  (.714)

  (.748)

  (.769)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.87

$ 6.48

$ 9.13

$ 9.26

$ 9.15

Total Return A,B

  31.69%

  (23.03)%

  6.46%

  9.82%

  3.53%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.09%

  1.12%

  1.04%

  1.01%

  1.02%

Expenses net of fee waivers, if any

  1.09%

  1.10%

  1.04%

  1.00%

  1.00%

Expenses net of all reductions

  1.08%

  1.10%

  1.03%

  1.00%

  1.00%

Net investment income

  8.91%

  7.65%

  7.11%

  6.95%

  6.58%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 282,936

$ 89,571

$ 110,703

$ 130,666

$ 115,345

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.48

$ 9.12

$ 9.25

$ 9.14

$ 9.58

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .622

  .645

  .654

  .624

  .607

Net realized and unrealized gain (loss)

  1.310

  (2.606)

  (.077)

  .215

  (.289)

Total from investment operations

  1.932

  (1.961)

  .577

  .839

  .318

Distributions from net investment income

  (.555)

  (.621)

  (.658)

  (.604)

  (.620)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.555)

  (.681)

  (.708)

  (.739)

  (.760)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.86

$ 6.48

$ 9.12

$ 9.25

$ 9.14

Total Return A,B

  31.52%

  (22.94)%

  6.40%

  9.73%

  3.43%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.16%

  1.19%

  1.15%

  1.18%

  1.19%

Expenses net of fee waivers, if any

  1.10%

  1.10%

  1.10%

  1.10%

  1.10%

Expenses net of all reductions

  1.10%

  1.10%

  1.10%

  1.10%

  1.10%

Net investment income

  8.89%

  7.65%

  7.04%

  6.85%

  6.49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 111,601

$ 43,018

$ 57,798

$ 68,487

$ 69,091

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.47

$ 9.11

$ 9.25

$ 9.14

$ 9.57

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .571

  .593

  .593

  .565

  .546

Net realized and unrealized gain (loss)

  1.317

  (2.609)

  (.086)

  .215

  (.279)

Total from investment operations

  1.888

  (2.016)

  .507

  .780

  .267

Distributions from net investment income

  (.511)

  (.566)

  (.598)

  (.545)

  (.559)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.511)

  (.626)

  (.648)

  (.680)

  (.699)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.85

$ 6.47

$ 9.11

$ 9.25

$ 9.14

Total Return A,B

  30.73%

  (23.47)%

  5.61%

  9.03%

  2.87%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.81%

  1.82%

  1.79%

  1.81%

  1.81%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.75%

  1.75%

  1.75%

  1.75%

  1.75%

Net investment income

  8.25%

  7.00%

  6.39%

  6.20%

  5.84%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 32,894

$ 21,429

$ 41,049

$ 51,362

$ 64,804

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.47

$ 9.11

$ 9.25

$ 9.14

$ 9.57

Income from Investment Operations

 

 

 

 

 

Net investment income C

  .572

  .583

  .584

  .556

  .536

Net realized and unrealized gain (loss)

  1.309

  (2.608)

  (.085)

  .215

  (.278)

Total from investment operations

  1.881

  (2.025)

  .499

  .771

  .258

Distributions from net investment income

  (.504)

  (.557)

  (.590)

  (.536)

  (.550)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.504)

  (.617)

  (.640)

  (.671)

  (.690)

Redemption fees added to paid in capital C

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.85

$ 6.47

$ 9.11

$ 9.25

$ 9.14

Total Return A,B

  30.60%

  (23.54)%

  5.51%

  8.92%

  2.77%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.85%

  1.86%

  1.84%

  1.86%

  1.87%

Expenses net of fee waivers, if any

  1.85%

  1.85%

  1.84%

  1.85%

  1.85%

Expenses net of all reductions

  1.85%

  1.85%

  1.84%

  1.85%

  1.85%

Net investment income

  8.15%

  6.90%

  6.30%

  6.10%

  5.74%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 98,361

$ 30,619

$ 50,700

$ 52,796

$ 56,036

Portfolio turnover rate E

  54%

  62%

  69%

  72%

  115%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.49

$ 9.14

$ 9.27

$ 9.16

$ 9.60

Income from Investment Operations

 

 

 

 

 

Net investment income B

  .637

  .669

  .678

  .648

  .630

Net realized and unrealized gain (loss)

  1.323

  (2.619)

  (.078)

  .214

  (.289)

Total from investment operations

  1.960

  (1.950)

  .600

  .862

  .341

Distributions from net investment income

  (.573)

  (.642)

  (.681)

  (.627)

  (.643)

Distributions from net realized gain

  -

  (.060)

  (.050)

  (.135)

  (.140)

Total distributions

  (.573)

  (.702)

  (.731)

  (.762)

  (.783)

Redemption fees added to paid in capital B

  .003

  .002

  .001

  .010

  .002

Net asset value, end of period

$ 7.88

$ 6.49

$ 9.14

$ 9.27

$ 9.16

Total Return A

  31.95%

  (22.81)%

  6.65%

  9.98%

  3.68%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .90%

  .92%

  .90%

  .91%

  .91%

Expenses net of fee waivers, if any

  .85%

  .85%

  .85%

  .85%

  .85%

Expenses net of all reductions

  .85%

  .85%

  .85%

  .85%

  .85%

Net investment income

  9.15%

  7.90%

  7.29%

  7.10%

  6.73%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 251,945

$ 143,656

$ 206,188

$ 208,205

$ 200,804

Portfolio turnover rate D

  54%

  62%

  69%

  72%

  115%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Advisor High Income Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 21, 2009, have

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds and floating rate loans pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions. Actual prices received at disposition may differ.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

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.

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, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 62,416,614

Gross unrealized depreciation

(19,162,403)

Net unrealized appreciation (depreciation)

$ 43,254,211

Tax Cost

$ 739,661,623

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 2,596,027

Capital loss carryforward

$ (54,732,583)

Net unrealized appreciation (depreciation)

$ 43,254,211

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 43,012,938

$ 32,372,651

Long-term Capital Gains

-

3,076,324

Total

$ 43,012,938

$ 35,448,975

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

4. Operating Policies.

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.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $603,815,332 and $287,083,821, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .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

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 annual 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 Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 481,189

$ 27,231

Class T

-%

.25%

198,393

1,376

Class B

.65%

.25%

233,825

170,044

Class C

.75%

.25%

651,538

218,450

 

 

 

$ 1,564,945

$ 417,101

Sales Load. FDC receives a front-end sales charge of up to 4.00% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 69,623

Class T

23,364

Class B*

49,549

Class C*

16,948

 

$ 159,484

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 344,038

.18

Class T

201,042

.25

Class B

65,872

.25

Class C

124,681

.19

Institutional Class

473,765

.25

 

$ 1,209,398

 

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.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,596 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. 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, including commitment fees, are excluded from this reimbursement.

Annual Report

Notes to Financial Statements - continued

8. Expense Reductions - continued

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class T

1.10%

$ 46,894

Class B

1.75%

16,345

Institutional Class

.85%

104,193

 

 

$ 167,432

In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,350.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 14,826,870

$ 8,030,841

Class T

6,135,544

4,122,743

Class B

1,894,439

2,198,504

Class C

4,503,367

2,999,539

Institutional Class

15,652,718

15,021,024

Total

$ 43,012,938

$ 32,372,651

From net realized gain

 

 

Class A

$ -

$ 735,240

Class T

-

375,276

Class B

-

262,402

Class C

-

323,637

Institutional Class

-

1,379,769

Total

$ -

$ 3,076,324

Annual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

30,560,083

5,333,736

$ 204,385,489

$ 44,749,660

Reinvestment of distributions

1,768,218

831,902

12,459,517

6,937,182

Shares redeemed

(10,186,786)

(4,481,815)

(70,599,371)

(36,960,786)

Net increase (decrease)

22,141,515

1,683,823

$ 146,245,635

$ 14,726,056

Class T

 

 

 

 

Shares sold

10,322,686

2,195,690

$ 69,320,898

$ 18,489,876

Reinvestment of distributions

709,444

428,476

4,967,568

3,575,237

Shares redeemed

(3,473,620)

(2,321,887)

(24,238,299)

(18,922,162)

Net increase (decrease)

7,558,510

302,279

$ 50,050,167

$ 3,142,951

Class B

 

 

 

 

Shares sold

2,249,463

543,885

$ 15,307,774

$ 4,520,569

Reinvestment of distributions

178,901

178,263

1,237,038

1,498,212

Shares redeemed

(1,550,654)

(1,916,729)

(10,542,209)

(16,089,285)

Net increase (decrease)

877,710

(1,194,581)

$ 6,002,603

$ (10,070,504)

Class C

 

 

 

 

Shares sold

9,727,146

1,624,114

$ 65,826,181

$ 13,753,212

Reinvestment of distributions

438,112

258,988

3,085,477

2,173,136

Shares redeemed

(2,371,464)

(2,717,087)

(16,619,567)

(22,288,170)

Net increase (decrease)

7,793,794

(833,985)

$ 52,292,091

$ (6,361,822)

Institutional Class

 

 

 

 

Shares sold

16,964,074

7,592,637

$ 113,961,441

$ 63,995,035

Reinvestment of distributions

2,049,342

1,793,415

14,203,877

15,019,523

Shares redeemed

(9,166,153)

(9,825,313)

(62,085,859)

(81,172,266)

Net increase (decrease)

9,847,263

(439,261)

$ 66,079,459

$ (2,157,708)

11. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor High Income Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor High Income Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians, agent banks, and brokers; where replies were not received from brokers and agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor High Income Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 21, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-
present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-
present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-
present). Previously, Mr. Hogan served as a portfolio manager.

Thomas C. Hense (45)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-
present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc.
(2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of .16% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $33,422,052 of distributions paid during the period January 1, 2009 to October 31, 2009, as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor High Income Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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, 2008, the cumulative total returns of Institutional Class (Class I) and Class C of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class C show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity Advisor High Income Fund


fid445

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the second quartile for all the periods shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for all the periods shown. 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.

The Board reviewed the year-to-date performance of Class A through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. 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 25% means that 75% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Advisor High Income Fund


fid447

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 2008.

Annual Report

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 Class B ranked below its competitive median for 2008, the total expenses of each of Class A and Class T ranked equal to its competitive median for 2008, and the total expenses of each of Class C and Institutional Class ranked above its competitive median for 2008. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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.

Annual Report

The Board concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

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 Mellon

New York, NY

AHII-UANN-1209
1.784749.106

fid144

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor
Value Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Life of
class
A

Class A (incl. sales charge)

11.61%

-1.32%

0.65%

Class T (incl. sales charge)

13.96%

-1.10%

0.81%

Class B (incl. contingent deferred sales charge)B

12.43%

-1.26%

0.75%

Class C (incl. c ontingent deferred sales charge)C

16.60%

-0.89%

0.91%

A From December 23, 2003.

B Class B shares' contingent deferred sales charge included in the past one year, past five years, and life of class total return figures are 5%, 2%, and 1%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year, past five years, and life of class total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Class

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Value Fund - Class A on December 23, 2003, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the Russell Midcap® Value Index performed over the same period.


fid462

Annual Report

Management's Discussion of Fund Performance

Market Recap: Despite being caught in a downdraft early on, brought about primarily by the subprime mortgage crisis, near-frozen credit markets, sagging employment rates and dismal corporate earnings reports, U.S. equities bounced back sharply during the second half of the 12-month period ending October 31, 2009. The first months of the period saw numerous business failures as well as unprecedented government stimulus and continued historically low interest rates. In March, U.S. equities reached a bottom and, encouraged by the government's actions and improving economic indicators, investors rotated toward riskier assets, reversing the flight to quality seen earlier in the period. During the year, major domestic equity indexes reached devastating lows only to rally strongly and deliver positive returns by October 31. The Standard & Poor's 500SM Index - a gauge of the broad U.S. equity market - gained a solid 9.80%, while the blue-chip Dow Jones Industrial AverageSM increased 7.71% and the technology-laden Nasdaq Composite® Index rose 20.07%. Small-cap stocks turned in slightly more modest results, with the Russell 2000® Index advancing 6.46%. International equities also were direct beneficiaries as investors' appetite for risk returned. The MSCI® EAFE® Index (Europe, Australasia, Far East) - a measure of foreign developed markets - surged 27.88%, bolstered in part by a weaker dollar.

Comments from Richard Fentin, Portfolio Manager of Fidelity® Advisor Value Fund: During the year, the fund's Class A, Class T, Class B and Class C shares gained 18.41%, 18.09%, 17.43% and 17.60%, respectively (excluding sales charges), outpacing the Russell Midcap® Value Index, which returned 14.52%. Overweighting the consumer discretionary space - an area that decreased as a percentage of fund assets - was key to the fund's relative outperformance, including out-of-index stakes in auto-parts retailer AutoZone, boat and leisure products manufacturer Brunswick and automaker Ford Motor's convertible bonds. Unfortunately, not owning Ford's common stock, an index component, more than offset the gains from Ford's bonds, which were sold prior to period end. Other contributors in the space included regional casino operator Penn National Gaming and upscale home-goods retailer Williams-Sonoma. Elsewhere, overweighting technology along with good stock picks in industrials and materials were positives. The biggest drag on relative performance was from stock picking in the technology space, particularly in the hardware and equipment area. Overweighting NCR hurt when sales of the company's point-of-sale terminals and ATM machines were hit hard by the weak economy. Some picks in financials also hurt, especially early in the period, including an overweighting in regional bank Zions Bancorp and an out-of-index stake in Bank of America.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009
to October 31, 2009

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,235.50

$ 7.04

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,234.50

$ 8.45

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,231.00

$ 11.25

HypotheticalA

 

$ 1,000.00

$ 1,015.12

$ 10.16

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,231.30

$ 11.25

HypotheticalA

 

$ 1,000.00

$ 1,015.12

$ 10.16

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,236.50

$ 5.64

HypotheticalA

 

$ 1,000.00

$ 1,020.16

$ 5.09

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Capital One Financial Corp.

1.4

0.6

PNC Financial Services Group, Inc.

1.3

0.7

JPMorgan Chase & Co.

1.3

1.1

The Stanley Works

1.2

1.2

Avnet, Inc.

1.2

1.4

Whirlpool Corp.

1.1

0.8

Wells Fargo & Co.

1.1

0.6

Arrow Electronics, Inc.

1.1

1.3

Avon Products, Inc.

1.0

0.7

Agilent Technologies, Inc.

1.0

0.9

 

11.7

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.3

17.2

Industrials

14.8

13.1

Consumer Discretionary

14.2

24.6

Information Technology

12.9

18.1

Energy

9.9

6.7

Asset Allocation (% of fund's net assets)

As of October 31, 2009*

As of April 30, 2009**

fid103

Stocks and Investment
Companies 98.3%

 

fid103

Stocks and Investment Companies 96.9%

 

fid115

Convertible
Securities 0.6%

 

fid115

Convertible
Securities 2.7%

 

fid127

Short-Term
Investments and
Net Other Assets 1.1%

 

fid127

Short-Term
Investments and
Net Other Assets 0.4%

 

* Foreign investments

12.3%

 

** Foreign investments

11.8%

 

fid470

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 98.3%

Shares

Value

CONSUMER DISCRETIONARY - 14.2%

Auto Components - 1.8%

Autoliv, Inc.

2,600

$ 87,308

BorgWarner, Inc.

1,500

45,480

Johnson Controls, Inc.

18,872

451,418

The Goodyear Tire & Rubber Co. (a)

57,200

736,736

TRW Automotive Holdings Corp. (a)

6,100

95,465

 

1,416,407

Automobiles - 1.1%

Bayerische Motoren Werke AG (BMW)

2,840

139,147

Fiat SpA (a)

6,879

102,848

Harley-Davidson, Inc.

7,149

178,153

Thor Industries, Inc.

5,300

138,966

Winnebago Industries, Inc. (c)

26,991

310,397

 

869,511

Diversified Consumer Services - 0.1%

Regis Corp.

4,544

73,795

Hotels, Restaurants & Leisure - 3.1%

Ameristar Casinos, Inc.

3,300

48,576

Aristocrat Leisure Ltd.

3

12

Brinker International, Inc.

23,730

299,947

Burger King Holdings, Inc.

15,132

259,665

Carnival Corp. unit

14,700

428,064

Darden Restaurants, Inc.

5,600

169,736

NH Hoteles SA (a)

1,100

5,771

Penn National Gaming, Inc. (a)

7,808

196,215

Starwood Hotels & Resorts Worldwide, Inc.

9,564

277,930

Vail Resorts, Inc. (a)(c)

4,600

158,424

WMS Industries, Inc. (a)

7,130

285,057

Wyndham Worldwide Corp.

23,800

405,790

 

2,535,187

Household Durables - 3.8%

Black & Decker Corp.

14,805

699,092

Ethan Allen Interiors, Inc.

26,800

333,928

Harman International Industries, Inc.

4,400

165,484

KB Home

6,600

93,588

La-Z-Boy, Inc. (c)

11,300

80,230

Leggett & Platt, Inc.

28,600

552,838

Pulte Homes, Inc.

29,640

267,056

Whirlpool Corp.

12,100

866,239

 

3,058,455

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Leisure Equipment & Products - 0.6%

Brunswick Corp.

29,970

$ 284,116

Eastman Kodak Co. (c)

49,320

184,950

 

469,066

Media - 1.2%

Discovery Communications, Inc. Class C (a)

5,886

141,382

DISH Network Corp. Class A (a)

10,500

182,700

Interpublic Group of Companies, Inc. (a)

14,225

85,635

Live Nation, Inc. (a)

11,862

79,001

McGraw-Hill Companies, Inc.

5,244

150,922

United Business Media Ltd.

10,000

75,950

Virgin Media, Inc.

13,500

188,595

WPP PLC

10,338

92,679

 

996,864

Multiline Retail - 0.4%

Macy's, Inc.

14,000

245,980

Nordstrom, Inc.

2,500

79,450

 

325,430

Specialty Retail - 1.9%

AnnTaylor Stores Corp. (a)

9,383

121,698

AutoZone, Inc. (a)

300

40,593

bebe Stores, Inc.

1,100

6,886

Best Buy Co., Inc.

1,900

72,542

Collective Brands, Inc. (a)

4,000

74,200

Limited Brands, Inc.

6,481

114,066

OfficeMax, Inc.

42,015

480,231

PetSmart, Inc.

3,524

82,920

RadioShack Corp.

3,300

55,737

Sherwin-Williams Co.

900

51,336

The Children's Place Retail Stores, Inc. (a)

2,600

81,770

Williams-Sonoma, Inc.

17,104

321,213

 

1,503,192

Textiles, Apparel & Luxury Goods - 0.2%

Iconix Brand Group, Inc. (a)

6,630

77,306

Liz Claiborne, Inc. (c)

12,104

69,477

 

146,783

TOTAL CONSUMER DISCRETIONARY

11,394,690

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - 4.8%

Beverages - 0.6%

Anheuser-Busch InBev SA NV

4,617

$ 217,447

Carlsberg AS:

Series A

1,925

140,822

Series B

1,750

123,522

 

481,791

Food & Staples Retailing - 1.1%

Safeway, Inc.

11,800

263,494

SUPERVALU, Inc.

16,200

257,094

Sysco Corp.

8,700

230,115

Winn-Dixie Stores, Inc. (a)

8,657

96,006

 

846,709

Food Products - 1.8%

Bunge Ltd.

8,012

457,165

Corn Products International, Inc.

9,594

270,359

Marine Harvest ASA (a)

235,000

171,137

Ralcorp Holdings, Inc. (a)

2,314

124,262

Smithfield Foods, Inc. (a)(c)

12,600

168,084

Tyson Foods, Inc. Class A

19,795

247,833

 

1,438,840

Household Products - 0.2%

Energizer Holdings, Inc. (a)

2,398

145,966

Personal Products - 1.0%

Avon Products, Inc.

25,830

827,852

Tobacco - 0.1%

Lorillard, Inc.

900

69,948

TOTAL CONSUMER STAPLES

3,811,106

ENERGY - 9.9%

Energy Equipment & Services - 4.0%

BJ Services Co.

21,913

420,730

ENSCO International, Inc.

5,600

256,424

Exterran Holdings, Inc. (a)

2,500

51,075

Helmerich & Payne, Inc.

10,029

381,303

Nabors Industries Ltd. (a)

16,460

342,862

National Oilwell Varco, Inc. (a)

11,433

468,639

Patterson-UTI Energy, Inc.

29,000

451,820

Pride International, Inc. (a)

3,889

114,959

Seahawk Drilling, Inc. (a)

1,100

29,700

Common Stocks - continued

Shares

Value

ENERGY - continued

Energy Equipment & Services - continued

Smith International, Inc.

9,203

$ 255,199

Weatherford International Ltd. (a)

23,774

416,758

 

3,189,469

Oil, Gas & Consumable Fuels - 5.9%

Arch Coal, Inc.

6,000

129,960

Brigham Exploration Co. (a)

1,100

10,450

Cabot Oil & Gas Corp.

10,900

419,323

Canadian Natural Resources Ltd.

4,100

265,874

Chesapeake Energy Corp.

9,900

242,550

Compton Petroleum Corp. (a)

20,000

20,317

EOG Resources, Inc.

6,300

514,458

EXCO Resources, Inc.

15,200

237,424

Frontier Oil Corp.

3,300

45,738

Holly Corp.

1,200

34,812

Iteration Energy Ltd. (a)

20,000

21,056

Marathon Oil Corp.

15,456

494,128

Painted Pony Petroleum Ltd. (a)(d)

800

4,344

Painted Pony Petroleum Ltd. Class A (a)

500

2,706

Petrohawk Energy Corp. (a)

16,000

376,320

Plains Exploration & Production Co. (a)

3,300

87,450

Range Resources Corp.

7,712

385,986

SandRidge Energy, Inc. (a)

7,800

79,794

Southwestern Energy Co. (a)

10,200

444,516

Suncor Energy, Inc.

12,200

404,695

Sunoco, Inc.

1,629

50,173

Ultra Petroleum Corp. (a)

9,200

446,660

 

4,718,734

TOTAL ENERGY

7,908,203

FINANCIALS - 24.0%

Capital Markets - 1.7%

Ameriprise Financial, Inc.

5,494

190,477

Bank of New York Mellon Corp.

13,317

355,031

Invesco Ltd.

7,200

152,280

Morgan Stanley

7,770

249,572

Och-Ziff Capital Management Group LLC Class A

7,672

93,061

TD Ameritrade Holding Corp. (a)

17,752

342,614

 

1,383,035

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Commercial Banks - 7.3%

Associated Banc-Corp.

10,391

$ 133,109

Banco Santander (Brasil) SA ADR (a)

3,200

37,952

BB&T Corp.

2,000

47,820

Boston Private Financial Holdings, Inc.

11,505

68,455

CapitalSource, Inc.

37,153

132,265

Comerica, Inc.

17,300

480,075

Fifth Third Bancorp

47,200

421,968

Huntington Bancshares, Inc.

89,444

340,782

KeyCorp

77,220

416,216

Marshall & Ilsley Corp.

32,100

170,772

Mitsubishi UFJ Financial Group, Inc.

14,400

76,704

PNC Financial Services Group, Inc.

21,800

1,066,892

Regions Financial Corp.

22,100

106,964

SunTrust Banks, Inc.

2,200

42,042

SVB Financial Group (a)

1,592

65,670

TCF Financial Corp. (c)

14,800

175,084

U.S. Bancorp, Delaware

25,000

580,500

Umpqua Holdings Corp.

11,600

114,956

Wells Fargo & Co.

31,242

859,780

Wilmington Trust Corp., Delaware (c)

16,180

194,969

Zions Bancorp (c)

24,258

343,493

 

5,876,468

Consumer Finance - 2.4%

American Express Co.

12,023

418,881

Capital One Financial Corp.

30,101

1,101,689

Discover Financial Services

28,553

403,739

 

1,924,309

Diversified Financial Services - 2.5%

Bank of America Corp.

48,178

702,435

JPMorgan Chase & Co.

24,714

1,032,304

Moody's Corp. (c)

10,300

243,904

 

1,978,643

Insurance - 4.2%

Aon Corp.

2,200

84,722

Arthur J. Gallagher & Co.

6,348

141,624

Everest Re Group Ltd.

4,388

383,906

Lincoln National Corp.

24,200

576,686

Loews Corp.

14,760

488,556

Marsh & McLennan Companies, Inc.

26,569

623,309

MBIA, Inc. (a)(c)

11,100

45,066

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

MetLife, Inc.

3,600

$ 122,508

PartnerRe Ltd.

4,700

359,456

Unum Group

12,467

248,717

Validus Holdings Ltd.

3,900

98,670

Willis Group Holdings Ltd.

4,000

108,000

XL Capital Ltd. Class A

4,394

72,106

 

3,353,326

Real Estate Investment Trusts - 4.7%

Alexandria Real Estate Equities, Inc. (c)

5,600

303,352

Camden Property Trust (SBI)

6,400

232,000

CBL & Associates Properties, Inc.

7,100

57,936

Corporate Office Properties Trust (SBI)

4,512

149,753

Digital Realty Trust, Inc.

2,400

108,312

Duke Realty LP

16,100

180,964

Essex Property Trust, Inc.

1,500

112,770

Highwoods Properties, Inc. (SBI)

3,630

99,898

Mack-Cali Realty Corp.

3,735

115,598

ProLogis Trust

37,926

429,702

Public Storage

2,300

169,280

Regency Centers Corp.

5,445

182,680

Segro PLC

7,700

44,626

Simon Property Group, Inc.

2,820

191,450

SL Green Realty Corp.

5,300

205,428

The Macerich Co. (c)

8,424

251,035

U-Store-It Trust

2,100

11,970

Ventas, Inc.

9,200

369,196

Vornado Realty Trust

9,979

594,349

 

3,810,299

Real Estate Management & Development - 0.8%

Allgreen Properties Ltd.

21,000

16,948

Avatar Holdings, Inc. (a)

1,000

16,300

Brookfield Properties Corp.

16,700

173,501

CB Richard Ellis Group, Inc. Class A (a)

41,589

430,446

The St. Joe Co. (a)

400

9,576

 

646,771

Thrifts & Mortgage Finance - 0.4%

New York Community Bancorp, Inc. (c)

26,600

287,014

TOTAL FINANCIALS

19,259,865

Common Stocks - continued

Shares

Value

HEALTH CARE - 3.8%

Biotechnology - 0.3%

Biogen Idec, Inc. (a)

1,700

$ 71,621

Clinical Data, Inc. (a)

3,500

55,230

Dendreon Corp. (a)(c)

1,800

45,486

Genzyme Corp. (a)

400

20,240

GTx, Inc. (a)

2,237

20,088

OREXIGEN Therapeutics, Inc. (a)

4,900

31,654

 

244,319

Health Care Equipment & Supplies - 0.8%

C. R. Bard, Inc.

300

22,521

Cooper Companies, Inc.

6,785

190,048

Covidien PLC

3,300

138,996

ev3, Inc. (a)

9,893

116,540

Hospira, Inc. (a)

800

35,712

Orthofix International NV (a)

2,879

92,128

Stryker Corp.

400

18,400

 

614,345

Health Care Providers & Services - 2.2%

Brookdale Senior Living, Inc.

12,730

214,373

CIGNA Corp.

6,900

192,096

Henry Schein, Inc. (a)

6,946

366,957

Humana, Inc. (a)

5,800

217,964

McKesson Corp.

4,900

287,777

Quest Diagnostics, Inc.

400

22,372

Universal Health Services, Inc. Class B

5,740

319,431

VCA Antech, Inc. (a)

6,569

156,474

 

1,777,444

Pharmaceuticals - 0.5%

Cadence Pharmaceuticals, Inc. (a)

5,341

48,229

King Pharmaceuticals, Inc. (a)

22,900

231,977

Teva Pharmaceutical Industries Ltd. sponsored ADR

1,244

62,797

ViroPharma, Inc. (a)

6,600

49,764

 

392,767

TOTAL HEALTH CARE

3,028,875

INDUSTRIALS - 14.7%

Aerospace & Defense - 0.9%

Heico Corp. Class A

7,082

218,551

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Aerospace & Defense - continued

Precision Castparts Corp.

4,300

$ 410,779

Raytheon Co.

1,800

81,504

 

710,834

Air Freight & Logistics - 0.4%

United Parcel Service, Inc. Class B

6,400

343,552

Airlines - 0.2%

Delta Air Lines, Inc. (a)

22,100

157,794

Hawaiian Holdings, Inc. (a)

3,295

23,362

 

181,156

Building Products - 1.6%

Armstrong World Industries, Inc. (a)

1,099

40,938

Masco Corp.

50,770

596,548

Owens Corning (a)

28,640

633,230

 

1,270,716

Commercial Services & Supplies - 2.4%

ACCO Brands Corp. (a)

28,293

171,456

Clean Harbors, Inc. (a)

5,142

290,266

Consolidated Graphics, Inc. (a)

7,598

152,416

R.R. Donnelley & Sons Co.

23,649

474,872

Republic Services, Inc.

26,573

688,506

The Brink's Co.

7,700

182,721

 

1,960,237

Construction & Engineering - 0.2%

Dycom Industries, Inc. (a)

15,230

150,472

Electrical Equipment - 0.9%

Acuity Brands, Inc.

5,400

170,964

Baldor Electric Co.

2,400

62,040

Cooper Industries PLC Class A

3,224

124,737

Regal-Beloit Corp.

2,447

114,715

Renewable Energy Corp. AS (a)(c)

4,400

26,418

SunPower Corp. Class B (a)

6,326

137,021

Zumtobel AG (a)

5,004

86,744

 

722,639

Industrial Conglomerates - 0.3%

Carlisle Companies, Inc.

8,270

256,701

Machinery - 3.9%

AGCO Corp. (a)

1,700

47,787

Albany International Corp. Class A

8,939

148,924

Crane Co.

2,400

66,840

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - continued

Cummins, Inc.

11,034

$ 475,124

Deere & Co.

4,300

195,865

Eaton Corp.

4,550

275,048

Ingersoll-Rand Co. Ltd.

7,000

221,130

Kennametal, Inc.

8,500

200,260

Navistar International Corp. (a)

7,400

245,236

Oshkosh Co.

2,950

92,217

Pentair, Inc.

5,781

168,227

Robbins & Myers, Inc.

700

16,240

The Stanley Works

21,260

961,590

 

3,114,488

Professional Services - 1.1%

Equifax, Inc.

1,000

27,380

Experian PLC

16,400

150,514

IHS, Inc. Class A (a)

3,750

194,100

Manpower, Inc.

5,620

266,444

Monster Worldwide, Inc. (a)

16,340

237,257

 

875,695

Road & Rail - 2.3%

Avis Budget Group, Inc. (a)

4,900

41,160

Canadian National Railway Co.

6,310

304,763

Con-way, Inc.

11,850

390,932

CSX Corp.

8,100

341,658

Ryder System, Inc.

12,312

499,252

Union Pacific Corp.

5,500

303,270

 

1,881,035

Trading Companies & Distributors - 0.3%

W.W. Grainger, Inc.

2,200

206,206

Transportation Infrastructure - 0.2%

Macquarie Infrastructure Co. LLC

16,048

129,507

TOTAL INDUSTRIALS

11,803,238

INFORMATION TECHNOLOGY - 12.8%

Communications Equipment - 0.6%

Motorola, Inc.

58,350

500,060

Computers & Peripherals - 0.9%

NCR Corp. (a)

42,700

433,405

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - continued

Seagate Technology

13,700

$ 191,115

Western Digital Corp. (a)

3,300

111,144

 

735,664

Electronic Equipment & Components - 5.5%

Agilent Technologies, Inc.

32,400

801,576

Arrow Electronics, Inc. (a)

33,582

850,968

Avnet, Inc. (a)

37,456

928,160

Corning, Inc.

18,600

271,746

Flextronics International Ltd. (a)

91,870

595,318

Itron, Inc. (a)

3,387

203,355

Keyence Corp.

400

79,414

Tyco Electronics Ltd.

31,712

673,880

 

4,404,417

Internet Software & Services - 0.5%

VeriSign, Inc. (a)

13,180

300,636

Yahoo!, Inc. (a)

7,500

119,250

 

419,886

IT Services - 0.9%

Accenture PLC Class A

7,850

291,078

Fiserv, Inc. (a)

800

36,696

Hewitt Associates, Inc. Class A (a)

3,131

111,213

The Western Union Co.

3,777

68,628

Visa, Inc. Class A

3,136

237,583

 

745,198

Office Electronics - 1.0%

Xerox Corp.

99,870

751,022

Semiconductors & Semiconductor Equipment - 3.1%

Applied Materials, Inc.

30,200

368,440

ASML Holding NV (NY Shares)

17,855

481,014

Fairchild Semiconductor International, Inc. (a)

68,454

512,036

KLA-Tencor Corp.

3,400

110,534

Lam Research Corp. (a)

2,700

91,044

Maxim Integrated Products, Inc.

6,500

108,355

Micron Technology, Inc. (a)

41,363

280,855

MKS Instruments, Inc. (a)

6,682

104,506

National Semiconductor Corp.

19,900

257,506

Standard Microsystems Corp. (a)

9,253

178,213

 

2,492,503

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - 0.3%

BMC Software, Inc. (a)

2,700

$ 100,332

Nintendo Co. Ltd.

400

100,335

Software AG (Bearer)

400

35,647

 

236,314

TOTAL INFORMATION TECHNOLOGY

10,285,064

MATERIALS - 7.1%

Chemicals - 2.4%

Albemarle Corp.

18,123

572,324

Ashland, Inc.

2,300

79,442

Cabot Corp.

2,755

60,417

Calgon Carbon Corp. (a)

11,425

180,972

Celanese Corp. Class A

6,700

183,915

Cytec Industries, Inc.

2,660

88,232

FMC Corp.

5,100

260,610

Solutia, Inc. (a)

18,040

198,440

W.R. Grace & Co. (a)

12,100

264,869

 

1,889,221

Construction Materials - 0.8%

HeidelbergCement AG

4,468

267,795

Texas Industries, Inc. (c)

3,000

99,870

Vulcan Materials Co. (c)

6,763

311,301

 

678,966

Containers & Packaging - 1.6%

Ball Corp.

6,510

321,138

Owens-Illinois, Inc. (a)

21,315

679,522

Packaging Corp. of America

6,700

122,476

Rexam PLC

26,509

120,557

 

1,243,693

Metals & Mining - 1.8%

Agnico-Eagle Mines Ltd. (Canada)

1,100

58,512

Alcoa, Inc.

14,070

174,749

Barrick Gold Corp.

4,500

161,906

Commercial Metals Co.

6,100

90,524

Eldorado Gold Corp. (a)

6,900

76,847

Goldcorp, Inc.

1,600

58,778

Lihir Gold Ltd.

43,985

120,266

Newcrest Mining Ltd.

7,453

214,163

Common Stocks - continued

Shares

Value

MATERIALS - continued

Metals & Mining - continued

Newmont Mining Corp.

4,800

$ 208,608

Randgold Resources Ltd. sponsored ADR

3,600

240,156

 

1,404,509

Paper & Forest Products - 0.5%

Weyerhaeuser Co.

11,755

427,177

TOTAL MATERIALS

5,643,566

TELECOMMUNICATION SERVICES - 0.5%

Diversified Telecommunication Services - 0.2%

CenturyTel, Inc.

160

5,194

Iliad Group SA

329

35,681

Qwest Communications International, Inc. (c)

42,900

154,011

 

194,886

Wireless Telecommunication Services - 0.3%

Sprint Nextel Corp. (a)

75,000

222,000

TOTAL TELECOMMUNICATION SERVICES

416,886

UTILITIES - 6.5%

Electric Utilities - 3.5%

Allegheny Energy, Inc.

17,155

391,477

American Electric Power Co., Inc.

16,722

505,339

Entergy Corp.

8,770

672,834

Exelon Corp.

2,950

138,532

FirstEnergy Corp.

15,100

653,528

Pinnacle West Capital Corp.

14,300

447,876

 

2,809,586

Gas Utilities - 0.2%

Energen Corp.

3,000

131,640

Independent Power Producers & Energy Traders - 1.3%

AES Corp.

38,230

499,666

Calpine Corp. (a)

6,592

74,094

Constellation Energy Group, Inc.

8,300

256,636

Dynegy, Inc. Class A (a)

13,300

26,600

NRG Energy, Inc. (a)

10,000

229,900

 

1,086,896

Common Stocks - continued

Shares

Value

UTILITIES - continued

Multi-Utilities - 1.5%

PG&E Corp.

11,900

$ 486,591

Sempra Energy

13,973

718,911

 

1,205,502

TOTAL UTILITIES

5,233,624

TOTAL COMMON STOCKS

(Cost $96,563,182)

78,785,117

Convertible Preferred Stocks - 0.1%

 

 

 

 

FINANCIALS - 0.1%

Capital Markets - 0.1%

Legg Mason, Inc. 7.00%

(Cost $150,000)

3,000

103,620

Convertible Bonds - 0.5%

 

Principal Amount

 

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Gaylord Entertainment Co. 3.75% 10/1/14 (d)

$ 20,000

17,363

FINANCIALS - 0.2%

Real Estate Investment Trusts - 0.1%

Digital Realty Trust LP 5.5% 4/15/29 (d)

50,000

61,235

Thrifts & Mortgage Finance - 0.1%

MGIC Investment Corp. 9% 4/1/63 (a)(d)

172,000

72,068

TOTAL FINANCIALS

133,303

INDUSTRIALS - 0.1%

Electrical Equipment - 0.0%

SunPower Corp. 4.75% 4/15/14

40,000

46,228

Industrial Conglomerates - 0.1%

Textron, Inc. 4.5% 5/1/13

30,000

46,563

TOTAL INDUSTRIALS

92,791

Convertible Bonds - continued

 

Principal Amount

Value

INFORMATION TECHNOLOGY - 0.1%

Semiconductors & Semiconductor Equipment - 0.1%

Micron Technology, Inc. 4.25% 10/15/13

$ 30,000

$ 45,563

MATERIALS - 0.1%

Metals & Mining - 0.1%

Newmont Mining Corp. 3% 2/15/12

40,000

47,988

United States Steel Corp. 4% 5/15/14

50,000

66,188

 

114,176

TOTAL CONVERTIBLE BONDS

(Cost $306,751)

403,196

Money Market Funds - 5.3%

Shares

 

Fidelity Cash Central Fund, 0.20% (e)

1,023,611

1,023,611

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)

3,216,349

3,216,349

TOTAL MONEY MARKET FUNDS

(Cost $4,239,960)

4,239,960

TOTAL INVESTMENT PORTFOLIO - 104.2%

(Cost $101,259,893)

83,531,893

NET OTHER ASSETS - (4.2)%

(3,399,146)

NET ASSETS - 100%

$ 80,132,747

Legend

(a) Non-income producing

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

(c) Security or a portion of the security is on loan 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 end of the period, the value of these securities amounted to $155,010 or 0.2% of net assets.

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

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 3,469

Fidelity Securities Lending Cash Central Fund

53,059

Total

$ 56,528

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 11,394,690

$ 11,301,999

$ 92,691

$ -

Consumer Staples

3,811,106

3,811,106

-

-

Energy

7,908,203

7,903,859

4,344

-

Financials

19,363,485

19,166,213

197,272

-

Health Care

3,028,875

3,028,875

-

-

Industrials

11,803,238

11,803,238

-

-

Information Technology

10,285,064

10,105,315

179,749

-

Materials

5,643,566

5,309,137

334,429

-

Telecommunication Services

416,886

416,886

-

-

Utilities

5,233,624

5,233,624

-

-

Corporate Bonds

403,196

-

403,196

-

Money Market Funds

4,239,960

4,239,960

-

-

Total Investments in Securities:

$ 83,531,893

$ 82,320,212

$ 1,211,681

$ -

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

United States of America

87.7%

Canada

2.5%

Bermuda

1.9%

Switzerland

1.3%

Ireland

1.1%

Others (individually less than 1%)

5.5%

 

100.0%

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $38,770,775 of which $5,235,611 and $33,535,164 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $3,003,498) -
See accompanying schedule:

Unaffiliated issuers (cost $97,019,933)

$ 79,291,933

 

Fidelity Central Funds (cost $4,239,960)

4,239,960

 

Total Investments (cost $101,259,893)

 

$ 83,531,893

Foreign currency held at value (cost $359)

357

Receivable for investments sold

313,119

Receivable for fund shares sold

42,510

Dividends receivable

41,754

Interest receivable

2,213

Distributions receivable from Fidelity Central Funds

1,057

Prepaid expenses

503

Other receivables

755

Total assets

83,934,161

 

 

 

Liabilities

Payable for investments purchased

$ 280,736

Payable for fund shares redeemed

156,468

Accrued management fee

36,282

Distribution fees payable

31,098

Other affiliated payables

26,966

Other payables and accrued expenses

53,515

Collateral on securities loaned, at value

3,216,349

Total liabilities

3,801,414

 

 

 

Net Assets

$ 80,132,747

Net Assets consist of:

 

Paid in capital

$ 137,333,882

Undistributed net investment income

113,513

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

(39,586,615)

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

(17,728,033)

Net Assets

$ 80,132,747

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($40,403,920 ÷ 4,119,405 shares)

$ 9.81

 

 

 

Maximum offering price per share (100/94.25 of $9.81)

$ 10.41

Class T:
Net Asset Value
and redemption price per share ($19,978,381 ÷ 2,051,775 shares)

$ 9.74

 

 

 

Maximum offering price per share (100/96.50 of $9.74)

$ 10.09

Class B:
Net Asset Value
and offering price per share ($4,827,908 ÷ 505,862 shares)A

$ 9.54

 

 

 

Class C:
Net Asset Value
and offering price per share ($9,692,426 ÷ 1,017,532 shares)A

$ 9.53

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($5,230,112 ÷ 529,307 shares)

$ 9.88

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 1,404,317

Interest

 

26,409

Income from Fidelity Central Funds

 

56,528

Total income

 

1,487,254

 

 

 

Expenses

Management fee
Basic fee

$ 417,604

Performance adjustment

(20,643)

Transfer agent fees

237,064

Distribution fees

312,757

Accounting and security lending fees

29,703

Custodian fees and expenses

47,378

Independent trustees' compensation

547

Registration fees

62,540

Audit

51,411

Legal

716

Miscellaneous

1,185

Total expenses before reductions

1,140,262

Expense reductions

(88,938)

1,051,324

Net investment income (loss)

435,930

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(33,593,940)

Foreign currency transactions

4,254

Total net realized gain (loss)

 

(33,589,686)

Change in net unrealized appreciation (depreciation) on:

Investment securities

41,027,296

Assets and liabilities in foreign currencies

314

Total change in net unrealized appreciation (depreciation)

 

41,027,610

Net gain (loss)

7,437,924

Net increase (decrease) in net assets resulting from operations

$ 7,873,854

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 435,930

$ 734,528

Net realized gain (loss)

(33,589,686)

(5,911,477)

Change in net unrealized appreciation (depreciation)

41,027,610

(80,878,614)

Net increase (decrease) in net assets resulting
from operations

7,873,854

(86,055,563)

Distributions to shareholders from net investment income

(401,567)

-

Distributions to shareholders from net realized gain

-

(11,178,467)

Total distributions

(401,567)

(11,178,467)

Share transactions - net increase (decrease)

(18,715,333)

(6,964,049)

Total increase (decrease) in net assets

(11,243,046)

(104,198,079)

 

 

 

Net Assets

Beginning of period

91,375,793

195,573,872

End of period (including undistributed net investment income of $113,513 and undistributed net investment income of $520,308, respectively)

$ 80,132,747

$ 91,375,793

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.33

$ 16.55

$ 14.77

$ 12.72

$ 11.10

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .06

  .08

  .03

  .03

  .01

Net realized and unrealized gain (loss)

  1.46

  (7.33)

  2.18

  2.25

  1.64

Total from investment operations

  1.52

  (7.25)

  2.21

  2.28

  1.65

Distributions from net investment income

  (.04)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.97)

  (.43)

  (.23)

  (.03)

Total distributions

  (.04)

  (.97)

  (.43)

  (.23)

  (.03)

Net asset value, end of period

$ 9.81

$ 8.33

$ 16.55

$ 14.77

$ 12.72

Total Return A, B

  18.41%

  (46.38)%

  15.28%

  18.11%

  14.84%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.36%

  1.34%

  1.25%

  1.35%

  1.62%

Expenses net of fee waivers,
if any

  1.25%

  1.25%

  1.25%

  1.25%

  1.27%

Expenses net of all reductions

  1.25%

  1.25%

  1.24%

  1.24%

  1.26%

Net investment income (loss)

  .76%

  .65%

  .22%

  .24%

  .04%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 40,404

$ 39,288

$ 75,384

$ 47,960

$ 15,657

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.29

$ 16.47

$ 14.70

$ 12.67

$ 11.08

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .04

  .05

  - G

  - G

  (.03)

Net realized and unrealized gain (loss)

  1.45

  (7.30)

  2.16

  2.23

  1.64

Total from investment operations

  1.49

  (7.25)

  2.16

  2.23

  1.61

Distributions from net investment income

  (.04)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.93)

  (.39)

  (.20)

  (.02)

Total distributions

  (.04)

  (.93)

  (.39)

  (.20)

  (.02)

Net asset value, end of period

$ 9.74

$ 8.29

$ 16.47

$ 14.70

$ 12.67

Total Return A, B

  18.09%

  (46.50)%

  15.01%

  17.78%

  14.54%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.62%

  1.59%

  1.49%

  1.59%

  1.86%

Expenses net of fee waivers,
if any

  1.50%

  1.50%

  1.49%

  1.50%

  1.53%

Expenses net of all reductions

  1.50%

  1.50%

  1.49%

  1.49%

  1.52%

Net investment income (loss)

  .51%

  .40%

  (.03)%

  (.01)%

  (.21)%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 19,978

$ 22,523

$ 53,229

$ 43,716

$ 22,938

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.16

$ 16.30

$ 14.57

$ 12.57

$ 11.03

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  - G

  (.01)

  (.08)

  (.07)

  (.09)

Net realized and unrealized gain (loss)

  1.41

  (7.20)

  2.14

  2.22

  1.64

Total from investment operations

  1.41

  (7.21)

  2.06

  2.15

  1.55

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.93)

  (.33)

  (.15)

  (.01)

Total distributions

  (.03)

  (.93)

  (.33)

  (.15)

  (.01)

Net asset value, end of period

$ 9.54

$ 8.16

$ 16.30

$ 14.57

$ 12.57

Total Return A, B

  17.43%

  (46.75)%

  14.39%

  17.21%

  14.01%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.12%

  2.10%

  2.03%

  2.15%

  2.44%

Expenses net of fee waivers,
if any

  2.00%

  2.00%

  2.00%

  2.00%

  2.04%

Expenses net of all reductions

  2.00%

  2.00%

  2.00%

  1.99%

  2.02%

Net investment income (loss)

  .01%

  (.10)%

  (.54)%

  (.51)%

  (.72)%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 4,828

$ 5,919

$ 15,565

$ 14,625

$ 12,084

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 16.27

$ 14.55

$ 12.57

$ 11.03

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  - G

  (.01)

  (.08)

  (.07)

  (.09)

Net realized and unrealized gain (loss)

  1.42

  (7.19)

  2.13

  2.22

  1.63

Total from investment operations

  1.42

  (7.20)

  2.05

  2.15

  1.54

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.93)

  (.33)

  (.17)

  -

Total distributions

  (.03)

  (.93)

  (.33)

  (.17)

  -

Net asset value, end of period

$ 9.53

$ 8.14

$ 16.27

$ 14.55

$ 12.57

Total Return A, B

  17.60%

  (46.78)%

  14.37%

  17.22%

  13.96%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.11%

  2.09%

  2.02%

  2.13%

  2.42%

Expenses net of fee waivers,
if any

  2.00%

  2.00%

  2.00%

  2.00%

  2.03%

Expenses net of all reductions

  2.00%

  2.00%

  2.00%

  1.99%

  2.02%

Net investment income (loss)

  .01%

  (.10)%

  (.54)%

  (.51)%

  (.71)%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 9,692

$ 10,418

$ 25,733

$ 19,093

$ 9,007

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.37

$ 16.65

$ 14.85

$ 12.79

$ 11.13

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .08

  .12

  .08

  .07

  .03

Net realized and unrealized gain (loss)

  1.47

  (7.38)

  2.18

  2.25

  1.66

Total from investment operations

  1.55

  (7.26)

  2.26

  2.32

  1.69

Distributions from net investment income

  (.04)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (1.02)

  (.46)

  (.26)

  (.03)

Total distributions

  (.04)

  (1.02)

  (.46)

  (.26)

  (.03)

Net asset value, end of period

$ 9.88

$ 8.37

$ 16.65

$ 14.85

$ 12.79

Total Return A

  18.74%

  (46.27)%

  15.61%

  18.32%

  15.16%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.16%

  1.09%

  .95%

  1.00%

  1.32%

Expenses net of fee waivers,
if any

  1.00%

  1.00%

  .95%

  1.00%

  1.05%

Expenses net of all reductions

  1.00%

  1.00%

  .95%

  .99%

  1.03%

Net investment income (loss)

  1.01%

  .90%

  .51%

  .49%

  .27%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 5,230

$ 13,229

$ 25,663

$ 6,140

$ 2,148

Portfolio turnover rate D

  58%

  49%

  43%

  35%

  25%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Advisor Value Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 17, 2009 have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

3. Significant Accounting Policies - continued

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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

Notes to Financial Statements - continued

3. 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 substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from 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, partnerships, market discount, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 7,712,901

Gross unrealized depreciation

(26,291,531)

Net unrealized appreciation (depreciation)

$ (18,578,630)

 

 

Tax Cost

$ 102,110,523

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 148,303

Capital loss carryforward

$ (38,770,775)

Net unrealized appreciation (depreciation)

$ (18,578,663)

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 401,567

$ 314,047

Long-term Capital Gains

-

10,864,420

Total

$ 401,567

$ 11,178,467

Annual Report

4. Operating Policies.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $43,097,606 and $62,227,245, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to an appropriate benchmark index. The Fund's performance period began

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

on July 1, 2008 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment took effect in June 2009. For the period, the total annual management fee rate, including the performance adjustment, was .54% 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 Distribution and Service Plans for each class of shares, except for the Institutional Class. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 88,330

$ 1,259

Class T

.25%

.25%

91,644

248

Class B

.75%

.25%

46,138

34,754

Class C

.75%

.25%

86,645

6,923

 

 

 

$ 312,757

$ 43,184

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,529

Class T

3,747

Class B*

16,192

Class C*

2,094

 

$ 28,562

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 113,476

.32

Class T

59,777

.33

Class B

14,828

.32

Class C

27,823

.32

Institutional Class

21,160

.30

 

$ 237,064

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,470 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $400 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

Notes to Financial Statements - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $53,059.

9. 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, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.25%

$ 38,953

Class T

1.50%

22,314

Class B

2.00%

5,568

Class C

2.00%

9,694

Institutional Class

1.00%

10,809

 

 

$ 87,338

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 $1,600 for the period.

Annual Report

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 183,353

$ -

Class T

94,149

-

Class B

21,637

-

Class C

38,058

-

Institutional Class

64,370

-

Total

$ 401,567

$ -

From net realized gain

 

 

Class A

$ -

$ 4,356,510

Class T

-

2,907,666

Class B

-

872,761

Class C

-

1,452,724

Institutional Class

-

1,588,806

Total

$ -

$ 11,178,467

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

1,395,336

1,938,322

$ 11,224,821

$ 25,081,877

Reinvestment of distributions

24,355

278,824

172,677

4,132,165

Shares redeemed

(2,017,298)

(2,055,820)

(15,702,100)

(25,953,328)

Net increase (decrease)

(597,607)

161,326

$ (4,304,602)

$ 3,260,714

Class T

 

 

 

 

Shares sold

777,416

406,480

$ 6,292,773

$ 5,205,173

Reinvestment of distributions

12,952

189,698

91,314

2,801,832

Shares redeemed

(1,456,823)

(1,110,546)

(10,836,897)

(14,265,802)

Net increase (decrease)

(666,455)

(514,368)

$ (4,452,810)

$ (6,258,797)

Class B

 

 

 

 

Shares sold

81,099

199,948

$ 627,773

$ 2,416,028

Reinvestment of distributions

2,853

52,366

19,798

765,061

Shares redeemed

(303,758)

(481,445)

(2,217,010)

(6,047,926)

Net increase (decrease)

(219,806)

(229,131)

$ (1,569,439)

$ (2,866,837)

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class C

 

 

 

 

Shares sold

351,278

244,999

$ 2,823,183

$ 3,130,670

Reinvestment of distributions

4,891

88,900

33,894

1,296,157

Shares redeemed

(618,264)

(635,791)

(4,563,797)

(8,055,365)

Net increase (decrease)

(262,095)

(301,892)

$ (1,706,720)

$ (3,628,538)

Institutional Class

 

 

 

 

Shares sold

241,804

926,870

$ 1,801,225

$ 12,034,051

Reinvestment of distributions

6,706

93,037

47,816

1,382,526

Shares redeemed

(1,299,236)

(981,521)

(8,530,803)

(10,887,168)

Net increase (decrease)

(1,050,726)

38,386

$ (6,681,762)

$ 2,529,409

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Value Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Value Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Bruce T. Herring (44)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor Value Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income.

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/07/09

12/04/09

$0.033

$0.005

 

 

 

 

 

Class T

12/07/09

12/04/09

$0.008

$0.005

 

 

 

 

 

Class B

12/07/09

12/04/09

$0.000

$0.000

 

 

 

 

 

Class C

12/07/09

12/04/09

$0.000

$0.000

Class A designates 74%; Class T designates 80%; and Class B designates 93%; and Class C designates 93%; of the dividends distributed in December, 2008, respectively during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A, T, B and C designate 100% of the dividends distributed in December, 2008, respectively during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Advisor Value Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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, 2008, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Advisor Value Fund

fid472

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the fourth quartile for all the periods shown. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. 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. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Class A through May 31, 2009 and stated that it exceeded the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "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 11% means that 89% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Advisor Value Fund

fid474

Annual Report

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 2008.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance adjustment took effect on June 1, 2009, after the periods shown in the chart above.

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 Class A and Class B ranked below its competitive median for 2008 and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2008. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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 concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

FAV-UANN-1209
1.809012.105

fid144

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor
Value Fund - Institutional Class

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

 

 

 

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

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Life of
class
A

Institutional Class

18.74%

0.10%

1.93%

A From December 23, 2003.

$10,000 Over Life of Class

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Value Fund - Institutional Class on December 23, 2003, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Russell Midcap® Value Index performed over the same period.


fid489

Annual Report

Management's Discussion of Fund Performance

Market Recap: Despite being caught in a downdraft early on, brought about primarily by the subprime mortgage crisis, near-frozen credit markets, sagging employment rates and dismal corporate earnings reports, U.S. equities bounced back sharply during the second half of the 12-month period ending October 31, 2009. The first months of the period saw numerous business failures as well as unprecedented government stimulus and continued historically low interest rates. In March, U.S. equities reached a bottom and, encouraged by the government's actions and improving economic indicators, investors rotated toward riskier assets, reversing the flight to quality seen earlier in the period. During the year, major domestic equity indexes reached devastating lows only to rally strongly and deliver positive returns by October 31. The Standard & Poor's 500SM Index - a gauge of the broad U.S. equity market - gained a solid 9.80%, while the blue-chip Dow Jones Industrial AverageSM increased 7.71% and the technology-laden Nasdaq Composite® Index rose 20.07%. Small-cap stocks turned in slightly more modest results, with the Russell 2000® Index advancing 6.46%. International equities also were direct beneficiaries as investors' appetite for risk returned. The MSCI® EAFE® Index (Europe, Australasia, Far East) - a measure of foreign developed markets - surged 27.88%, bolstered in part by a weaker dollar.

Comments from Richard Fentin, Portfolio Manager of Fidelity® Advisor Value Fund: During the year, the fund's Institutional Class shares gained 18.74%, outpacing the Russell Midcap® Value Index, which returned 14.52%. Overweighting the consumer discretionary space - an area that decreased as a percentage of fund assets - was key to the fund's relative outperformance, including out-of-index stakes in auto-parts retailer AutoZone, boat and leisure products manufacturer Brunswick and automaker Ford Motor's convertible bonds. Unfortunately, not owning Ford's common stock, an index component, more than offset the gains from Ford's bonds, which were sold prior to period end. Other contributors in the space included regional casino operator Penn National Gaming and upscale home-goods retailer Williams-Sonoma. Elsewhere, overweighting technology along with good stock picks in industrials and materials were positives. The biggest drag on relative performance was from stock picking in the technology space, particularly in the hardware and equipment area. Overweighting NCR hurt when sales of the company's point-of-sale terminals and ATM machines were hit hard by the weak economy. Some picks in financials also hurt, especially early in the period, including an overweight in regional bank Zions Bancorp and an out-of-index stake in Bank of America.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, 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 (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Annual Report

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009
to October 31, 2009

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,235.50

$ 7.04

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,234.50

$ 8.45

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,231.00

$ 11.25

HypotheticalA

 

$ 1,000.00

$ 1,015.12

$ 10.16

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,231.30

$ 11.25

HypotheticalA

 

$ 1,000.00

$ 1,015.12

$ 10.16

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,236.50

$ 5.64

HypotheticalA

 

$ 1,000.00

$ 1,020.16

$ 5.09

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Capital One Financial Corp.

1.4

0.6

PNC Financial Services Group, Inc.

1.3

0.7

JPMorgan Chase & Co.

1.3

1.1

The Stanley Works

1.2

1.2

Avnet, Inc.

1.2

1.4

Whirlpool Corp.

1.1

0.8

Wells Fargo & Co.

1.1

0.6

Arrow Electronics, Inc.

1.1

1.3

Avon Products, Inc.

1.0

0.7

Agilent Technologies, Inc.

1.0

0.9

 

11.7

Top Five Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.3

17.2

Industrials

14.8

13.1

Consumer Discretionary

14.2

24.6

Information Technology

12.9

18.1

Energy

9.9

6.7

Asset Allocation (% of fund's net assets)

As of October 31, 2009*

As of April 30, 2009**

fid103

Stocks and Investment
Companies 98.3%

 

fid103

Stocks and Investment Companies 96.9%

 

fid115

Convertible
Securities 0.6%

 

fid115

Convertible
Securities 2.7%

 

fid127

Short-Term
Investments and
Net Other Assets 1.1%

 

fid127

Short-Term
Investments and
Net Other Assets 0.4%

 

* Foreign investments

12.3%

 

** Foreign investments

11.8%

 

fid497

Annual Report

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 98.3%

Shares

Value

CONSUMER DISCRETIONARY - 14.2%

Auto Components - 1.8%

Autoliv, Inc.

2,600

$ 87,308

BorgWarner, Inc.

1,500

45,480

Johnson Controls, Inc.

18,872

451,418

The Goodyear Tire & Rubber Co. (a)

57,200

736,736

TRW Automotive Holdings Corp. (a)

6,100

95,465

 

1,416,407

Automobiles - 1.1%

Bayerische Motoren Werke AG (BMW)

2,840

139,147

Fiat SpA (a)

6,879

102,848

Harley-Davidson, Inc.

7,149

178,153

Thor Industries, Inc.

5,300

138,966

Winnebago Industries, Inc. (c)

26,991

310,397

 

869,511

Diversified Consumer Services - 0.1%

Regis Corp.

4,544

73,795

Hotels, Restaurants & Leisure - 3.1%

Ameristar Casinos, Inc.

3,300

48,576

Aristocrat Leisure Ltd.

3

12

Brinker International, Inc.

23,730

299,947

Burger King Holdings, Inc.

15,132

259,665

Carnival Corp. unit

14,700

428,064

Darden Restaurants, Inc.

5,600

169,736

NH Hoteles SA (a)

1,100

5,771

Penn National Gaming, Inc. (a)

7,808

196,215

Starwood Hotels & Resorts Worldwide, Inc.

9,564

277,930

Vail Resorts, Inc. (a)(c)

4,600

158,424

WMS Industries, Inc. (a)

7,130

285,057

Wyndham Worldwide Corp.

23,800

405,790

 

2,535,187

Household Durables - 3.8%

Black & Decker Corp.

14,805

699,092

Ethan Allen Interiors, Inc.

26,800

333,928

Harman International Industries, Inc.

4,400

165,484

KB Home

6,600

93,588

La-Z-Boy, Inc. (c)

11,300

80,230

Leggett & Platt, Inc.

28,600

552,838

Pulte Homes, Inc.

29,640

267,056

Whirlpool Corp.

12,100

866,239

 

3,058,455

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Leisure Equipment & Products - 0.6%

Brunswick Corp.

29,970

$ 284,116

Eastman Kodak Co. (c)

49,320

184,950

 

469,066

Media - 1.2%

Discovery Communications, Inc. Class C (a)

5,886

141,382

DISH Network Corp. Class A (a)

10,500

182,700

Interpublic Group of Companies, Inc. (a)

14,225

85,635

Live Nation, Inc. (a)

11,862

79,001

McGraw-Hill Companies, Inc.

5,244

150,922

United Business Media Ltd.

10,000

75,950

Virgin Media, Inc.

13,500

188,595

WPP PLC

10,338

92,679

 

996,864

Multiline Retail - 0.4%

Macy's, Inc.

14,000

245,980

Nordstrom, Inc.

2,500

79,450

 

325,430

Specialty Retail - 1.9%

AnnTaylor Stores Corp. (a)

9,383

121,698

AutoZone, Inc. (a)

300

40,593

bebe Stores, Inc.

1,100

6,886

Best Buy Co., Inc.

1,900

72,542

Collective Brands, Inc. (a)

4,000

74,200

Limited Brands, Inc.

6,481

114,066

OfficeMax, Inc.

42,015

480,231

PetSmart, Inc.

3,524

82,920

RadioShack Corp.

3,300

55,737

Sherwin-Williams Co.

900

51,336

The Children's Place Retail Stores, Inc. (a)

2,600

81,770

Williams-Sonoma, Inc.

17,104

321,213

 

1,503,192

Textiles, Apparel & Luxury Goods - 0.2%

Iconix Brand Group, Inc. (a)

6,630

77,306

Liz Claiborne, Inc. (c)

12,104

69,477

 

146,783

TOTAL CONSUMER DISCRETIONARY

11,394,690

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - 4.8%

Beverages - 0.6%

Anheuser-Busch InBev SA NV

4,617

$ 217,447

Carlsberg AS:

Series A

1,925

140,822

Series B

1,750

123,522

 

481,791

Food & Staples Retailing - 1.1%

Safeway, Inc.

11,800

263,494

SUPERVALU, Inc.

16,200

257,094

Sysco Corp.

8,700

230,115

Winn-Dixie Stores, Inc. (a)

8,657

96,006

 

846,709

Food Products - 1.8%

Bunge Ltd.

8,012

457,165

Corn Products International, Inc.

9,594

270,359

Marine Harvest ASA (a)

235,000

171,137

Ralcorp Holdings, Inc. (a)

2,314

124,262

Smithfield Foods, Inc. (a)(c)

12,600

168,084

Tyson Foods, Inc. Class A

19,795

247,833

 

1,438,840

Household Products - 0.2%

Energizer Holdings, Inc. (a)

2,398

145,966

Personal Products - 1.0%

Avon Products, Inc.

25,830

827,852

Tobacco - 0.1%

Lorillard, Inc.

900

69,948

TOTAL CONSUMER STAPLES

3,811,106

ENERGY - 9.9%

Energy Equipment & Services - 4.0%

BJ Services Co.

21,913

420,730

ENSCO International, Inc.

5,600

256,424

Exterran Holdings, Inc. (a)

2,500

51,075

Helmerich & Payne, Inc.

10,029

381,303

Nabors Industries Ltd. (a)

16,460

342,862

National Oilwell Varco, Inc. (a)

11,433

468,639

Patterson-UTI Energy, Inc.

29,000

451,820

Pride International, Inc. (a)

3,889

114,959

Seahawk Drilling, Inc. (a)

1,100

29,700

Common Stocks - continued

Shares

Value

ENERGY - continued

Energy Equipment & Services - continued

Smith International, Inc.

9,203

$ 255,199

Weatherford International Ltd. (a)

23,774

416,758

 

3,189,469

Oil, Gas & Consumable Fuels - 5.9%

Arch Coal, Inc.

6,000

129,960

Brigham Exploration Co. (a)

1,100

10,450

Cabot Oil & Gas Corp.

10,900

419,323

Canadian Natural Resources Ltd.

4,100

265,874

Chesapeake Energy Corp.

9,900

242,550

Compton Petroleum Corp. (a)

20,000

20,317

EOG Resources, Inc.

6,300

514,458

EXCO Resources, Inc.

15,200

237,424

Frontier Oil Corp.

3,300

45,738

Holly Corp.

1,200

34,812

Iteration Energy Ltd. (a)

20,000

21,056

Marathon Oil Corp.

15,456

494,128

Painted Pony Petroleum Ltd. (a)(d)

800

4,344

Painted Pony Petroleum Ltd. Class A (a)

500

2,706

Petrohawk Energy Corp. (a)

16,000

376,320

Plains Exploration & Production Co. (a)

3,300

87,450

Range Resources Corp.

7,712

385,986

SandRidge Energy, Inc. (a)

7,800

79,794

Southwestern Energy Co. (a)

10,200

444,516

Suncor Energy, Inc.

12,200

404,695

Sunoco, Inc.

1,629

50,173

Ultra Petroleum Corp. (a)

9,200

446,660

 

4,718,734

TOTAL ENERGY

7,908,203

FINANCIALS - 24.0%

Capital Markets - 1.7%

Ameriprise Financial, Inc.

5,494

190,477

Bank of New York Mellon Corp.

13,317

355,031

Invesco Ltd.

7,200

152,280

Morgan Stanley

7,770

249,572

Och-Ziff Capital Management Group LLC Class A

7,672

93,061

TD Ameritrade Holding Corp. (a)

17,752

342,614

 

1,383,035

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Commercial Banks - 7.3%

Associated Banc-Corp.

10,391

$ 133,109

Banco Santander (Brasil) SA ADR (a)

3,200

37,952

BB&T Corp.

2,000

47,820

Boston Private Financial Holdings, Inc.

11,505

68,455

CapitalSource, Inc.

37,153

132,265

Comerica, Inc.

17,300

480,075

Fifth Third Bancorp

47,200

421,968

Huntington Bancshares, Inc.

89,444

340,782

KeyCorp

77,220

416,216

Marshall & Ilsley Corp.

32,100

170,772

Mitsubishi UFJ Financial Group, Inc.

14,400

76,704

PNC Financial Services Group, Inc.

21,800

1,066,892

Regions Financial Corp.

22,100

106,964

SunTrust Banks, Inc.

2,200

42,042

SVB Financial Group (a)

1,592

65,670

TCF Financial Corp. (c)

14,800

175,084

U.S. Bancorp, Delaware

25,000

580,500

Umpqua Holdings Corp.

11,600

114,956

Wells Fargo & Co.

31,242

859,780

Wilmington Trust Corp., Delaware (c)

16,180

194,969

Zions Bancorp (c)

24,258

343,493

 

5,876,468

Consumer Finance - 2.4%

American Express Co.

12,023

418,881

Capital One Financial Corp.

30,101

1,101,689

Discover Financial Services

28,553

403,739

 

1,924,309

Diversified Financial Services - 2.5%

Bank of America Corp.

48,178

702,435

JPMorgan Chase & Co.

24,714

1,032,304

Moody's Corp. (c)

10,300

243,904

 

1,978,643

Insurance - 4.2%

Aon Corp.

2,200

84,722

Arthur J. Gallagher & Co.

6,348

141,624

Everest Re Group Ltd.

4,388

383,906

Lincoln National Corp.

24,200

576,686

Loews Corp.

14,760

488,556

Marsh & McLennan Companies, Inc.

26,569

623,309

MBIA, Inc. (a)(c)

11,100

45,066

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

MetLife, Inc.

3,600

$ 122,508

PartnerRe Ltd.

4,700

359,456

Unum Group

12,467

248,717

Validus Holdings Ltd.

3,900

98,670

Willis Group Holdings Ltd.

4,000

108,000

XL Capital Ltd. Class A

4,394

72,106

 

3,353,326

Real Estate Investment Trusts - 4.7%

Alexandria Real Estate Equities, Inc. (c)

5,600

303,352

Camden Property Trust (SBI)

6,400

232,000

CBL & Associates Properties, Inc.

7,100

57,936

Corporate Office Properties Trust (SBI)

4,512

149,753

Digital Realty Trust, Inc.

2,400

108,312

Duke Realty LP

16,100

180,964

Essex Property Trust, Inc.

1,500

112,770

Highwoods Properties, Inc. (SBI)

3,630

99,898

Mack-Cali Realty Corp.

3,735

115,598

ProLogis Trust

37,926

429,702

Public Storage

2,300

169,280

Regency Centers Corp.

5,445

182,680

Segro PLC

7,700

44,626

Simon Property Group, Inc.

2,820

191,450

SL Green Realty Corp.

5,300

205,428

The Macerich Co. (c)

8,424

251,035

U-Store-It Trust

2,100

11,970

Ventas, Inc.

9,200

369,196

Vornado Realty Trust

9,979

594,349

 

3,810,299

Real Estate Management & Development - 0.8%

Allgreen Properties Ltd.

21,000

16,948

Avatar Holdings, Inc. (a)

1,000

16,300

Brookfield Properties Corp.

16,700

173,501

CB Richard Ellis Group, Inc. Class A (a)

41,589

430,446

The St. Joe Co. (a)

400

9,576

 

646,771

Thrifts & Mortgage Finance - 0.4%

New York Community Bancorp, Inc. (c)

26,600

287,014

TOTAL FINANCIALS

19,259,865

Common Stocks - continued

Shares

Value

HEALTH CARE - 3.8%

Biotechnology - 0.3%

Biogen Idec, Inc. (a)

1,700

$ 71,621

Clinical Data, Inc. (a)

3,500

55,230

Dendreon Corp. (a)(c)

1,800

45,486

Genzyme Corp. (a)

400

20,240

GTx, Inc. (a)

2,237

20,088

OREXIGEN Therapeutics, Inc. (a)

4,900

31,654

 

244,319

Health Care Equipment & Supplies - 0.8%

C. R. Bard, Inc.

300

22,521

Cooper Companies, Inc.

6,785

190,048

Covidien PLC

3,300

138,996

ev3, Inc. (a)

9,893

116,540

Hospira, Inc. (a)

800

35,712

Orthofix International NV (a)

2,879

92,128

Stryker Corp.

400

18,400

 

614,345

Health Care Providers & Services - 2.2%

Brookdale Senior Living, Inc.

12,730

214,373

CIGNA Corp.

6,900

192,096

Henry Schein, Inc. (a)

6,946

366,957

Humana, Inc. (a)

5,800

217,964

McKesson Corp.

4,900

287,777

Quest Diagnostics, Inc.

400

22,372

Universal Health Services, Inc. Class B

5,740

319,431

VCA Antech, Inc. (a)

6,569

156,474

 

1,777,444

Pharmaceuticals - 0.5%

Cadence Pharmaceuticals, Inc. (a)

5,341

48,229

King Pharmaceuticals, Inc. (a)

22,900

231,977

Teva Pharmaceutical Industries Ltd. sponsored ADR

1,244

62,797

ViroPharma, Inc. (a)

6,600

49,764

 

392,767

TOTAL HEALTH CARE

3,028,875

INDUSTRIALS - 14.7%

Aerospace & Defense - 0.9%

Heico Corp. Class A

7,082

218,551

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Aerospace & Defense - continued

Precision Castparts Corp.

4,300

$ 410,779

Raytheon Co.

1,800

81,504

 

710,834

Air Freight & Logistics - 0.4%

United Parcel Service, Inc. Class B

6,400

343,552

Airlines - 0.2%

Delta Air Lines, Inc. (a)

22,100

157,794

Hawaiian Holdings, Inc. (a)

3,295

23,362

 

181,156

Building Products - 1.6%

Armstrong World Industries, Inc. (a)

1,099

40,938

Masco Corp.

50,770

596,548

Owens Corning (a)

28,640

633,230

 

1,270,716

Commercial Services & Supplies - 2.4%

ACCO Brands Corp. (a)

28,293

171,456

Clean Harbors, Inc. (a)

5,142

290,266

Consolidated Graphics, Inc. (a)

7,598

152,416

R.R. Donnelley & Sons Co.

23,649

474,872

Republic Services, Inc.

26,573

688,506

The Brink's Co.

7,700

182,721

 

1,960,237

Construction & Engineering - 0.2%

Dycom Industries, Inc. (a)

15,230

150,472

Electrical Equipment - 0.9%

Acuity Brands, Inc.

5,400

170,964

Baldor Electric Co.

2,400

62,040

Cooper Industries PLC Class A

3,224

124,737

Regal-Beloit Corp.

2,447

114,715

Renewable Energy Corp. AS (a)(c)

4,400

26,418

SunPower Corp. Class B (a)

6,326

137,021

Zumtobel AG (a)

5,004

86,744

 

722,639

Industrial Conglomerates - 0.3%

Carlisle Companies, Inc.

8,270

256,701

Machinery - 3.9%

AGCO Corp. (a)

1,700

47,787

Albany International Corp. Class A

8,939

148,924

Crane Co.

2,400

66,840

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - continued

Cummins, Inc.

11,034

$ 475,124

Deere & Co.

4,300

195,865

Eaton Corp.

4,550

275,048

Ingersoll-Rand Co. Ltd.

7,000

221,130

Kennametal, Inc.

8,500

200,260

Navistar International Corp. (a)

7,400

245,236

Oshkosh Co.

2,950

92,217

Pentair, Inc.

5,781

168,227

Robbins & Myers, Inc.

700

16,240

The Stanley Works

21,260

961,590

 

3,114,488

Professional Services - 1.1%

Equifax, Inc.

1,000

27,380

Experian PLC

16,400

150,514

IHS, Inc. Class A (a)

3,750

194,100

Manpower, Inc.

5,620

266,444

Monster Worldwide, Inc. (a)

16,340

237,257

 

875,695

Road & Rail - 2.3%

Avis Budget Group, Inc. (a)

4,900

41,160

Canadian National Railway Co.

6,310

304,763

Con-way, Inc.

11,850

390,932

CSX Corp.

8,100

341,658

Ryder System, Inc.

12,312

499,252

Union Pacific Corp.

5,500

303,270

 

1,881,035

Trading Companies & Distributors - 0.3%

W.W. Grainger, Inc.

2,200

206,206

Transportation Infrastructure - 0.2%

Macquarie Infrastructure Co. LLC

16,048

129,507

TOTAL INDUSTRIALS

11,803,238

INFORMATION TECHNOLOGY - 12.8%

Communications Equipment - 0.6%

Motorola, Inc.

58,350

500,060

Computers & Peripherals - 0.9%

NCR Corp. (a)

42,700

433,405

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - continued

Seagate Technology

13,700

$ 191,115

Western Digital Corp. (a)

3,300

111,144

 

735,664

Electronic Equipment & Components - 5.5%

Agilent Technologies, Inc.

32,400

801,576

Arrow Electronics, Inc. (a)

33,582

850,968

Avnet, Inc. (a)

37,456

928,160

Corning, Inc.

18,600

271,746

Flextronics International Ltd. (a)

91,870

595,318

Itron, Inc. (a)

3,387

203,355

Keyence Corp.

400

79,414

Tyco Electronics Ltd.

31,712

673,880

 

4,404,417

Internet Software & Services - 0.5%

VeriSign, Inc. (a)

13,180

300,636

Yahoo!, Inc. (a)

7,500

119,250

 

419,886

IT Services - 0.9%

Accenture PLC Class A

7,850

291,078

Fiserv, Inc. (a)

800

36,696

Hewitt Associates, Inc. Class A (a)

3,131

111,213

The Western Union Co.

3,777

68,628

Visa, Inc. Class A

3,136

237,583

 

745,198

Office Electronics - 1.0%

Xerox Corp.

99,870

751,022

Semiconductors & Semiconductor Equipment - 3.1%

Applied Materials, Inc.

30,200

368,440

ASML Holding NV (NY Shares)

17,855

481,014

Fairchild Semiconductor International, Inc. (a)

68,454

512,036

KLA-Tencor Corp.

3,400

110,534

Lam Research Corp. (a)

2,700

91,044

Maxim Integrated Products, Inc.

6,500

108,355

Micron Technology, Inc. (a)

41,363

280,855

MKS Instruments, Inc. (a)

6,682

104,506

National Semiconductor Corp.

19,900

257,506

Standard Microsystems Corp. (a)

9,253

178,213

 

2,492,503

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - 0.3%

BMC Software, Inc. (a)

2,700

$ 100,332

Nintendo Co. Ltd.

400

100,335

Software AG (Bearer)

400

35,647

 

236,314

TOTAL INFORMATION TECHNOLOGY

10,285,064

MATERIALS - 7.1%

Chemicals - 2.4%

Albemarle Corp.

18,123

572,324

Ashland, Inc.

2,300

79,442

Cabot Corp.

2,755

60,417

Calgon Carbon Corp. (a)

11,425

180,972

Celanese Corp. Class A

6,700

183,915

Cytec Industries, Inc.

2,660

88,232

FMC Corp.

5,100

260,610

Solutia, Inc. (a)

18,040

198,440

W.R. Grace & Co. (a)

12,100

264,869

 

1,889,221

Construction Materials - 0.8%

HeidelbergCement AG

4,468

267,795

Texas Industries, Inc. (c)

3,000

99,870

Vulcan Materials Co. (c)

6,763

311,301

 

678,966

Containers & Packaging - 1.6%

Ball Corp.

6,510

321,138

Owens-Illinois, Inc. (a)

21,315

679,522

Packaging Corp. of America

6,700

122,476

Rexam PLC

26,509

120,557

 

1,243,693

Metals & Mining - 1.8%

Agnico-Eagle Mines Ltd. (Canada)

1,100

58,512

Alcoa, Inc.

14,070

174,749

Barrick Gold Corp.

4,500

161,906

Commercial Metals Co.

6,100

90,524

Eldorado Gold Corp. (a)

6,900

76,847

Goldcorp, Inc.

1,600

58,778

Lihir Gold Ltd.

43,985

120,266

Newcrest Mining Ltd.

7,453

214,163

Common Stocks - continued

Shares

Value

MATERIALS - continued

Metals & Mining - continued

Newmont Mining Corp.

4,800

$ 208,608

Randgold Resources Ltd. sponsored ADR

3,600

240,156

 

1,404,509

Paper & Forest Products - 0.5%

Weyerhaeuser Co.

11,755

427,177

TOTAL MATERIALS

5,643,566

TELECOMMUNICATION SERVICES - 0.5%

Diversified Telecommunication Services - 0.2%

CenturyTel, Inc.

160

5,194

Iliad Group SA

329

35,681

Qwest Communications International, Inc. (c)

42,900

154,011

 

194,886

Wireless Telecommunication Services - 0.3%

Sprint Nextel Corp. (a)

75,000

222,000

TOTAL TELECOMMUNICATION SERVICES

416,886

UTILITIES - 6.5%

Electric Utilities - 3.5%

Allegheny Energy, Inc.

17,155

391,477

American Electric Power Co., Inc.

16,722

505,339

Entergy Corp.

8,770

672,834

Exelon Corp.

2,950

138,532

FirstEnergy Corp.

15,100

653,528

Pinnacle West Capital Corp.

14,300

447,876

 

2,809,586

Gas Utilities - 0.2%

Energen Corp.

3,000

131,640

Independent Power Producers & Energy Traders - 1.3%

AES Corp.

38,230

499,666

Calpine Corp. (a)

6,592

74,094

Constellation Energy Group, Inc.

8,300

256,636

Dynegy, Inc. Class A (a)

13,300

26,600

NRG Energy, Inc. (a)

10,000

229,900

 

1,086,896

Common Stocks - continued

Shares

Value

UTILITIES - continued

Multi-Utilities - 1.5%

PG&E Corp.

11,900

$ 486,591

Sempra Energy

13,973

718,911

 

1,205,502

TOTAL UTILITIES

5,233,624

TOTAL COMMON STOCKS

(Cost $96,563,182)

78,785,117

Convertible Preferred Stocks - 0.1%

 

 

 

 

FINANCIALS - 0.1%

Capital Markets - 0.1%

Legg Mason, Inc. 7.00%

(Cost $150,000)

3,000

103,620

Convertible Bonds - 0.5%

 

Principal Amount

 

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Gaylord Entertainment Co. 3.75% 10/1/14 (d)

$ 20,000

17,363

FINANCIALS - 0.2%

Real Estate Investment Trusts - 0.1%

Digital Realty Trust LP 5.5% 4/15/29 (d)

50,000

61,235

Thrifts & Mortgage Finance - 0.1%

MGIC Investment Corp. 9% 4/1/63 (a)(d)

172,000

72,068

TOTAL FINANCIALS

133,303

INDUSTRIALS - 0.1%

Electrical Equipment - 0.0%

SunPower Corp. 4.75% 4/15/14

40,000

46,228

Industrial Conglomerates - 0.1%

Textron, Inc. 4.5% 5/1/13

30,000

46,563

TOTAL INDUSTRIALS

92,791

Convertible Bonds - continued

 

Principal Amount

Value

INFORMATION TECHNOLOGY - 0.1%

Semiconductors & Semiconductor Equipment - 0.1%

Micron Technology, Inc. 4.25% 10/15/13

$ 30,000

$ 45,563

MATERIALS - 0.1%

Metals & Mining - 0.1%

Newmont Mining Corp. 3% 2/15/12

40,000

47,988

United States Steel Corp. 4% 5/15/14

50,000

66,188

 

114,176

TOTAL CONVERTIBLE BONDS

(Cost $306,751)

403,196

Money Market Funds - 5.3%

Shares

 

Fidelity Cash Central Fund, 0.20% (e)

1,023,611

1,023,611

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)

3,216,349

3,216,349

TOTAL MONEY MARKET FUNDS

(Cost $4,239,960)

4,239,960

TOTAL INVESTMENT PORTFOLIO - 104.2%

(Cost $101,259,893)

83,531,893

NET OTHER ASSETS - (4.2)%

(3,399,146)

NET ASSETS - 100%

$ 80,132,747

Legend

(a) Non-income producing

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

(c) Security or a portion of the security is on loan 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 end of the period, the value of these securities amounted to $155,010 or 0.2% of net assets.

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

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 3,469

Fidelity Securities Lending Cash Central Fund

53,059

Total

$ 56,528

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 11,394,690

$ 11,301,999

$ 92,691

$ -

Consumer Staples

3,811,106

3,811,106

-

-

Energy

7,908,203

7,903,859

4,344

-

Financials

19,363,485

19,166,213

197,272

-

Health Care

3,028,875

3,028,875

-

-

Industrials

11,803,238

11,803,238

-

-

Information Technology

10,285,064

10,105,315

179,749

-

Materials

5,643,566

5,309,137

334,429

-

Telecommunication Services

416,886

416,886

-

-

Utilities

5,233,624

5,233,624

-

-

Corporate Bonds

403,196

-

403,196

-

Money Market Funds

4,239,960

4,239,960

-

-

Total Investments in Securities:

$ 83,531,893

$ 82,320,212

$ 1,211,681

$ -

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

United States of America

87.7%

Canada

2.5%

Bermuda

1.9%

Switzerland

1.3%

Ireland

1.1%

Others (individually less than 1%)

5.5%

 

100.0%

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $38,770,775 of which $5,235,611 and $33,535,164 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $3,003,498) -
See accompanying schedule:

Unaffiliated issuers (cost $97,019,933)

$ 79,291,933

 

Fidelity Central Funds (cost $4,239,960)

4,239,960

 

Total Investments (cost $101,259,893)

 

$ 83,531,893

Foreign currency held at value (cost $359)

357

Receivable for investments sold

313,119

Receivable for fund shares sold

42,510

Dividends receivable

41,754

Interest receivable

2,213

Distributions receivable from Fidelity Central Funds

1,057

Prepaid expenses

503

Other receivables

755

Total assets

83,934,161

 

 

 

Liabilities

Payable for investments purchased

$ 280,736

Payable for fund shares redeemed

156,468

Accrued management fee

36,282

Distribution fees payable

31,098

Other affiliated payables

26,966

Other payables and accrued expenses

53,515

Collateral on securities loaned, at value

3,216,349

Total liabilities

3,801,414

 

 

 

Net Assets

$ 80,132,747

Net Assets consist of:

 

Paid in capital

$ 137,333,882

Undistributed net investment income

113,513

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

(39,586,615)

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

(17,728,033)

Net Assets

$ 80,132,747

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($40,403,920 ÷ 4,119,405 shares)

$ 9.81

 

 

 

Maximum offering price per share (100/94.25 of $9.81)

$ 10.41

Class T:
Net Asset Value
and redemption price per share ($19,978,381 ÷ 2,051,775 shares)

$ 9.74

 

 

 

Maximum offering price per share (100/96.50 of $9.74)

$ 10.09

Class B:
Net Asset Value
and offering price per share ($4,827,908 ÷ 505,862 shares)A

$ 9.54

 

 

 

Class C:
Net Asset Value
and offering price per share ($9,692,426 ÷ 1,017,532 shares)A

$ 9.53

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($5,230,112 ÷ 529,307 shares)

$ 9.88

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

Annual Report

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 1,404,317

Interest

 

26,409

Income from Fidelity Central Funds

 

56,528

Total income

 

1,487,254

 

 

 

Expenses

Management fee
Basic fee

$ 417,604

Performance adjustment

(20,643)

Transfer agent fees

237,064

Distribution fees

312,757

Accounting and security lending fees

29,703

Custodian fees and expenses

47,378

Independent trustees' compensation

547

Registration fees

62,540

Audit

51,411

Legal

716

Miscellaneous

1,185

Total expenses before reductions

1,140,262

Expense reductions

(88,938)

1,051,324

Net investment income (loss)

435,930

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(33,593,940)

Foreign currency transactions

4,254

Total net realized gain (loss)

 

(33,589,686)

Change in net unrealized appreciation (depreciation) on:

Investment securities

41,027,296

Assets and liabilities in foreign currencies

314

Total change in net unrealized appreciation (depreciation)

 

41,027,610

Net gain (loss)

7,437,924

Net increase (decrease) in net assets resulting from operations

$ 7,873,854

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 435,930

$ 734,528

Net realized gain (loss)

(33,589,686)

(5,911,477)

Change in net unrealized appreciation (depreciation)

41,027,610

(80,878,614)

Net increase (decrease) in net assets resulting
from operations

7,873,854

(86,055,563)

Distributions to shareholders from net investment income

(401,567)

-

Distributions to shareholders from net realized gain

-

(11,178,467)

Total distributions

(401,567)

(11,178,467)

Share transactions - net increase (decrease)

(18,715,333)

(6,964,049)

Total increase (decrease) in net assets

(11,243,046)

(104,198,079)

 

 

 

Net Assets

Beginning of period

91,375,793

195,573,872

End of period (including undistributed net investment income of $113,513 and undistributed net investment income of $520,308, respectively)

$ 80,132,747

$ 91,375,793

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.33

$ 16.55

$ 14.77

$ 12.72

$ 11.10

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .06

  .08

  .03

  .03

  .01

Net realized and unrealized gain (loss)

  1.46

  (7.33)

  2.18

  2.25

  1.64

Total from investment operations

  1.52

  (7.25)

  2.21

  2.28

  1.65

Distributions from net investment income

  (.04)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.97)

  (.43)

  (.23)

  (.03)

Total distributions

  (.04)

  (.97)

  (.43)

  (.23)

  (.03)

Net asset value, end of period

$ 9.81

$ 8.33

$ 16.55

$ 14.77

$ 12.72

Total Return A, B

  18.41%

  (46.38)%

  15.28%

  18.11%

  14.84%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.36%

  1.34%

  1.25%

  1.35%

  1.62%

Expenses net of fee waivers,
if any

  1.25%

  1.25%

  1.25%

  1.25%

  1.27%

Expenses net of all reductions

  1.25%

  1.25%

  1.24%

  1.24%

  1.26%

Net investment income (loss)

  .76%

  .65%

  .22%

  .24%

  .04%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 40,404

$ 39,288

$ 75,384

$ 47,960

$ 15,657

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.29

$ 16.47

$ 14.70

$ 12.67

$ 11.08

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .04

  .05

  - G

  - G

  (.03)

Net realized and unrealized gain (loss)

  1.45

  (7.30)

  2.16

  2.23

  1.64

Total from investment operations

  1.49

  (7.25)

  2.16

  2.23

  1.61

Distributions from net investment income

  (.04)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.93)

  (.39)

  (.20)

  (.02)

Total distributions

  (.04)

  (.93)

  (.39)

  (.20)

  (.02)

Net asset value, end of period

$ 9.74

$ 8.29

$ 16.47

$ 14.70

$ 12.67

Total Return A, B

  18.09%

  (46.50)%

  15.01%

  17.78%

  14.54%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.62%

  1.59%

  1.49%

  1.59%

  1.86%

Expenses net of fee waivers,
if any

  1.50%

  1.50%

  1.49%

  1.50%

  1.53%

Expenses net of all reductions

  1.50%

  1.50%

  1.49%

  1.49%

  1.52%

Net investment income (loss)

  .51%

  .40%

  (.03)%

  (.01)%

  (.21)%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 19,978

$ 22,523

$ 53,229

$ 43,716

$ 22,938

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.16

$ 16.30

$ 14.57

$ 12.57

$ 11.03

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  - G

  (.01)

  (.08)

  (.07)

  (.09)

Net realized and unrealized gain (loss)

  1.41

  (7.20)

  2.14

  2.22

  1.64

Total from investment operations

  1.41

  (7.21)

  2.06

  2.15

  1.55

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.93)

  (.33)

  (.15)

  (.01)

Total distributions

  (.03)

  (.93)

  (.33)

  (.15)

  (.01)

Net asset value, end of period

$ 9.54

$ 8.16

$ 16.30

$ 14.57

$ 12.57

Total Return A, B

  17.43%

  (46.75)%

  14.39%

  17.21%

  14.01%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.12%

  2.10%

  2.03%

  2.15%

  2.44%

Expenses net of fee waivers,
if any

  2.00%

  2.00%

  2.00%

  2.00%

  2.04%

Expenses net of all reductions

  2.00%

  2.00%

  2.00%

  1.99%

  2.02%

Net investment income (loss)

  .01%

  (.10)%

  (.54)%

  (.51)%

  (.72)%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 4,828

$ 5,919

$ 15,565

$ 14,625

$ 12,084

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 16.27

$ 14.55

$ 12.57

$ 11.03

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  - G

  (.01)

  (.08)

  (.07)

  (.09)

Net realized and unrealized gain (loss)

  1.42

  (7.19)

  2.13

  2.22

  1.63

Total from investment operations

  1.42

  (7.20)

  2.05

  2.15

  1.54

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (.93)

  (.33)

  (.17)

  -

Total distributions

  (.03)

  (.93)

  (.33)

  (.17)

  -

Net asset value, end of period

$ 9.53

$ 8.14

$ 16.27

$ 14.55

$ 12.57

Total Return A, B

  17.60%

  (46.78)%

  14.37%

  17.22%

  13.96%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.11%

  2.09%

  2.02%

  2.13%

  2.42%

Expenses net of fee waivers,
if any

  2.00%

  2.00%

  2.00%

  2.00%

  2.03%

Expenses net of all reductions

  2.00%

  2.00%

  2.00%

  1.99%

  2.02%

Net investment income (loss)

  .01%

  (.10)%

  (.54)%

  (.51)%

  (.71)%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 9,692

$ 10,418

$ 25,733

$ 19,093

$ 9,007

Portfolio turnover rate E

  58%

  49%

  43%

  35%

  25%

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

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.37

$ 16.65

$ 14.85

$ 12.79

$ 11.13

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .08

  .12

  .08

  .07

  .03

Net realized and unrealized gain (loss)

  1.47

  (7.38)

  2.18

  2.25

  1.66

Total from investment operations

  1.55

  (7.26)

  2.26

  2.32

  1.69

Distributions from net investment income

  (.04)

  -

  -

  -

  -

Distributions from net realized gain

  -

  (1.02)

  (.46)

  (.26)

  (.03)

Total distributions

  (.04)

  (1.02)

  (.46)

  (.26)

  (.03)

Net asset value, end of period

$ 9.88

$ 8.37

$ 16.65

$ 14.85

$ 12.79

Total Return A

  18.74%

  (46.27)%

  15.61%

  18.32%

  15.16%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.16%

  1.09%

  .95%

  1.00%

  1.32%

Expenses net of fee waivers,
if any

  1.00%

  1.00%

  .95%

  1.00%

  1.05%

Expenses net of all reductions

  1.00%

  1.00%

  .95%

  .99%

  1.03%

Net investment income (loss)

  1.01%

  .90%

  .51%

  .49%

  .27%

Supplemental Data

 

 

 

 

 

Net assets, end of period
(000 omitted)

$ 5,230

$ 13,229

$ 25,663

$ 6,140

$ 2,148

Portfolio turnover rate D

  58%

  49%

  43%

  35%

  25%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Advisor Value Fund (the Fund) is a fund of Fidelity Advisor Series I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 17, 2009 have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

3. Significant Accounting Policies - continued

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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

Notes to Financial Statements - continued

3. 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 substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from 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, partnerships, market discount, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 7,712,901

Gross unrealized depreciation

(26,291,531)

Net unrealized appreciation (depreciation)

$ (18,578,630)

 

 

Tax Cost

$ 102,110,523

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 148,303

Capital loss carryforward

$ (38,770,775)

Net unrealized appreciation (depreciation)

$ (18,578,663)

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 401,567

$ 314,047

Long-term Capital Gains

-

10,864,420

Total

$ 401,567

$ 11,178,467

Annual Report

4. Operating Policies.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $43,097,606 and $62,227,245, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to an appropriate benchmark index. The Fund's performance period began

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

on July 1, 2008 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment took effect in June 2009. For the period, the total annual management fee rate, including the performance adjustment, was .54% 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 Distribution and Service Plans for each class of shares, except for the Institutional Class. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 88,330

$ 1,259

Class T

.25%

.25%

91,644

248

Class B

.75%

.25%

46,138

34,754

Class C

.75%

.25%

86,645

6,923

 

 

 

$ 312,757

$ 43,184

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,529

Class T

3,747

Class B*

16,192

Class C*

2,094

 

$ 28,562

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 113,476

.32

Class T

59,777

.33

Class B

14,828

.32

Class C

27,823

.32

Institutional Class

21,160

.30

 

$ 237,064

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,470 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $400 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

Notes to Financial Statements - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $53,059.

9. 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, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.25%

$ 38,953

Class T

1.50%

22,314

Class B

2.00%

5,568

Class C

2.00%

9,694

Institutional Class

1.00%

10,809

 

 

$ 87,338

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 $1,600 for the period.

Annual Report

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 183,353

$ -

Class T

94,149

-

Class B

21,637

-

Class C

38,058

-

Institutional Class

64,370

-

Total

$ 401,567

$ -

From net realized gain

 

 

Class A

$ -

$ 4,356,510

Class T

-

2,907,666

Class B

-

872,761

Class C

-

1,452,724

Institutional Class

-

1,588,806

Total

$ -

$ 11,178,467

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

1,395,336

1,938,322

$ 11,224,821

$ 25,081,877

Reinvestment of distributions

24,355

278,824

172,677

4,132,165

Shares redeemed

(2,017,298)

(2,055,820)

(15,702,100)

(25,953,328)

Net increase (decrease)

(597,607)

161,326

$ (4,304,602)

$ 3,260,714

Class T

 

 

 

 

Shares sold

777,416

406,480

$ 6,292,773

$ 5,205,173

Reinvestment of distributions

12,952

189,698

91,314

2,801,832

Shares redeemed

(1,456,823)

(1,110,546)

(10,836,897)

(14,265,802)

Net increase (decrease)

(666,455)

(514,368)

$ (4,452,810)

$ (6,258,797)

Class B

 

 

 

 

Shares sold

81,099

199,948

$ 627,773

$ 2,416,028

Reinvestment of distributions

2,853

52,366

19,798

765,061

Shares redeemed

(303,758)

(481,445)

(2,217,010)

(6,047,926)

Net increase (decrease)

(219,806)

(229,131)

$ (1,569,439)

$ (2,866,837)

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class C

 

 

 

 

Shares sold

351,278

244,999

$ 2,823,183

$ 3,130,670

Reinvestment of distributions

4,891

88,900

33,894

1,296,157

Shares redeemed

(618,264)

(635,791)

(4,563,797)

(8,055,365)

Net increase (decrease)

(262,095)

(301,892)

$ (1,706,720)

$ (3,628,538)

Institutional Class

 

 

 

 

Shares sold

241,804

926,870

$ 1,801,225

$ 12,034,051

Reinvestment of distributions

6,706

93,037

47,816

1,382,526

Shares redeemed

(1,299,236)

(981,521)

(8,530,803)

(10,887,168)

Net increase (decrease)

(1,050,726)

38,386

$ (6,681,762)

$ 2,529,409

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series I and Shareholders of Fidelity Advisor Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Value Fund (the Fund), a fund of Fidelity Advisor Series I, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Value Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2002

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Bruce T. Herring (44)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor Value Fund voted to pay to shareholders of record at the opening of business on record date, the following distribution per share derived from capital gains realized from sale of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividend

Capital Gain

Institutional Class

12/07/09

12/04/09

$0.062

$0.005

The fund designates 69% of the dividend distributed in December 2008 as qualifying for the dividends-received deduction for corporate shareholders.

The fund designates 100% of the dividend distributed in December 2008 as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Advisor Value Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by 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.

Annual Report

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

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. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, 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; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

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, 2008, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Advisor Value Fund

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The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the fourth quartile for all the periods shown. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. 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. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Class A through May 31, 2009 and stated that it exceeded the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "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 11% means that 89% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Advisor Value Fund

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Annual Report

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 2008.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance adjustment took effect on June 1, 2009, after the periods shown in the chart above.

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 Class A and Class B ranked below its competitive median for 2008 and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2008. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 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, although differences in transfer agent fees may also cause expenses to vary from class to class.

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 of 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.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

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

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

The Board has also reviewed Fidelity's non-fund businesses and 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.

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.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. 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 concluded, considering the findings of the Committee, 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 Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

FAVI-UANN-1209
1.809013.105

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Item 2. Code of Ethics

As of the end of the period, October 31, 2009, Fidelity Advisor Series I (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that Joseph Mauriello is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Mr. Mauriello is independent for purposes of Item 3 of Form N-CSR.  

Item 4. Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") in each of the last two fiscal years for services rendered to Fidelity Advisor Floating Rate High Income Fund, Fidelity Advisor High Income Advantage Fund, Fidelity Advisor High Income Fund, and Fidelity Advisor Value Fund (the "Funds"):

Services Billed by Deloitte Entities

October 31, 2009 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

 

Fidelity Advisor Floating Rate High Income Fund

$145,000

$-

$5,600

$-

Fidelity Advisor High Income Advantage Fund

$67,000

$-

$5,600

$-

Fidelity Advisor High Income Fund

$60,000

$-

$5,600

$-

Fidelity Advisor Value Fund

$40,000

$-

$5,700

$-

October 31, 2008 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

 

Fidelity Advisor Floating Rate High Income Fund

$125,000

$-

$5,600

$-

Fidelity Advisor High Income Advantage Fund

$57,000

$-

$5,600

$-

Fidelity Advisor High Income Fund

$50,000

$-

$5,600

$-

Fidelity Advisor Value Fund

$38,000

$-

$4,500

$-

A Amounts may reflect rounding.

The following table presents fees billed by Deloitte Entities that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Funds and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Funds ("Fund Service Providers"):

Services Billed by Deloitte Entities

 

October 31, 2009A

October 31, 2008A

Audit-Related Fees

$685,000

$745,000

Tax Fees

$2,000

$-

All Other Fees

$215,000

$470,000B

A Amounts may reflect rounding.

B Reflects current period presentation.

"Audit-Related Fees" represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.

"Tax Fees" represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.

"All Other Fees" represent fees billed for assurance services provided to the fund or Fund Service Provider that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.

Assurance services must be performed by an independent public accountant.

* * *

The aggregate non-audit fees billed by Deloitte Entities for services rendered to the Funds, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Funds are as follows:

Billed By

October 31, 2009 A

October 31, 2008 A

Deloitte Entities

$970,000

$1,405,000

A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of Deloitte Entities in its audit of the Funds, taking into account representations from Deloitte Entities, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Funds and their related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.

Audit Committee Pre-Approval Policies and Procedures

The trust's Audit Committee must pre-approve all audit and non-audit services provided by a fund's independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund ("Covered Service") are subject to approval by the Audit Committee before such service is provided.

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.

Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee on a periodic basis.

Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X ("De Minimis Exception")

There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Funds' last two fiscal years relating to services provided to (i) the Funds or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Funds.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) Not applicable

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)

 

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Advisor Series I

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

December 29, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

December 29, 2009

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

December 29, 2009