-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, pQbp5vw34Mj9GwQZb8Wg0TPV7FWlBdBu2vu1G/T3tBpZFGPVOI/Wya9GNtH2/QIV mvkJManFyFtAhrM3mv9wKg== 0000708191-94-000010.txt : 19940620 0000708191-94-000010.hdr.sgml : 19940620 ACCESSION NUMBER: 0000708191-94-000010 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 12 FILED AS OF DATE: 19940617 EFFECTIVENESS DATE: 19940621 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY INVESTMENT TRUST CENTRAL INDEX KEY: 0000744822 STANDARD INDUSTRIAL CLASSIFICATION: 0000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-90649 FILM NUMBER: 94534673 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6174391269 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET STREET 2: MAILZONE ZZ2 CITY: BOSTON STATE: MA ZIP: 02109 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY OVERSEAS FUND DATE OF NAME CHANGE: 19861228 485BPOS 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-1A REGISTRATION STATEMENT (No. 2-90649) UNDER THE SECURITIES ACT OF 1933 [ ] Pre-Effective Amendment No. [ ] Post-Effective Amendment No. 55 [x] and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [x] Amendment No. [ ] Fidelity Investment Trust (Exact Name of Registrant as Specified in Charter) 82 Devonshire St., Boston, Massachusetts 02109 (Address Of Principal Executive Offices) Registrant's Telephone Number, Including Area Code: 617-570-7000 Arthur S. Loring, Esq., 82 Devonshire Street, Boston, Massachusetts 02109 (Name and Address of Agent for Service) It is proposed that this filing will become effective: ( ) Immediately upon filing pursuant to paragraph (b) ( x ) On June 20, 1994 pursuant to paragraph (b) ( ) 60 days after filing pursuant to paragraph (a) ( ) On ( ) pursuant to paragraph (a) of Rule 485 Registrant has filed a declaration pursuant to Rule 24f-2 under the Investment Company Act of 1940 and has filed the notice required by such Rule before December 31, 1993. FIDELITY'S INTERNATIONAL EQUITY FUNDS FIDELITY DIVERSIFIED INTERNATIONAL FUND, FIDELITY INTERNATIONAL GROWTH & INCOME FUND, FIDELITY OVERSEAS FUND, FIDELITY WORLDWIDE FUND, FIDELITY CANADA FUND, FIDELITY EUROPE FUND, FIDELITY EUROPE CAPITAL APPRECIATION FUND, FIDELITY JAPAN FUND, FIDELITY PACIFIC BASIN FUND, FIDELITY EMERGING MARKETS FUND, FIDELITY LATIN AMERICA FUND, AND FIDELITY SOUTHEAST ASIA FUND CROSS REFERENCE SHEET FORM N-1A ITEM NUMBER PROSPECTUS SECTION
1................................... Cover Page ... 2a.................................. Expenses .. b, Contents; The Funds at a Glance; Who May Want to c................................ Invest 3a.................................. Financial Highlights .. * b................................... . Performance c.................................... 4a Charter i................................. The Funds at a Glance; Investment Principles and ii............................... Risks b................................... Investment Princliples and Risks .. Who May Want to Invest; Investment Principles and c.................................... Risks 5a.................................. Charter .. b(i)................................ Doing Business with Fidelity; Charter Charter (ii).............................. (iii)........................... Expenses; Breakdown of Expenses c, Charter; Investment Priciples and Risks; Breakdown d................................ of Expenses, Cover Page Investment Principles and Risks e.................................... Expenses f.................................... g(i)................................ Investment Principles and Risks .. (ii)................................. * .. 5A................................. Performance . 6a Charter i................................. How to Buy Shares; How to Sell Shares; Transaction ii................................ Details; Exchange Restrictions * iii............................... * b................................... . Exchange Restrictions c.................................... * d................................... . Doing Business with Fidelity; How to Buy Shares; e.................................... How to Sell Shares; Investor Services f,g................................. Dividends, Capital Gains, and Taxes .. 7a.................................. Cover Page; Charter .. How to Buy Shares; Transaction Details b................................... . Sales Charge Reductions and Waivers c.................................... How to Buy Shares d................................... . e.................................... * f ................................ * 8................................... How to Sell Shares; Investor Services; Transaction ... Details; Exchange Restrictions 9................................... * ...
* Not Applicable FIDELITY'S INTERNATIONAL EQUITY FUNDS FIDELITY DIVERSIFIED INTERNATIONAL FUND, FIDELITY INTERNATIONAL GROWTH & INCOME FUND, FIDELITY OVERSEAS FUND, FIDELITY WORLDWIDE FUND, FIDELITY CANADA FUND, FIDELITY EUROPE FUND, FIDELITY EUROPE CAPITAL APPRECIATION FUND, FIDELITY JAPAN FUND, FIDELITY PACIFIC BASIN FUND, FIDELITY EMERGING MARKETS FUND, FIDELITY LATIN AMERICA FUND, AND FIDELITY SOUTHEAST ASIA FUND CROSS REFERENCE SHEET (continued) FORM N-1A ITEM NUMBER STATEMENT OF ADDITIONAL INFORMATION SECTION
10, 11.......................... Cover Page 12.................................. * .. 13a - Investment Policies and Limitations c............................ * d.................................. 14a - Trustees and Officers c............................ 15a, * b.............................. Trustees and Officers c.................................. 16a FMR i................................ Trustees and Officers ii.............................. Management Contracts iii............................. Management Contracts b................................. c, Contracts with Companies Affiliated with FMR d............................. e - * g........................... Description of the Trust h................................. Contracts with Companies Affiliated with FMR i................................. 17a - Portfolio Transactions c............................ * d,e.............................. 18a................................ Description of the Trust .. * b................................. 19a................................ Additional Purchase and Redemption Information .. Additional Purchase and Redemption Information; b.................................. Valuation of Portfolio Securities * c.................................. 20.................................. Distributions and Taxes .. 21a, Contracts with Companies Affiliated with FMR b.............................. * c................................. 22.................................. Performance .. 23.................................. Financial Statements ..
* Not Applicable SUPPLEMENT TO THE FIDELITY INTERNATIONAL EQUITY FUNDS PROSPECTUS DATED FEBRUARY 28, 1994 FINANCIAL HIGHLIGHTS. The following information supplements the information set forth in the Prospectus. The table reports selected data for a share outstanding throughout the period December 21, 1993 (commencement of operations) to April 30, 1994 for Fidelity Europe Capital Appreciation Fund. INT-94-4 Page 1 of 3 June 20, 1994 INT-94-4 Page 1 of 3 June 20, 1994 EUROPE CAPITAL APPRECIATION FUND
DECEMBER 21, 1993 (COMMENCEMENT OF OPERATIONS) TO APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA Net asset value, beginning of period $ 10.00 Income from Investment Operations Net investment income - Net realized and unrealized gain (loss) on investments 1.59 Total from investment operations 1.59 Net asset value, end of period $ 11.59 TOTAL RETURN(dagger) 15.90% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 324,827 Ratio of expenses to average net assets 1.70%* Ratio of net investment income to average net assets .01%* Portfolio turnover rate 294%* * ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
SUPPLEMENT TO THE FIDELITY INTERNATIONAL EQUITY FUNDS PROSPECTUS . DATED FEBRUARY 28, 1994 FINANCIAL HIGHLIGHTS. The following information supplements the information set forth in the Prospectus. The table reports selected data for a share outstanding throughout the period December 21, 1993 (commencement of operations) to April 30, 1994 for Fidelity Europe Capital Appreciation Fund. EUROPE CAPITAL APPRECIATION FUND
DECEMBER 21, 1993 (COMMENCEMENT OF OPERATIONS) TO APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA Net asset value, beginning of period $ 10.00 Income from Investment Operations Net investment income - Net realized and unrealized gain (loss) on investments 1.59 Total from investment operations 1.59 Net asset value, end of period $ 11.59 TOTAL RETURN(dagger) 15.90% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 324,827 Ratio of expenses to average net assets 1.70%* Ratio of net investment income to average net assets .01%* Portfolio turnover rate 294%* * ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
The Board of Trustees of Fidelity Japan Fund has authorized adoption of a redemption fee of 1.00% (payable to the fund) on shares purchased after June 6, 1994, and held less than 90 days. The following information replaces the corresponding sections with respect to Fidelity Japan Fund under the heading "Expenses" on page 5. FIDELITY JAPAN FUND Maximum sales charge on purchases, beginning June 1, 1994 (as a % of offering price) 3.00% Deferred sales charge on redemptions None Redemption fee for shares purchased after June 6, 1994 1.00% The following information supplements information in the section entitled "Expenses" beginning on page 6. For the period May 31, 1994 through June 30, 1995, the sales charge for Overseas Fund and Pacific Basin Fund will be waived. The current sales charge waivers for Canada Fund, Diversified International Fund, Europe Capital Appreciation Fund, Japan Fund, and Worldwide Fund which were scheduled to expire on May 31, 1994, have been extended through June 30, 1995. In addition, International Growth & Income Fund will remove its 2% sales charge as of May 31, 1994. The following information replaces information in the section entitled "Transaction Details" beginning on page 34. The Redemption Fee for Japan, Emerging Markets, Latin America, and Southeast Asia, if applicable, will be deducted from the amount of your redemption. This fee is paid to the fund rather than FMR, and it does not apply to shares that were acquired through reinvestment of distributions. If shares were not all held for the same length of time, those shares you held longest will be redeemed first for purposes of determining whether the fee applies. FDC collects the proceeds from each fund's sales charge and may pay a portion of them to securities dealers who have sold fund shares, or to others, including banks and other financial institutions (qualified recipients), under special arrangements in connection with FDC's sales activities. The sales charge paid to qualified recipients is 2.25% of the offering price (except for International Growth & Income Fund which is 1.5%). The Board of Trustees of Fidelity Japan Fund has authorized adoption of a redemption fee of 1.00% (payable to the fund) on shares purchased after June 6, 1994, and held less than 90 days. The following information replaces the corresponding sections with respect to Fidelity Japan Fund under the heading "Expenses" on page 5. FIDELITY JAPAN FUND Maximum sales charge on purchases, beginning June 1, 1994 (as a % of offering price) 3.00% Deferred sales charge on redemptions None Redemption fee for shares purchased after June 6, 1994 1.00% The following information supplements information in the section entitled "Expenses" beginning on page 6. For the period May 31, 1994 through June 30, 1995, the sales charge for Overseas Fund and Pacific Basin Fund will be waived. The current sales charge waivers for Canada Fund, Diversified International Fund, Europe Capital Appreciation Fund, Japan Fund, and Worldwide Fund which were scheduled to expire on May 31, 1994, have been extended through June 30, 1995. In addition, International Growth & Income Fund will remove its 2% sales charge as of May 31, 1994. The following information replaces information in the section entitled "Transaction Details" beginning on page 34. The Redemption Fee for Japan, Emerging Markets, Latin America, and Southeast Asia, if applicable, will be deducted from the amount of your redemption. This fee is paid to the fund rather than FMR, and it does not apply to shares that were acquired through reinvestment of distributions. If shares were not all held for the same length of time, those shares you held longest will be redeemed first for purposes of determining whether the fee applies. FDC collects the proceeds from each fund's sales charge and may pay a portion of them to securities dealers who have sold fund shares, or to others, including banks and other financial institutions (qualified recipients), under special arrangements in connection with FDC's sales activities. The sales charge paid to qualified recipients is 2.25% of the offering price (except for International Growth & Income Fund which is 1.5%). Page 2 of 3 Page 2 of 3 The following information replaces information found in the section entitled "Sales Charge Reductions and Waivers" beginning on page 35. 7. If you are a current or former trustee or officer of a Fidelity fund or a current or retired officer, director, or regular employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity trustee or employee, a Fidelity trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity trustee or employee. 10. If you are a registered investment adviser (RIA) purchasing for your discretionary accounts, provided you execute a Fidelity RIA load waiver agreement which specifies certain aggregate minimum and operating provisions. Except for correspondents of National Financial Services Corporation, this waiver is available only for shares purchased directly form Fidelity, and is unavailable if the RIA is part of an organization principally engaged in the brokerage business. 11. If you are a trust institution or bank trust department purchasing for your non-discretionary, non-retirement fiduciary accounts, provided you execute a Fidelity Trust load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased either directly from Fidelity or through a bank-affiliated broker, and is unavailable, if the trust department or institution is part of an organization not principally engaged in banking or trust activities. 12. If you invest through a non-prototype pension or profit-sharing plan that maintains all of its mutual fund assets in Fidelity mutual funds, provided the plan executes a Fidelity non-prototype sales charge waiver request form confirming its qualification. These waivers must be qualified through FDC in advance. More detailed information about waivers (1), (2), (5), (9), and (10) is contained in the Statement of Additional Information. A representative of your plan or organization should call Fidelity for more information. The following information replaces information found in the section entitled "Sales Charge Reductions and Waivers" beginning on page 35. 7. If you are a current or former trustee or officer of a Fidelity fund or a current or retired officer, director, or regular employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity trustee or employee, a Fidelity trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity trustee or employee. 10. If you are a registered investment adviser (RIA) purchasing for your discretionary accounts, provided you execute a Fidelity RIA load waiver agreement which specifies certain aggregate minimum and operating provisions. Except for correspondents of National Financial Services Corporation, this waiver is available only for shares purchased directly form Fidelity, and is unavailable if the RIA is part of an organization principally engaged in the brokerage business. 11. If you are a trust institution or bank trust department purchasing for your non-discretionary, non-retirement fiduciary accounts, provided you execute a Fidelity Trust load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased either directly from Fidelity or through a bank-affiliated broker, and is unavailable, if the trust department or institution is part of an organization not principally engaged in banking or trust activities. 12. If you invest through a non-prototype pension or profit-sharing plan that maintains all of its mutual fund assets in Fidelity mutual funds, provided the plan executes a Fidelity non-prototype sales charge waiver request form confirming its qualification. These waivers must be qualified through FDC in advance. More detailed information about waivers (1), (2), (5), (9), and (10) is contained in the Statement of Additional Information. A representative of your plan or organization should call Fidelity for more information. Page 3 of 3 Page 3 of 3 Please read this prospectus before investing, and keep it on file for future reference. It contains important information, including how each fund invests and the services available to shareholders. A Statement of Additional Information dated February 28, 1994 has been filed with the Securities and Exchange Commission, and is incorporated herein by reference (is legally considered a part of this prospectus). The Statement of Additional Information is available free upon request by calling Fidelity at 1-800-544-8888. Mutual fund shares are not deposits or obligations of, or endorsed or guaranteed by, any bank, savings association, insured depositary institution, or government agency, nor are they federally insured or otherwise protected by the FDIC, the Federal Reserve Board, or any other agency. Investments in the funds involve investment risk, including possible loss of principal. The value of the investment and its return will fluctuate and are not guaranteed. When sold, the value of the investment may be higher or lower than the amount originally invested. LIKE ALL MUTUAL FUNDS, THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. INT-pro-294 These international funds invest in securities around the world. Each fund is either broadly diversified, regional or country-specific, or it focuses on opportunities in emerging markets. FIDELITY'S INTERNATIONAL EQUITY FUNDS BROADLY DIVERSIFIED FUNDS Fidelity Diversified International Fund Fidelity International Growth & Income Fund Fidelity Overseas Fund Fidelity Worldwide Fund REGIONAL/SINGLE COUNTRY FUNDS Fidelity Canada Fund Fidelity Europe Fund Fidelity Europe Capital Appreciation Fund Fidelity Japan Fund Fidelity Pacific Basin Fund EMERGING MARKET FUNDS Fidelity Emerging Markets Fund Fidelity Latin America Fund Fidelity Southeast Asia Fund PROSPECTUS FEBRUARY 28, 1994(FIDELITY_LOGO_GRAPHIC) 82 DEVONSHIRE STREET, BOSTON, MA 02109 CONTENTS
KEY FACTS THE FUNDS AT A GLANCE WHO MAY WANT TO INVEST EXPENSES Each fund's sales charge (load) and its yearly operating expenses. FINANCIAL HIGHLIGHTS A summary of each fund's financial data. PERFORMANCE How each fund has done over time. THE FUNDS IN DETAIL CHARTER How each fund is organized. INVESTMENT PRINCIPLES AND RISKS Each fund's overall approach to investing. BREAKDOWN OF EXPENSES How operating costs are calculated and what they include. YOUR ACCOUNT DOING BUSINESS WITH FIDELITY TYPES OF ACCOUNTS Different ways to set up your account, including tax-sheltered retirement plans. HOW TO BUY SHARES Opening an account and making additional investments. HOW TO SELL SHARES Taking money out of and closing your account. INVESTOR SERVICES Services to help you manage your account. SHAREHOLDER AND ACCOUNT POLICIES DIVIDENDS, CAPITAL GAINS, AND TAXES TRANSACTION DETAILS Share price calculations and the timing of purchases and redemptions. EXCHANGE RESTRICTIONS SALES CHARGE REDUCTIONS AND WAIVERS
<r>KEY FACTS</r> THE FUNDS AT A GLANCE MANAGEMENT: Fidelity Management & Research Company (FMR) is the management arm of Fidelity Investments, which was established in 1946 and is now America's largest mutual fund manager. Foreign affiliates of FMR help choose investments for the funds. As with any mutual fund, there is no assurance that a fund will achieve its goal. BROADLY DIVERSIFIED FUNDS The broadly diversified funds do not focus on any one region or country. Instead, they span the globe looking for investments that fit their criteria. DIVERSIFIED INTERNATIONAL FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in foreign equity securities that FMR determines, through both fundamental and technical analysis, to be undervalued compared to others in their industries and countries. SIZE: As of December 31, 1993, the fund had over $ 240 million in assets. INTERNATIONAL GROWTH & INCOME FUND GOAL: Growth of capital and current income. STRATEGY: Invests mainly in foreign securities. While the fund focuses on equity securities, it also invests a significant portion of its assets in debt securities. SIZE: As of December 31, 1993, the fund had over $ 1 b illion in assets. OVERSEAS FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities outside the U.S. SIZE: As of December 31, 1993, the fund had over $ 1 b illion in assets. WORLDWIDE FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities issued by companies of all sizes anywhere in the world, including the U.S. SIZE: As of December 31, 1993, the fund had over $ 342 million in assets. REGIONAL/SINGLE COUNTRY FUNDS The regional/single country funds focus on particular regions or countries. Because of their narrow focus, these funds are less diversified than the broadly diversified funds. CANADA FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities of Canadian issuers . SIZE: As of December 31, 1993, the fund had over $ 107 million in assets. EUROPE FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities of Western European issuers . SIZE: As of December 31, 1993, the fund had over $ 496 million in assets. EUROPE CAPITAL APPRECIATION FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities of Eastern and Western Europe an issuers . SIZE: As of December 31, 1993, the fund had over $2 million in assets. JAPAN FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities of Japanese issuers. SIZE: As of December 31, 1993, the fund had over $ 97 million in assets. PACIFIC BASIN FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities of Pacific Basin issuers. SIZE: As of December 31, 1993, the fund had over $ 519 million in assets. EMERGING MARKET FUNDS The emerging market funds focus on countries with developing economies and markets fueled by political and economic changes such as the priv a tization of government-run industries. EMERGING MARKETS FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities of emerging market issuers . These countries can be found in regions such as Southeast Asia, Latin America, and Eastern Europe. SIZE: As of December 31, 1993, the fund had over $ 1 b illion in assets. LATIN AMERICA FUND GOAL: High total investment return. STRATEGY: Invests mainly in equity and debt securities of Latin American issuers . SIZE: As of December 31, 1993, the fund had over $ 780 million in assets. SOUTHEAST ASIA FUND GOAL: Long-term growth of capital. STRATEGY: Invests mainly in equity securities of Southeast Asian issuers. The fund does not anticipate investing in Japan. SIZE: As of December 31, 1993, the fund had over $ 1 b illion in assets. WHO MAY WANT TO INVEST The funds may be appropriate for investors who want to pursue their investment goals in markets outside the United States. By including international investments in your portfolio, you can achieve an extra level of diversification and also participate in growth opportunities around the world. Like most mutual funds, these funds by themselves do not constitute a balanced investment plan. The value of the funds' investments will vary from day to day, generally reflecting changes in market conditions, interest rates, and other international political and economic news. When you sell your shares, they may be worth more or less than what you paid for them. There are additional risks involved with international investing. The performance of international funds depends upon currency values, the political and regulatory environment, and overall economic factors in the countries in which a fund invests. These risks are particularly significant for funds that focus on a single country or region, or on emerging markets. See "INVESTMENT PRINCIPLES AND RISKS" on page . BROADLY DIVERSIFIED funds could be appropriate for investors first entering the international markets or those who are interested in broad participation in multiple markets around the world. The REGIONAL/SINGLE COUNTRY funds are designed for investors looking to target their investments in particular regions or countries. The EMERGING MARKET funds may be better suited for more aggressive investors who hope to take advantage of opportunities available in developing countries. EXPENSES SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or sell shares of a fund. See pages - and - for an explanation of how and when these charges apply. None of the funds impose sales charges on reinvested dividends or exchange fees. ANNUAL FUND OPERATING EXPENSES are paid out of each fund's assets. Each fund pays a management fee that , in certain cases, var ies based on its performance. Each fund also incurs other expenses for services such as maintaining shareholder records and furnishing shareholder statements and fund reports. A fund's e xpenses are factored into its share price or dividends and are not charged directly to shareholder accounts (see page ). The following are projections based on historical expenses after reimbursement , and are calculated as a percentage of average net assets. For Europe Capital Appreciation, Latin America, and Southeast Asia, annual fund operating expenses are based on a fund's estimated expenses for its first year of operation after reimbursement. FMR has voluntarily agreed to temporarily limit the total operating expenses of each fund to 2.00% of average net assets. EXAMPLES. Let's say, hypothetically, that each fund's annual return is 5% and that its operating expenses are exactly as described. For every $1,000 you invested, the examples show how much you would have to pa y in total expenses if you close your account after the number of years indicated. The se examples illustrate the effect of expenses, but are not meant to suggest actual or expected costs or returns, all of which may vary. BROADLY DIVERSIFIED FUNDS Transaction expenses Operating expenses Examples
DIVERSIFIED Maximum sales charge Management fee 0 .73 After 1 year $ 15 INTERNATIONAL FUND on purchases 3.00 % (as a % of offering price) %A 12b-1 fee None After 3 years $ 46 Deferred sales charge None Other expenses 0. 74 After 5 years $ 80 on redemptions % Redemption fee None Total fund operating 1.47 After 10 $ 176 expenses % years INTERNATIONAL Maximum sales charge Management fee 0. 77 After 1 year $ 15 GROWTH & INCOME on purchases 2.00 % FUND (as a % of offering price) %A 12b-1 fee None After 3 years $ 48 Deferred sales charge None Other expenses 0. 75 After 5 years $ 83 on redemptions % Redemption fee None Total fund operating 1.52 After 10 $ 181 expenses % years OVERSEAS FUND Maximum sales charge Management fee 0. 77 After 1 year $ 43 on purchases 3.00 % (as a % of offering price) % 12b-1 fee None After 3 years $ 69 Deferred sales charge None Other expenses 0. 50 After 5 years $ 98 on redemptions % Redemption fee None Total fund operating 1.27 After 10 $ 179 expenses % years WORLDWIDE FUND Maximum sales charge Management fee 0. 78 After 1 year $ 14 on purchases 3.00 % (as a % of offering price) %A 12b-1 fee None After 3 years $ 44 Deferred sales charge None Other expenses 0. 62 After 5 years $ 77 on redemptions % Redemption fee None Total fund operating 1.40 After 10 $ 168 expenses % years
REGIONAL/SINGLE COUNTRY FUNDS Transaction expenses Operating expenses Examples
CANADA FUND Maximum sales charge Management fee 0. 86 After 1 year $ 20 on purchases 3.00 % (as a % of offering price) %A 12b-1 fee None After 3 years $ 63 Deferred sales charge None Other expenses 1.14 After 5 years $ 108 on redemptions % Redemption fee None Total fund operating 2.00 After 10 $ 233 expenses % years EUROPE FUND Maximum sales charge Management fee 0.64 After 1 year $ 42 on purchases 3.00 % (as a % of offering price) % 12b-1 fee None After 3 years $ 68 Deferred sales charge None Other expenses 0. 61 After 5 years $ 97 on redemptions % Redemption fee None Total fund operating 1.25 After 10 $ 177 expenses % years EUROPE CAPITAL Maximum sales charge Management Fee 0.78 APPRECIATION FUND on purchases 3.00 12b-1 fee % After 1 year $ 16 (as a % of offering price) %A None Deferred sales charge None Other expenses 0. 75 After 3 years $ 48 on redemptions % Redemption fee None Total fund operating 1.53 expenses % JAPAN FUND Maximum sales charge Management fee 0. 77 After 1 year $17 on purchases 3.00 % (as a % of offering price) %A 12b-1 fee None After 3 years $54 Deferred sales charge None Other expenses 0. 94 After 5 years $93 on redemptions % Redemption fee None Total fund operating 1.71 After 10 $202 expenses % years PACIFIC BASIN FUND Maximum sales charge Management fee 0. 80 After 1 year $46 on purchases 3.00 % (as a % of offering price) % 12b-1 fee None After 3 years $79 Deferred sales charge None Other expenses 0. 79 After 5 years $114 on redemptions % Redemption fee None Total fund operating 1.59 After 10 $213 expenses % years
EMERGING MARKET FUNDS Transaction expenses Operating expenses Examples
EMERGING MARKETS Maximum sales charge Management fee 0. 77 After 1 year $19 FUND on purchases 3.00 % (as a % of offering price) %A 12b-1 fee None After 3 years $60 Deferred sales charge None Other expenses 1.14 After 5 years $103 on redemptions % Redemption fee 1.50 Total fund operating 1.91 After 10 $223 (on shares held less % expenses % years than 90 days) LATIN AMERICA FUND Maximum sales charge Management fee 0. 00 on purchases 3.00 % B,C (as a % of offering price) %A 12b-1 fee None After 1 year $20 Deferred sales charge None Other expenses 2.00 After 3 years $63 on redemptions % B,C Redemption fee 1.50 Total fund operating 2.00 (on shares held less % expenses % than 90 days) SOUTHEAST ASIA FUND Maximum sales charge Management fee 0. 00 % on purchases 3.00 B,C (as a % of offering price) %A 12b-1 fee None After 1 year $20 Deferred sales charge None Other expenses 2.00 After 3 years $63 on redemptions % B,C Redemption fee 1.50 Total fund operating 2 .00 (on shares held less % expenses % than 90 days)
A THE SALES CHARGE FOR THESE FUNDS IS WAIVED UNTIL MAY 31, 1994. B FMR HAS VOLUNTARILY AGREED TO TEMPORARILY LIMIT THE TOTAL OPERATING EXPENSES OF LATIN AMERICA FUND AND SOUTHEAST ASIA FUND TO 2.00% OF AVERAGE NET ASSETS. IF THIS AGREEMENT WERE NOT IN EFFECT ESTIMATES OF THE FUNDS' MANAGEMENT FEE, OTHER EXPENSES, AND TOTAL OPERATING EXPENSES IN ACCORDANCE WITH A STATE LIMITATION WOULD HAVE BEEN .09%, 2.51%, AND 2.60%, RESPECTIVELY, FOR LATIN AMERICA FUND, AND .23%, 2.37%, AND 2.60%, RESPECTIVELY, FOR SOUTHEAST ASIA FUND . EXPENSES ELIGIBLE FOR REIMBURSEMENT DO NOT INCLUDE INTEREST, TAXES, BROKERAGE COMMISSIONS, OR EXTRAORDINARY EXPENSES. C NET OF REIMBURSEMENT FINANCIAL HIGHLIGHTS. The tables that follow provide financial histories for all the funds. The broadly diversified funds are listed first, followed by the regional/single country funds, and ending with the emerging market funds. This information has been audited by Coopers & Lybrand, and Price Waterhouse (Latin America Fund and Southeast Asia Fund), independent accountants. Their unqualified reports are included in the funds' Annual Report. The Annual Report is incorporated by reference into (is legally a part of) the Statement of Additional Information. DIVERSIFIED INTERNATIONAL
1.Selected Per-Share Data and Ratios 2.Years ended October 31 1992D 1993 3.Net asset value, beginning of period $ 10.00 $ 8.46 4.Income from Investment Operations 5. Net investment income .07 .07 6. Net realized and unrealized gain (loss) on investments (1.61) 2.89 7. Total from investment operations (1.54) 2.96 8.Less Distributions 9. From net investment income -- (.10) 10.Net asset value, end of period $ 8.46 $ 11.32 11.Total returnB,C (15.40)% 35.38 % 12.Net assets, end of period (000 omitted) $ 36,439 $ 255,0 29 13.Ratio of expenses to average net assets 2.00%A 1.47 ,C % 14.Ratio of expenses to average net assets before expense reductions 2.34%A 1.47 % 15.Ratio of net investment income to average net assets 1.38%A .84 % 16.Portfolio turnover rate 56%A 56 % A ANNUALIZED B TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. C DURING THE PERIOD DECEMBER 27, 1991 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1992, THE FUND'S INVESTMENT ADVISER VOLUNTARILY AGREED TO REDUCE THE FUND'S EXPENSES TO THE EXTENT THAT THE AGGREGATE OPERATING EXPENSES (EXCLUDING INTEREST, TAXES, BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) OF THE FUND WERE IN EXCESS OF AN ANNUAL RATE OF 2.00% OF THE AVERAGE NET ASSETS. TOTAL RETURN FOR THE PERIOD WOULD HAVE BEEN LOWER HAD THE ADVISER NOT REDUCED EXPENSES. D FROM DECEMBER 27, 1991 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1992. INTERNATIONAL GROWTH & INCOME
17.Selected Per-Share Data and Ratios 18.Years ended October 31 1987G 1988 1989 1990 1991 1992 1993 19.Net asset value, beginning of period $ 10.00 $ 10.42 $ 11.81 $ 12.87 $ 13.71 $ 13.99 $ 13.29 20.Income from Investment Operations 21. Net investment income .09 .16 .30 .25 .30B .31 .14D 22. Net realized and unrealized gain (loss) on .39 1.26 .96 .75 .41 (.84) 4.14 investments 23. Total from investment operations .48 1.42 1.26 1.00 .71 (.53) 4.28 24.Less Distributions 25. From net investment income (.06) - (.13) (.16) (.38) (.16) (.31) 26. From net realized gain - (.03)C (.07)C - (.05) (.01)C (.01)C C 27. Total distributions (.06) (.03) (.20) (.16) (.43) (.17) (.32) 28.Net asset value, end of period $ 10.42 $ 11.81 $ 12.87 $ 13.71 $ 13.99 $ 13.29 $ 17.25 29.Total returnE,F 4.69% 13.68% 10.85% 7.79% 5.43 (3.81) 32.94% % % 30.Net assets, end of period (000 omitted) $ 40,822 $ 31,662 $ 26,333 $ 35,380 $ 49,73 $ 60,007 $ 1,002,8 8 47 31.Ratio of expenses to average net assets 2.72% 2.58% 1.92% 1.98% 1.89 1.62% 1.52% A E E % 32.Ratio of net investment income to average net assets 1.23% 1.08% 1.98% 2.31% 2.86 2.78% .87% A % 33.Portfolio turnover rate 158% 112% 147% 102% 117 76% 24% A %
A ANNUALIZED B INCLUDES $.02 PER SHARE FROM RECOVERY OF FOREIGN TAXES PREVIOUSLY WITHHELD ON DIVIDEND AND INTEREST PAYMENTS. C INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. D FOR THE PERIOD INDICATED, NET INVESTMENT INCOME PER SHARE WAS CALCULATED USING AVERAGE SHARES OUTSTANDING. E EFFECTIVE AUGUST 5, 1988, FMR VOLUNTARILY AGREED TO REIMBURSE THE FUND TO THE EXTENT THAT AGGREGATE OPERATING EXPENSES WERE IN EXCESS OF AN ANNUAL RATE OF 2.00% OF THE AVERAGE NET ASSETS. FOR THE YEAR ENDED OCTOBER 31, 1989, NET INVESTMENT INCOME PER SHARE INCLUDED A REIMBURSEMENT OF $0.01 PER SHARE FROM FIDELITY SERVICE CO. FOR ADJUSTMENTS TO PRIOR PERIODS' FEES. IF THESE EXPENSE REDUCTIONS HAD NOT EXISTED, THE RATIO OF EXPENSES TO AVERAGE NET ASSETS WOULD HAVE BEEN 2.16% FOR 1989 AND LIMITED TO 2.58% IN ACCORDANCE WITH A STATE EXPENSE LIMITATION IN 1988 AND TOTAL RETURNS WOULD HAVE BEEN LOWER. F TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND DO NOT INCLUDE THE ONE TIME SALES CHARGE. G FROM DECEMBER 31, 1986 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1987. OVERSEAS
34.Selected Per-Share Data and Ratios 35.Years Ended October 31 1985F 1986 1987 1988 1989 1990 1991 1992B 1993 36.Net asset value, beginning of period $ 10.00 $ 15.92 $ 26.91 $ 30.90 $ 25.30 $ 26.30 $ 27.47 $ 26.92 $ 21.96 37.Income from Investment Operations 38. Net investment income .19 (.03) (.19) .30 .30 .35 .54C .46 .27 39. Net realized and unrealized gain 5.73 11.15 7.49 2.34 1.28 2.16 .45 (3.82) 7.40 (loss) on investments 40. Total from investment operations 5.92 11.12 7.30 2.64 1.58 2.51 .99 (3.36) 7.67 41.Less Distributions 42. From net investment income - - - - (.24) (.21) (.46) (.44) (.37) 43. From net realized gain - (.13) (3.31) (8.24) (.34) (1.13)D (1.08) (1.16) (2.10)D D D 44. Total distributions - (.13) (3.31) (8.24) (.58) (1.34) (1.54) (1.60) (2.47) 45.Net asset value, end of period $ 15.92 $ 26.91 $ 30.90 $ 25.30 $ 26.30 $ 27.47 $ 26.92 $ 21.96 $ 27.16 46.Total returnE,G 59.20% 70.29% 28.74% 11.62% 6.40 9.58% 4.12 (13.05) 39.01% % % % 47.Net assets, end of period (000 $ 119,199 $ 1,766,0 $ 1,393,4 $ 1,149,7 $ 876,5 $ 1,011,1 $ 969,4 $ 801,84 $ 1,490,6 omitted) 12 42 63 67 52 36 5 66 48.Ratio of expenses to average net 1.72%A 1.57% 1.71% 1.38% 1.06 1.26% 1.53 1.52% 1.27% assets ,G % % 49.Ratio of net investment income to .73%A (.32) (.53) 1.21% 1.06 1.34% 2.19 1.78% 1.00% average net assets % % % % 50.Portfolio turnover rate 63%A 107% 122% 115% 100 96% 132 122% 64% % %
A ANNUALIZED B AS OF NOVEMBER 1, 1991, THE FUND DISCONTINUED THE USE OF EQUALIZATION ACCOUNTING. C INCLUDES $.08 PER SHARE FROM RECOVERY OF FOREIGN TAXES PREVIOUSLY WITHHELD ON DIVIDEND AND INTEREST PAYMENTS. D INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. E TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND DO NOT INCLUDE THE ONE TIME SALES CHARGE. F FROM DECEMBER 4, 1984 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1985. G DURING THE PERIOD DECEMBER 4, 1984 (COMMENCEMENT OF OPERATIONS) TO AUGUST 19, 1985, FMR VOLUNTARILY AGREED TO REIMBURSE THE FUND TO THE EXTENT THAT AGGREGATE OPERATING EXPENSES WERE IN EXCESS OF AN ANNUAL RATE OF 2.00% OF THE AVERAGE NET ASSETS. IF THESE EXPENSE REDUCTIONS HAD NOT EXISTED, THE RATIO OF EXPENSES TO AVERAGE NET ASSETS WOULD HAVE BEEN 2.16% AND TOTAL RETURN WOULD HAVE BEEN LOWER. WORLDWIDE
51.Selected Per-Share Data and Ratios 52.Years ended October 31 1990E 1991 1992 1993 53.Net asset value, beginning of period $ 10.00 $ 8.95 $ 9.61 $ 9.63 54.Income from Investment Operations 55. Net investment income .05 .21 .20 .11 56. Net realized and unrealized gain (loss) on investments (1.10) .53 (.08) 3.28 57. Total from investment operations (1.05) .74 .12 3.39 58.Less Distributions 59. From net investment income - (.08) (.10) (.24) 60. From net realized gain - - - (.02) B 61. Total distributions - (.08) (.10) (.26) 62.Net asset value, end of period $ 8.95 $ 9.61 $ 9.63 $ 12.76 63.Total returnC,D (10.50)% 8.33 1.32 36.10 % % % 64.Net assets, end of period (000 omitted) $ 94,851 $ 105,0 $ 103,6 $ 287,2 29 27 78 65.Ratio of expenses to average net assets 2.00%A 1.69 1.51 1.40 ,C % % % 66.Ratio of net investment income to average net assets 2.09%A 2.19 2.02 1.99 % % % 67.Portfolio turnover rate 123%A 129 130 57 % % %
A ANNUALIZED B INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. C DURING THE PERIOD MAY 30, 1990 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1990, FMR VOLUNTARILY AGREED TO REDUCE THE FUND'S EXPENSES TO THE EXTENT THAT THE AGGREGATE OPERATING EXPENSES (EXCLUDING INTEREST, TAXES, BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) OF THE FUND WERE IN EXCESS OF AN ANNUAL RATE OF 2.00% OF THE AVERAGE NET ASSETS. IF THESE EXPENSES HAD BEEN INCURRED BY THE FUND, THE RATIO OF EXPENSES TO AVERAGE NET ASSETS WOULD HAVE BEEN 2.46% (ANNUALIZED) AND TOTAL RETURN FOR THE PERIOD WOULD HAVE BEEN LOWER. D TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND DO NOT INCLUDE THE ONE TIME SALES CHARGE. E FROM MAY 30, 1990 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1990. CANADA
68.Selected Per-Share Data and Ratios 69.Years ended October 31 1988F 1989 1990 1991 1992 1993 70.Net asset value, beginning of period $ 10.00 $ 12.74 $ 15.45 $ 13.57 $ 16.28 $ 14.23 71.Income from Investment Operations 72. Net investment income .32 .02B .05B .03B (.02)B (.15) 73. Net realized and unrealized gain (loss) on investments 2.42 2.96 (1.24) 3.59 (1.11) 3.76 74. Total from investment operations 2.74 2.98 (1.19) 3.62 (1.13) 3.61 75.Less Distributions 76. From net investment income - (.12) (.01) (.06) - (.02) 77. From net realized gain - (.15) (.68) (.85) (.92) - C 78. Total distributions - (.27) (.69) (.91) (.92) (.02) 79.Net asset value, end of period $ 12.74 $ 15.45 $ 13.57 $ 16.28 $ 14.23 $ 17.82 80.Total returnE,G 27.40% 23.94 (8.16) 28.13 (7.09) 25.40% % % % % 81.Net assets, end of period (000 omitted) $ 10,802 $ 24,33 $ 17,736 $ 23,32 $ 21,701 $ 95,977 1 7 82.Ratio of expenses to average net assetsD 2.02% 2.06 2.05% 2.01 2.00% 2.00% A % % 83.Ratio of expenses to average net assets before expense 4.17% 2.87 2.31% 2.26 2.07% 2.00% reductionsD A % % 84.Ratio of net investment income to average net assets 4.24% .16 .34% .17 (.11) (.66) A % % % % 85.Portfolio turnover rate 401% 152 164% 68 55% 131% A % %
A ANNUALIZED B FOR THE YEARS ENDED OCTOBER 31, 1992, 1991, 1990 AND 1989, NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED USING AVERAGE SHARES OUTSTANDING. C INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. D EFFECTIVE AUGUST 5, 1988, FMR VOLUNTARILY AGREED TO REDUCE THE FUND'S EXPENSES TO THE EXTENT THAT AGGREGATE OPERATING EXPENSES (EXCLUDING INTEREST, TAXES, BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) OF THE FUND WERE IN EXCESS OF AN ANNUAL RATE OF 2.00% OF THE AVERAGE NET ASSETS. E THE TOTAL RETURN WOULD HAVE BEEN LOWER IF THE ADVISER HAD NOT REDUCED EXPENSES OF THE FUND DURING THE PERIODS SHOWN. F FROM NOVEMBER 17, 1987 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1988. G TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. EUROPE
86.Selected Per-Share Data and Ratios 87.Years ended October 31 1986G 1987 1988 1989 1990 1991 1992D 1993 88.Net asset value, beginning of period $ 10.00 $ 9.99 $ 12.09 $ 12.96 $ 15.04 $ 16.28 $ 15.93 $ 15.12 89.Income from Investment Operations 90. Net investment income .01 .08 .12 .25E .46 .43F .27 .25 91. Net realized and unrealized gain (loss) on (.02) 2.03 .75 2.11 .97 (.40) (.57) 3.35 investments 92. Total from investment operations (.01) 2.11 .87 2.36 1.43 .03 (.30) 3.60 93.Less Distributions 94. From net investment income - (.01) - (.24) (.19) (.35) (.48) (.29) 95. From net realized gain - - - (.04)B - (.03) (.03)B - B 96. Total distributions - (.01) - (.28) (.19) (.38) (.51) (.29) 97.Net asset value, end of period $ 9.99 $ 12.09 $ 12.96 $ 15.04 $ 16.28 $ 15.93 $ 15.12 $ 18.43 98.Total returnC,E (.10) 21.13 7.20 18.62% 9.50 .15 (1.89) 24.24 % % % % % % % 99.Net assets, end of period (000 omitted) $ 19,375 $ 131,4 $ 102,0 $ 97,288 $ 389,2 $ 297,8 $ 431,22 $ 528,9 31 29 73 31 3 29 100.Ratio of expenses to average net assets 1.50% 1.91 2.66 1.89% 1.45 1.31 1.22% 1.25 A % % E % % % 101.Ratio of net investment income to average net 2.77% .48 .97 1.67% 2.87 2.83 2.38% 1.44 assets A % % % % % 102.Portfolio turnover rate 9% 241 180 160% 148 80 95% 76 A % % % % %
A ANNUALIZED B INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. C TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND DO NOT INCLUDE THE ONE TIME SALES CHARGE. D AS OF NOVEMBER 1, 1991, THE FUND DISCONTINUED THE USE OF EQUALIZATION ACCOUNTING. E FOR THE PERIOD ENDED OCTOBER 31, 1989, NET INVESTMENT INCOME PER SHARE INCLUDES A REIMBURSEMENT OF $.008 PER SHARE FROM FIDELITY SERVICE CO. FOR ADJUSTMENTS TO PRIOR PERIODS' FEES. IF THIS EXPENSE REDUCTION HAD NOT EXISTED, THE RATIO OF EXPENSES TO AVERAGE NET ASSETS WOULD HAVE BEEN 1.94% AND TOTAL RETURN FOR THE PERIOD WOULD HAVE BEEN LOWER. F INCLUDES $.05 PER SHARE FROM RECOVERY OF FOREIGN TAXES PREVIOUSLY WITHHELD ON DIVIDEND AND INTEREST PAYMENTS. G OCTOBER 1, 1986 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1986. JAPAN
103.Selected Per-Share Data and Ratios 104.Years ended October 31 1992D 1993 105.Net asset value, beginning of period $ 10.00 $ 9.84 106.Income from Investment Operations 107. Net investment income .00 (.09) 108. Net realized and unrealized gain (loss) on investments (.16) 3.60 109. Total from investment operations (.16) 3.51 110.Net asset value, end of period $ 9.84 $ 13.35 111.Total returnC (1.60)% 35.67% B 112.Net assets, end of period (000 omitted) $ 2,953 $ 118,19 5 113.Ratio of expenses to average net assets 2.00%A 1.71% 114.Ratio of expenses to average net assets before expense reductions 3.59%A 1.71% ,B 115.Ratio of net investment income to average net assets .03%A (.77) % 116.Portfolio turnover rate -% 257%
A ANNUALIZED B EXPENSES LIMITED IN ACCORDANCE WITH A STATE EXPENSE LIMITATION. TOTAL RETURN WOULD HAVE BEEN LOWER HAD THE LIMITATION NOT BEEN IN EFFECT. C TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. D FROM SEPTEMBER 15, 1992 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1992. PACIFIC BASIN
117.Selected Per-Share Data and Ratios 118.Years ended October 31 1986F 1987 1988 1989 1990 1991 1992B 1993 119.Net asset value, beginning of period $ 10.00 $ 9.90 $ 12.42 $ 13.99 $ 15.78 $ 12.89 $ 13.15 $ 12.00 120.Income from Investment Operations 121. Net investment income .012 (.11) -D (.027)D .12 .02D .08D .20 122. Net realized and unrealized gain (loss) on (.112) 2.64 1.71 1.927 (2.37) .40 (1.23) 5.39 investments 123. Total from investment operations (.100) 2.53 1.71 1.900 (2.25) .42 (1.15) 5.59 124.Less Distributions 125. From net investment income - (.01) - (.003) (.01) (.16) - (.11) 126. From net realized gain - - (.14) (.107)C (.63) - - - C 127. Total distributions - (.01) (.14) (.110) (.64) (.16) - (.11) 128.Net asset value, end of period $ 9.90 $ 12.42 $ 13.99 $ 15.78 $ 12.89 $ 13.15 $ 12.00 $ 17.48 129.Total returnE,G (1.00)% 25.57% 13.82 13.65% (14.99) 3.37 (8.75) 47.06 % % % % % 130.Net assets, end of period (000 omitted) $ 22,020 $ 159,91 $ 136,0 $ 111,811 $ 86,354 $ 95,05 $ 116,27 $ 493,5 7 60 1 7 33 131.Ratio of expenses to average net assets 1.50%A 2.10% 1.80 1.40% 1.59% 1.88 1.84% 1.59 ,G % % % 132.Ratio of net investment income to average net 3.53%A (.83) .04 (.18) .88% .12 .65% .15 assets % % % % % 133.Portfolio turnover rate -% 324% 228 133% 118% 143 105% 77 % % %
A ANNUALIZED B AS OF NOVEMBER 1, 1991, THE FUND DISCONTINUED THE USE OF EQUALIZATION ACCOUNTING. C INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. D FOR THE YEARS ENDED OCTOBER 31, 1992, 1991, 1989, AND 1988, NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED BASED ON AVERAGE SHARES OUTSTANDING DURING THE PERIOD. E TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND DO NOT INCLUDE THE ONE TIME SALES CHARGE. F FROM OCTOBER 1, 1986 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1986. G EXPENSES LIMITED IN ACCORDANCE WITH A STATE EXPENSE LIMITATION. TOTAL RETURN WOULD HAVE BEEN LOWER HAD THE LIMITATION NOT BEEN IN EFFECT. EMERGING MARKETS
134.Selected Per-Share Data and Ratios 135.Years ended October 31 1991E 1992 1993 136.Net asset value, beginning of period $ 10.00 $ 10.40 $ 11.05 137.Income from Investment Operations 138. Net investment income .12 .08 .06D 139. Net realized and unrealized gain (loss) on investments .30 .76 5.28 140. Total from investment operations .42 .84 5.34 141.Less Distributions 142. From net investment income (.04) (.08) (.08) 143. From net realized gain - (.14) (.15) 144. Total distributions (.04) (.22) (.23) 145.Redemption fees added to paid in capital .02 .03 .02 146.Net asset value, end of period $ 10.40 $ 11.05 $ 16.18 147.Total returnB,C 4.41%C 8.56% 49.58% C 148.Net assets, end of period (000 omitted) $ 6,450 $ 13,732 $ 757,73 7 149.Ratio of expenses to average net assets 2.60%A, 2.60% 1.91% B,C C 150.Ratio of net investment income to average net assets 1.34%A .90% .44% 151.Portfolio turnover rate 45%A 159% 57% A ANNUALIZED B TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND DO NOT INCLUDE THE ONE TIME SALES CHARGE. C EXPENSES LIMITED IN ACCORDANCE WITH A STATE EXPENSE LIMITATION. TOTAL RETURNS WOULD HAVE BEEN LOWER HAD THE LIMITATIONS NOT BEEN IN EFFECT. D FOR THE PERIOD, NET INVESTMENT INCOME PER SHARE WAS CALCULATED USING AVERAGE SHARES OUTSTANDING. E FROM NOVEMBER 1, 1990 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1991.
LATIN AMERICA
152.Selected Per-Share Data and Ratios 153.Years ended October 31 1993C 154.Net asset value, beginning of period $ 10.00 155.Income from Investment Operations 156. Net investment income .03 157. Net realized and unrealized gain (loss) on investments 3.23 158. Total from investment operations 3.26 159.Redemption fees added to paid in capital .02 160.Net asset value, end of period $ 13.28 161.Total returnB 32.80% 162.Net assets, end of period (000 omitted) $ 342,93 4 163.Ratio of expenses to average net assets 1.94% A 164.Ratio of net investment income to average net assets 1.21% A 165.Portfolio turnover rate 72% A
A ANNUALIZED B TOTAL RETURNS FOR PERIODS LESS THAN ONE YEAR ARE NOT ANNUALIZED. C FROM APRIL 19, 1993 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1993. SOUTHEAST ASIA
166.Selected Per-Share Data and Ratios 167.Years ended October 31 1993D 168.Net asset value, beginning of period $ 10.00 169.Income from Investment Operations 170. Net investment income .01 171. Net realized and unrealized gain (loss) on investments 3.22 172. Total from investment operations 3.23 173.Redemption fees added to paid in capital .01 174.Net asset value, end of period $ 13.24 175.Total returnB,C 32.40% 176.Net assets, end of period (000 omitted) $ 499,66 9 177.Ratio of expenses to average net assets 2.00% A 178.Ratio of expenses to average net assets before expense reductions 2.06% A 179.Ratio of net investment income to average net assets .45% A 180.Portfolio turnover rate 14% A A ANNUALIZED B TOTAL RETURNS FOR PERIODS LESS THAN ONE YEAR ARE NOT ANNUALIZED. C THE TOTAL RETURN WOULD HAVE BEEN LOWER HAD THE ADVISER NOT REDUCED CERTAIN EXPENSES DURING THE PERIOD SHOWN. D FROM APRIL 19, 1993 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1993.
PERFORMANCE Mutual fund performance is commonly measured as TOTAL RETURN. The total returns in this section are based on historical fund results and do not reflect the effect of of taxes. An explanation of the terms, and performance measures, appears on page . Each fund's fiscal year runs from November 1 through October 31. The tables below and on page show the funds' performance over past fiscal years compared to two measures: an unmanaged index of related stocks and the Consumer Price Index (CPI). The unmanaged index shows the general performance of stocks in a region; the CPI indicates inflation, or loss of purchasing power if no investment was made. UNDERSTANDING PERFORMANCE Many markets around the globe offer the potential for significant growth over time; however, investing in foreign markets means assuming greater risks than investing in the United States. Factors like changes in a country's financial markets, its local political and economic climate, and the value of its currency create these risks. Because these funds invest in stocks, their performance is also related to foreign stock markets. For these reasons an international fund's performance may be more volatile than that of a fund that invests exclusively in the United States. (checkmark) BROADLY DIVERSIFIED FUNDS
Fiscal years ended October 31 Average Annual Total Return Cumulative Total Return
Past 1 year Past 5 years Life of fund Past 1 year Past 5 years Life of fund DIVERSIFIED INTERNATIONAL FUND N 35.38 % n/a 7.62 %B 35.38 % n/a 14.53 % DIVERSIFIED INTERNATIONAL FUND (LOAD 31.32% n/a 5.86% 31.32% n/a 11.10% ADJ.A)O EAFE Index/GDP-weighted P 36.22 % n/a 13.25% 36.22 % n/a 25.87 % INTERNATIONAL GROWTH & INCOME 32.94 % 10.01 % 9.98% C 32.94 % 61.10 % 91.72 % FUND N INTERNATIONAL GROWTH & INCOME 30.28 % 9.56 % 9.66% 30.28 % 57.88 % 87.89 % FUND (LOAD ADJ.A) EAFE Index 37.46 % 3.76 % 9.06 % 37.46 % 20.28 % 80.95 % OVERSEAS FUND 39.01 % 7.97 % 21.60 % 39.01 % 46.72 % 471.58 D % OVERSEAS FUND (LOAD ADJ.A) 34.84 % 7.31 % 21.18 % 34.84 % 42.32 % 454.44 % EAFE Index 37.46 % 3.76 % 19.43 % 37.46 % 20.28 % 386.79 % WORLDWIDE FUND N 36.10 % n/a 8.84 %E 36.10 % n/a 33.70 % WORLDWIDE FUND (LOAD ADJ.A) 32.02 % n/a 7.88 % 32.02 % n/a 29.69 % World Index 27.01 % n/a 6.48 % 27.01 % n/a 24.02 % Consumer Price Index 2.75 % 3.92 % n/a 2.75 % 21.21 % n/a
REGIONAL/SINGLE COUNTRY FUNDS
Fiscal years ended October 31 Average Annual Total Return Cumulative Total Return
Past 1 year Past 5 years Life of fund Past 1 year Past 5 years Life of fund CANADA FUNDN 25.40 % 11.19% 13.83 % 25.40 % 69.92% 116.48 F % CANADA FUND (LOAD ADJ.A) 21.64 % 10.51% 13.25 % 21.64 % 64.82% 109.98 % TSE 300 Index 23.19 % 6.72 % 10.00 % 23.19 % 38.43 % 76.55 % EUROPE FUND 24.24 % 9.66 % 10.71 % 24.24 % 58.57 % 105.69 G % EUROPE FUND (LOAD ADJ.A) 20.52 % 8.99 % 10.23 % 20.52 % 53.81 % 99.52 % Europe Index 25.67 % 10.75 % 11.29 % 25.67 % 66.60 % 113.55 % JAPAN FUNDN 35.67 % n/a 29.16 % 35.67 % n/a 33.50 % H JAPAN FUND (LOAD ADJ.A)O 31.60% n/a 25.73% 31.60% n/a 29.50% Topix Index 46.06 % n/a 31.57% 46.06% n/a 36.31% PACIFIC BASIN FUND 47.06 % 6.03 % 9.45 %I 47.06 % 34.03 % 89.64 % PACIFIC BASIN FUND (LOAD ADJ.A) 42.65 % 5.39 % 8.98 % 42.65 % 30.00 % 83.95 % Pacific Index 48.75 % -.36 % 7.91 % 48.75 % -1.81 % 71.54 % Consumer Price Index 2.75% 3.92% n/a 2.75% 21.21% n/a
EMERGING MARKET FUNDS
Fiscal years ended October 31 Average Annual Total Return Cumulative Total Return
Past 1 year Past 5 years Life of fund Past 1 year Past 5 years Life of fund EMERGING MARKETS FUNDN 49.58 % n/a 19.22 % 49.58% n/a 69.55 % J EMERGING MARKETS FUND (LOAD ADJ.A) 45.09 % n/a 18.02 % 45.09 % n/a 64.46 % Emerging Markets Index 44.97 % n/a 35.91 % 44.97 % n/a 151.28 % LATIN AMERICA FUNDN n/a n/a 69.60 % n/a n/a 32.80 % K,M LATIN AMERICA FUND (LOAD ADJ.A)O n/a n/a 60.25% n/a n/a 28.82% M Latin America Index n/a n/a 47.35% n/a n/a 23.14 % SOUTHEAST ASIA FUNDN n/a n/a 68.65 % n/a n/a 32.40 % L,M SOUTHEAST ASIA FUND (LOAD ADJ.A)O n/a n/a 59.35% n/a n/a 28.43% M Far East Ex-Japan Free Index n/a n/a 93.12 % n/a n/a 42.39 % Consumer Price Index 2.75% 3.92% n/a 2.75% 21.21% n/a
A LOAD-ADJUSTED RETURNS INCLUDE THE EFFECT OF PAYING A FUND'S SALES CHARGE B FROM DECEMBER 27, 1991 C FROM DECEMBER 31, 1986 D FROM DECEMBER 4, 1984 E FROM MAY 30, 1990 F FROM NOVEMBER 17, 1987 G FROM OCTOBER 1, 1986 H FROM SEPTEMBER 15, 1992 I FROM OCTOBER 1, 1986 J FROM NOVEMBER 1, 1990 K FROM APRIL 19, 19 93 L FROM APRIL 19, 1993 M ANNUALIZED N THE FUND'S SALES CHARGE HAS BEEN WAIVED THROUGH MAY 31, 1994. O THE FUND'S 3% SALES CHARGE HAS BEEN WAIVED SINCE ITS INCEPTION. P THE GDP-WEIGHTED VERSION IS AN APPROXIMATE REPRESENTATION OF EACH COUNTRY'S SHARE OF THE VALUE OF GOODS AND SERVICES PRODUCED BY ALL THE COUNTRIES IN THE INDEX. THE FUND HAS CHOSEN TO COMPARE ITS PERFORMANCE TO THE GDP-WEIGHTED VERSION BECAUSE IT MORE ACCURATELY REPRESENTS EACH COUNTRY'S RELATIVE PRODUCTION. The following charts show the funds' performance over past calendar years compared to groupings of funds with similar objectives. The competitive funds averages are defined on page . Comparisons for Canada, Europe Capital Appreciation, Latin America, and Southeast Asia Funds are not included because the competitive average does not represent Canada Fund's objective and the other funds have not completed one full calendar year of operations. DIVERSIFIED INTERNATIONAL FUND
Calendar years 199 2 199 3 DIVERSIFIED INTERNATIONAL FUND -13.8 36.67 1 % % Lipper International Funds Average -4.77 39.40 % %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 0.0 Row: 2, Col: 2, Value: 0.0 Row: 3, Col: 1, Value: 0.0 Row: 3, Col: 2, Value: 0.0 Row: 4, Col: 1, Value: 0.0 Row: 4, Col: 2, Value: 0.0 Row: 5, Col: 1, Value: 0.0 Row: 5, Col: 2, Value: 0.0 Row: 6, Col: 1, Value: 0.0 Row: 6, Col: 2, Value: 0.0 Row: 7, Col: 1, Value: 0.0 Row: 7, Col: 2, Value: 0.0 Row: 8, Col: 1, Value: 0.0 Row: 8, Col: 2, Value: 0.0 Row: 9, Col: 1, Value: 0.0 Row: 9, Col: 2, Value: 0.0 Row: 10, Col: 1, Value: -13.81 Row: 10, Col: 2, Value: -4.77 Row: 11, Col: 1, Value: 36.67 Row: 11, Col: 2, Value: 39.4 % DIVERSIFIED INTERNATIONAL FUND Lipper International Funds Average % % % % INTERNATIONAL GROWTH & INCOME FUND
Calendar years 1987 1988 1989 1990 1991 1992 1993 INTERNATIONAL GROWTH & INCOME 8.33% 11.56 19.12 -3.23 8.04% -3.34 35.08 FUND % % % % % Lipper International Funds Average 7.89 % 16.24 21.75 -11.7 12.76 -4.77 39.40 % % 4 % % % %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 0.0 Row: 2, Col: 2, Value: 0.0 Row: 3, Col: 1, Value: 0.0 Row: 3, Col: 2, Value: 0.0 Row: 4, Col: 1, Value: 8.33 Row: 4, Col: 2, Value: 7.89 Row: 5, Col: 1, Value: 11.56 Row: 5, Col: 2, Value: 16.24 Row: 6, Col: 1, Value: 19.12 Row: 6, Col: 2, Value: 21.75 Row: 7, Col: 1, Value: -3.23 Row: 7, Col: 2, Value: -11.74 Row: 8, Col: 1, Value: 8.039999999999999 Row: 8, Col: 2, Value: 12.76 Row: 9, Col: 1, Value: -3.34 Row: 9, Col: 2, Value: -4.77 Row: 10, Col: 1, Value: 35.08 Row: 10, Col: 2, Value: 39.4 % INTERNATIONAL GROWTH & INCOME FUND Lipper International Funds Average % % % % OVERSEAS FUND
Calendar years 1985 1986 1987 1988 1989 1990 1991 1992 1993 OVERSEAS FUND 78.67 69.25 18.37 8.26% 16.93 -6.60 8.61% -11.4 40.05 % % % % % 6% % Lipper International Funds Average 45.03% 47.03 7.89 % 16.24 21.75 -11.7 12.76 -4.77 39.40 % % % 4 % % % %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 78.66999999999999 Row: 2, Col: 2, Value: 45.03 Row: 3, Col: 1, Value: 69.25 Row: 3, Col: 2, Value: 47.03 Row: 4, Col: 1, Value: 18.37 Row: 4, Col: 2, Value: 7.89 Row: 5, Col: 1, Value: 8.26 Row: 5, Col: 2, Value: 16.24 Row: 6, Col: 1, Value: 16.93 Row: 6, Col: 2, Value: 21.75 Row: 7, Col: 1, Value: -6.6 Row: 7, Col: 2, Value: -11.74 Row: 8, Col: 1, Value: 8.609999999999999 Row: 8, Col: 2, Value: 12.76 Row: 9, Col: 1, Value: -11.46 Row: 9, Col: 2, Value: -4.77 Row: 10, Col: 1, Value: 40.05 Row: 10, Col: 2, Value: 39.4 % OVERSEAS FUND Lipper International Funds Average % % % % % WORLDWIDE FUND
Calendar years 1991 1992 1993 WORLDWIDE FUND 7.88 6.21 36.55 % % % Lipper Global Funds Average 18.44 .01% 31.04 % %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 0.0 Row: 2, Col: 2, Value: 0.0 Row: 3, Col: 1, Value: 0.0 Row: 3, Col: 2, Value: 0.0 Row: 4, Col: 1, Value: 0.0 Row: 4, Col: 2, Value: 0.0 Row: 5, Col: 1, Value: 0.0 Row: 5, Col: 2, Value: 0.0 Row: 6, Col: 1, Value: 0.0 Row: 6, Col: 2, Value: 0.0 Row: 7, Col: 1, Value: 0.0 Row: 7, Col: 2, Value: 0.0 Row: 8, Col: 1, Value: 7.88 Row: 8, Col: 2, Value: 18.44 Row: 9, Col: 1, Value: 6.21 Row: 9, Col: 2, Value: 0.01 Row: 10, Col: 1, Value: 36.55 Row: 10, Col: 2, Value: 31.04 % WORLDWIDE FUND Lipper Global Funds Average % % % % EUROPE FUND
Calendar years 1987 1988 1989 1990 1991 1992 1993 EUROPE FUND 14.90 5.84% 32.33 -4.59 4.16% -2.52 27.16 % % % % % Lipper European Region Funds 17.12 7.23 % 25.22 -3.51 6.60 % -7.93 25.76 Average % % % % %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 0.0 Row: 2, Col: 2, Value: 0.0 Row: 3, Col: 1, Value: 0.0 Row: 3, Col: 2, Value: 0.0 Row: 4, Col: 1, Value: 14.9 Row: 4, Col: 2, Value: 17.12 Row: 5, Col: 1, Value: 5.84 Row: 5, Col: 2, Value: 7.23 Row: 6, Col: 1, Value: 32.33 Row: 6, Col: 2, Value: 25.22 Row: 7, Col: 1, Value: -4.59 Row: 7, Col: 2, Value: -3.51 Row: 8, Col: 1, Value: 4.159999999999999 Row: 8, Col: 2, Value: 6.6 Row: 9, Col: 1, Value: -2.52 Row: 9, Col: 2, Value: -7.930000000000001 Row: 10, Col: 1, Value: 27.16 Row: 10, Col: 2, Value: 25.76 % EUROPE FUND Lipper European Region Funds Average % % % % JAPAN FUND
Calendar years 1993 JAPAN FUND 20.45 % Lipper Japanese Funds Average 22.94 %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 0.0 Row: 2, Col: 2, Value: 0.0 Row: 3, Col: 1, Value: 0.0 Row: 3, Col: 2, Value: 0.0 Row: 4, Col: 1, Value: 0.0 Row: 4, Col: 2, Value: 0.0 Row: 5, Col: 1, Value: 0.0 Row: 5, Col: 2, Value: 0.0 Row: 6, Col: 1, Value: 0.0 Row: 6, Col: 2, Value: 0.0 Row: 7, Col: 1, Value: 0.0 Row: 7, Col: 2, Value: 0.0 Row: 8, Col: 1, Value: 0.0 Row: 8, Col: 2, Value: 0.0 Row: 9, Col: 1, Value: 0.0 Row: 9, Col: 2, Value: 0.0 Row: 10, Col: 1, Value: 20.45 Row: 10, Col: 2, Value: 22.94 % JAPAN FUND Lipper Japanese Funds Average % % % % PACIFIC BASIN FUND
Calendar years 1987 1988 1989 1990 1991 1992 1993 PACIFIC BASIN FUND 24.99 10.45 11.44 -27.2 12.54 -7.62 63.91 % % % 1% % % % Lipper Pacific Region Funds Average 17.54 21.34 24.47 -16.0 17.04 1.14 % 63.81 % % % 5 % % %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 0.0 Row: 2, Col: 2, Value: 0.0 Row: 3, Col: 1, Value: 0.0 Row: 3, Col: 2, Value: 0.0 Row: 4, Col: 1, Value: 24.99 Row: 4, Col: 2, Value: 17.54 Row: 5, Col: 1, Value: 10.45 Row: 5, Col: 2, Value: 21.34 Row: 6, Col: 1, Value: 11.44 Row: 6, Col: 2, Value: 24.47 Row: 7, Col: 1, Value: -27.21 Row: 7, Col: 2, Value: -16.05 Row: 8, Col: 1, Value: 12.54 Row: 8, Col: 2, Value: 17.04 Row: 9, Col: 1, Value: -7.619999999999999 Row: 9, Col: 2, Value: 1.14 Row: 10, Col: 1, Value: 63.91 Row: 10, Col: 2, Value: 63.81 % % PACIFIC BASIN FUND Lipper Pacific Region Funds Average % % % % % % EMERGING MARKETS FUND
Calendar years 1991 1992 1993 EMERGING MARKETS FUND 6.76% 5.85% 81.76 % Lipper International Funds Average 12.76 -4.77 39.40 % % %
Row: 1, Col: 1, Value: 0.0 Row: 1, Col: 2, Value: 0.0 Row: 2, Col: 1, Value: 0.0 Row: 2, Col: 2, Value: 0.0 Row: 3, Col: 1, Value: 0.0 Row: 3, Col: 2, Value: 0.0 Row: 4, Col: 1, Value: 0.0 Row: 4, Col: 2, Value: 0.0 Row: 5, Col: 1, Value: 0.0 Row: 5, Col: 2, Value: 0.0 Row: 6, Col: 1, Value: 0.0 Row: 6, Col: 2, Value: 0.0 Row: 7, Col: 1, Value: 0.0 Row: 7, Col: 2, Value: 0.0 Row: 8, Col: 1, Value: 6.76 Row: 8, Col: 2, Value: 12.76 Row: 9, Col: 1, Value: 5.85 Row: 9, Col: 2, Value: -4.77 Row: 10, Col: 1, Value: 81.76000000000001 Row: 10, Col: 2, Value: 39.4 % % EMERGING MARKETS FUND Lipper International Funds Average % % % % % % % EXPLANATION OF TERMS TOTAL RETURN is the change in value of an investment in a fund over a given period, assuming reinvestment of any dividends and capital gains. A CUMULATIVE TOTAL RETURN reflects actual performance over a stated period of time. An AVERAGE ANNUAL TOTAL RETURN is a hypothetical rate of return that, if achieved annually, would have produced the same cumulative total return if performance had been constant over the entire period. Average annual total returns smooth out variations in performance; they are not the same as actual year-by-year results. Average annual total returns covering periods of less than one year assume that performance will remain constant for the rest of the year. COMPARATIVE MARKET INDEXES used on pages 1 4 and 1 5 reflect the performance of stocks in applicable regions. Each index is translated into U.S. dollars and includes reinvestment of dividends. BROADLY DIVERSIFIED INDEXES: (bullet) The EAFE Index, also known as the Morgan Stanley Capital International Europe, Australia, Far East, is an unmanaged index of over 1,000 foreign stock prices. (bullet) The World Index, also known as the Morgan Stanley Capital International World Index, is an unmanaged index of over 1,400 foreign stock prices. REGIONAL/SINGLE COUNTRY INDEXES: (bullet) The TSE 300 Index, also known as the Toronto Stock Exchange Composite 300 Index, is an unmanaged index of 300 stocks traded on the Toronto Stock Exchange. (bullet) The Europe Index, also known as the Morgan Stanley Capital International Europe Index, is an unmanaged index of over 600 companies representing twelve European countries. (bullet) The TOPIX Index, also known as the Tokyo Stock Price Index, includes over 1,200 companies representing over 90% of the total market capitalization in Japan. (bullet) The Pacific Index, also known as the Morgan Stanley Capital International Pacific Index, is an unmanaged index of over 400 companies from Australia, Hong Kong, Japan, and Singapore/Malaysia. EMERGING MARKET INDEXES: (bullet) The Emerging Markets Index, also known as the Morgan Stanley Capital International Emerging Markets Free Index, is an unmanaged index of over 560 foreign stock prices. (bullet) The Latin America Index, also known as the Morgan Stanley Capital International Latin America Free Index, is an unmanaged index of over 130 foreign stock prices. (bullet) The Southeast Asia Index, also known as the Morgan Stanley Capital International Combined Far East ex-Japan Free Index , is an unmanaged index of over 380 foreign stock prices. THE CONSUMER PRICE INDEX is a widely recognized measure of inflation , calculated by the U.S. government. YIELD, if quoted, refers to the income generated by an investment in a fund over a given period of time, expressed as an annual percentage rate. Yields are calculated according to a standard that is required for all stock and bond funds. Because this differs from other accounting methods, the quoted yield may not equal the income actually paid to shareholders. This difference may be significant for funds whose investments are denominated in foreign currencies. COMPETITIVE FUNDS AVERAGES used on pages through reflect the performance of funds with similar objectives. Each average is published by Lipper Analytical Services and assumes reinvestment of distributions. BROADLY DIVERSIFIED AVERAGES: (bullet) Diversified International Fund, International Growth & Income Fund, Overseas Fund, and Emerging Markets Fund are compared to the Lipper International Funds average, which reflects the performance of over 161 international funds. (bullet) Worldwide Fund is compared to the Lipper Global Funds average, which reflects the performance of over 89 global funds. REGIONAL/SINGLE COUNTRY AVERAGES: (bullet) Europe Fund is compared to the Lipper European Region Funds average, which reflects the performance of over 89 funds investing in Europe. (bullet) Japan Fund is compared to the Lipper Japanese Funds average, which reflects the performance of 7 funds investing in Japan. (bullet) Pacific Basin Fund is compared to the Lipper Pacific Region Funds average, which reflects the performance of over 37 funds investing in the Pacific region. Other illustrations of fund performance may show moving averages over specific periods. The funds' recent strategies, performance, and holdings are detailed twice a year in f inancial reports, which are sent to all shareholders. For current performance or a free annual report, call 1-800-544-8888. TOTAL RETURNS ARE BASED ON PAST RESULTS AND ARE NOT AN INDICATION OF FUTURE PERFORMANCE. <r>THE FUNDS IN DETAIL</r> CHARTER EACH FUND IS A MUTUAL FUND: an investment that pool s shareholders' money and invest s it toward a specified goal. In technical terms, each fund is a diversified fund of Fidelity Investment Trust, an open-end, management investment company. The trust was organized as a Massachusetts business trust on April 20, 1984. EACH FUND IS GOVERNED BY A BOARD OF TRUSTEES, which is responsible for protecting the interests of shareholders. The trustees are experienced executives who meet throughout the year to oversee a fund's activities, review contractual arrangements with companies that provide services to a fund, and review performance. The majority of trustees are not otherwise affiliated with Fidelity. EACH FUND MAY HOLD SPECIAL MEETINGS AND MAIL PROXY MATERIALS. These meetings may be called to elect or remove trustees, change fundamental policies, approve a management contract, or for other purposes. Shareholders not attending these meetings are encouraged to vote by proxy. Fidelity will mail proxy materials in advance, including a voting card and information about the proposals to be voted on. You are entitled to one vote for each share you own. FMR AND ITS AFFILIATES The funds are managed by FMR, which handles their business affairs and, with the assistance of foreign affiliates, chooses the funds' investments. Greg Fraser is manager of Diversified International, which he has managed since 1991. Previously, he managed Select Defense and Aerospace, and Select Environmental Services. Mr. Fraser joined Fidelity in 1988 as an equity analyst . Rick Mace is manager of International Growth & Income, which he has managed since January 1994. Previously, he managed Select Transportation. He joined Fidelity in 1988 as an analyst. John R. Hickling is a manager and vice president of Fidelity Overseas, which he has managed since January 1993; and is manager of Japan, which he has managed since May 1993. Mr. Hickling also manages Advisor Overseas and VIP Overseas. Previously, he managed Emerging Markets, Europe, International Opportunities, and Pacific Basin. Mr. Hickling joined Fidelity in 1982. FIDELITY FACTS Fidelity offers the broadest selection of mutual funds in the world. (bullet) Number of Fidelity mutual funds: over 200 (bullet) Assets in Fidelity mutual funds: over $200 billion (bullet) Number of shareholder accounts: over 14 million (bullet) Number of investment analysts and portfolio managers: over 200 (checkmark) Penelope Dobkin is manager and vice president of Worldwide, which she has managed since its inception in May 1990. Previously, Ms. Dobkin managed Europe, United Kingdom, and Select Financial Services. She also served as the research analyst for the banking and savings and loans industries, real estate investment trusts, and finance companies. Ms. Dobkin joined Fidelity in 1980. George Domolky is vice president and manager of Canada, which he has managed since November 1987. Mr. Domolky also manages several funds for Fidelity Investments Canada Limited . Previously, he managed Select Food and Agriculture and assisted on Magellan. Mr. Domolky joined Fidelity in 1981. Sally Walden is vice president and manager of Europe, which she has managed since July 1992. Ms. Walden also serves as investment director for Fidelity Investment Services Ltd. and Fidelity Pensions Management Ltd. In addition, she manages European Opportunities and U.K. Growth Trust, a number of Canadian retail products, as well as institutional money for various international investors. Ms. Walden joined Fidelity in 1984. Kevin McCarey is manager of Europe Capital Appreciation, which he has managed since December 1993. Previously, Mr. McCarey managed Advisor Overseas and served as an equity analyst in both the London and Boston offices. He joined Fidelity in 1985 . Simon Fraser is manager and vice president of Pacific Basin, which he has managed since May 1993. Mr. Fraser also manages several funds for United Kingdom, European and Asian investors including Growth, Japan OTC & Regional Markets and Japan Smaller Companies Trust. He joined Fidelity in 1981 as an investment analyst. Richard Hazlewood is manager of Emerging Markets, w h i c h he has managed since July 1993. Previuosly, he assisted on Low-Priced Stock and Contrafund, and served as a U.S. equities analyst. He joined Fidelity Investments Japan Ltd. in March 1991 as an analyst specializing in Japanese equities. Before that, he was a director of research at Sassoon Ltd. in Tokyo. Patricia Satterthwaite is vice president and manager of Latin America, which she has managed since April 1993. Ms. Satterthwaite also manages Latin America Capital, a closed-end fund. Previously, she managed Pacific Basin and served as an analyst following the U.S., Mexico, Brazil, and Far East markets. Ms. Satterthwaite joined Fidelity in 1986. Allan Liu is manager of Southeast Asia, which he has managed since April 1993. Previously, he was an analyst and manager for Fidelity Investments Management Ltd. in Hong Kong. Mr. Liu joined Fidelity in 1987 . Affiliates assist FMR with foreign securities for the funds: Fidelity Management & Research (U.K.) Inc. (FMR U.K.), Fidelity Management & Research (Far East) Inc. (FMR Far East), Fidelity International Investment Advisors (FIIA), and Fidelity Investments Japan Ltd. (FIJ). FIIA, in turn, has entered into sub-advisory agreements with its wholly owned subsidiaries Fidelity International Investment Advisors (U.K.) Limited (FIIAL U.K.). FDC distributes and markets Fidelity's funds and services. Fidelity Service Co. (FSC) performs transfer agent servicing functions for the funds . FMR Corp., or Fidelity International Limited (FIL), is the parent company of these organizations. Through ownership of voting common stock, Edward C. Johnson 3d, (President and a trustee of the trust), Johnson family members, and various trusts for the benefit of Johnson family form a controlling group with respect to FMR Corp. This group also owns, directly or indirectly, more than 25% of the voting common stock of FIL. A broker-dealer may use a portion of the commissions paid by the fund to reduce a fund's custodian or transfer agent fees. FMR may use its broker-dealer affiliates and other firms that sell fund shares to carry out the fund's transactions, provided, that each fund receives services and commission rates comparable to those of other broker-dealers. INVESTMENT PRINCIPLES AND RISKS The funds may invest in all types of issuers, including companies and other business organizations as well as governments and government agencies. The funds have the flexibility to invest in any type of instrument. However, they tend to focus on the equity securities of large and small companies. The stocks of small companies often involve more risk than those of larger companies. The funds may invest in short-term debt securities and money market instruments for cash management purposes. Investing in foreign securities typically involves more risk than investing in the U.S. market. The performance of international funds is sensitive to economic and political conditions outside the U.S. General economic and political factors in the various world markets can also impact the value of your investment. Because many of the funds' investments are denominated in foreign currencies, changes in the value of foreign currencies can significantly affect a fund's share price. Currencies have different yield, risk, and return characteristics, and FMR may use a variety of techniques to increase or decrease a fund's exposure to any currency. Each fund will spread investment risk by limiting its holdings in any one company or industry. FMR may use various techniques to hedge a fund's risks, but there is no guarantee that these strategies will work as FMR intends. When you sell your shares, they may be worth more or less than what you paid for them. FMR determines where an issuer or its principal business are located by looking at such factors as its country of organization, the primary trading market for its securities, and the location of its assets personnel, sales, and earnings. When allocating the funds' investments among countries and regions, FMR considers such factors as the potential for economic growth, expected levels of inflation, governmental policies, and the outlook for currency relationships. FMR normally invests a fund's assets according to its investment strategy. When FMR considers it appropriate for defensive purposes , however, it may temporarily invest substantially in money market instruments, U.S. government securities, and high-quality debt obligations of U.S. issuers. BROADLY DIVERSIFIED FUNDS These funds increase diversification by spreading investments among different countries and geographic regions. These funds invest in securities of both developed and emerging markets. DIVERSIFIED INTERNATIONAL FUND seeks capital growth by investing primarily in equity securities of companies located anywhere outside the U.S. The fund normally invests in equity securities of companies from at least three countries outside of the U.S. The fund expects to invest most of its assets in equity securities, but may also invest in debt securities of any quality. The fund invests in stocks that FMR determines are undervalued compared to industry norms within their countries. Using a highly disciplined approach to help identify these instruments and focusing on companies with market capitalizations of $100 million or more, FMR hopes to generate more capital growth than that of the EAFE Index. The disciplined approach involves computer-aided, quantitative analysis supported by fundamental research. FMR's computer model systematically reviews thousands of stocks, using historical earnings, dividend yield, earnings per share, and many other factors. Then, potential investments are analyzed further using fundamental criteria, such as the company's growth potential and estimates of current earnings. INTERNATIONAL GROWTH & INCOME FUND seeks capital growth and current income by investing principally in foreign securities. FMR normally invests at least 65% of the fund's total assets in securities of issuers whose principal activities are outside of the U.S. FMR normally invests a majority of the fund's assets in equity securities, selected generally for growth potential. In pursuit of income, FMR normally invests at least 25% of the fund's total assets in debt securities of any quality and in repurchase agreements. The fund may invest in equity and debt securities of U.S. issuers. FMR expects that the fund will normally invest in at least six different countries, although it may invest all of its assets in a single country. OVERSEAS FUND seeks long-term growth of capital by investing primarily in securities of issuers whose principal activities are outside of the U.S. FMR normally invests at least 65% of the fund's total assets in securities of issuers from at least three different countries outside of North America (the U.S., Canada, Mexico, and Central America). The fund expects to invest a majority of its assets in equity securities , but may also invest in debt securities of any quality . WORLDWIDE FUND seeks growth of capital by investing in securities issued anywhere in the world . The fund will normally invest in at least three different countries, one of which will be the U.S. The fund expects its equity investments to include established companies as well as newer or smaller capitalization companies. The fund expects to invest a majority of its assets in equity securities, but may also invest in debt securities of any quality. REGIONAL/SINGLE COUNTRY FUNDS These funds offer investors the ability to concentrate an investment in a particular region or country that they believe to offer strong long-term growth potential. The region in which each fund focuses is the fund's "focal region." Each fund's performance is closely tied to economic and political conditions within its focal region. The funds may invest in all types of issuers that have their principal activities within their focal regions. The funds focus on equity securities, but may also invest in debt securities of any quality. CANADA FUND seeks growth of capital over the long term by investing in securities of issuers that have their principal activities in Canada or are registered in Canadian markets. FMR normally invests at least 65% of the fund's total assets in these securities. FMR expects that most of the fund's investments will be Canadian securities listed on the Toronto Stock Exchange, but it may also invest in U.S. securities. Canadian securities are sensitive to conditions within Canada, but also tend to track the U.S. market. The country's economy relies strongly on the production and processing of natural resources. Also, the government has attempted to reduce restrictions against foreign investment, and its recent trade agreements with the U.S. and Mexico are expected to increase trade. EUROPE FUND seeks growth of capital over the long term by investing in securities of issuers that have their principal activities in Western Europe. FMR normally invests at least 65% of the fund's total assets in these securities. Western European countries include Austria, Belgium, Denmark, Germany, Finland, France, Greece, Ireland, Italy, Luxembourg, the Netherlands, Norway, Portugal, Spain, Sweden, Switzerland, and the United Kingdom. The fund may also invest in Eastern Europe. FMR expects that the fund will normally invest in at least three different countries, although it may invest all of its assets in a single country. The fund's performance is closely tied to economic and political conditions within Europe. Some European countries, particularly those in Eastern Europe, have less stable economies. Most of Europe remains in a recession. The passing of the Maastricht Treaty, the movement of many Eastern European countries toward market economies, and the movement toward a unified common market may significantly effect European economies and markets. Eastern European countries are considered emerging markets. EUROPE CAPITAL APPRECIATION FUND seeks capital appreciation over the long term by investing in securities of issuers that have their principal activities in E astern and W estern Europe. In addition to Western European countries listed above, European countries also include Belarus, Bosnia, Bulgaria, Croatia, the Czech Republic, Estonia, Hungary, Latvia, Lithuania, Poland, Russia, Slovenia, and Turkey. These countries are considered emerging markets. FMR normally invests at least 65% of the fund's total assets in these securities. The fund's investments are subject to the same risks as Europe Fund. JAPAN FUND seeks long term growth of capital by investing in securities of Japanese issuers . FMR normally invests at least 65% of the fund's total assets in these securities, but the fund may also invest in other Southeast Asian securities. Japan is a major force in the global economy. The country is heavily dependent upon international trade, so its economy is especially sensitive to trade barriers. Japan's economy is in a recession and , its stock market has declined in the last several years. PACIFIC BASIN FUND seeks growth of capital over the long term by investing in securities of issuers that have their principal activities in the Pacific Basin. FMR normally invests at least 65% of the fund's total assets in these securities , but may also invest in other Asian countries . The Pacific Basin includes Australia, Hong Kong, Indonesia, Japan, Korea, Malaysia, New Zealand, the People's Republic of China, the Philippines, Singapore, Taiwan, and Thailand. FMR expects that the fund will normally invest in at least three different countries, although it may invest all of its assets in a single country. Countries in the Pacific Basin are in various stages of economic development - some are considered emerging markets - but each has unique risks. Most countries in the Pacific Basin are heavily dependent on international trade. Some have prosperous economies, but are sensitive to world commodity prices. Others are especially vulnerable to recession in other countries. Some countries in the Pacific Basin have experienced rapid growth, although many suffer with obsolete financial systems, economic problems, or archaic legal systems. In addition, many are experiencing political and social uncertainties. Japan's economy is in a recession and its market has declined in recent years. The return o f Hong Kong to Chinese dominion will affect the entire Pacific Basin. EMERGING MARKET FUNDS These funds are designed for aggressive investors interested in the investment opportunities offered by securities in emerging markets. While FMR believes that these investments present the possibility for significant growth over the long term, they also entail significant risks. Many investments in emerging markets can be considered speculative, and their prices can be much more volatile than in the more developed nations of the world. This difference reflects the greater uncertainties of investing in less established markets and economies. EMERGING MARKETS FUND seeks capital appreciation aggressively by investing in emerging markets. In pursuit of its goal, the fund emphasizes countries with relatively low gross national product per capita compared to the world's major economies, and with the potential for rapid economic growth. FMR normally invests at least 65% of the fund's total assets in securities of emerging markets issuers. Countries with emerging markets include those that have an emerging stock market as defined by the International Finance Corporation, those with low- to middle-income economies according to the World Bank, and those listed in World Bank publications as developing. FMR expects that the fund will normally invest in at least six different countries, although it may invest all of its assets in a single country. The fund focuses on equity securities, but may also invest in other types of instruments, including debt securities of any quality. LATIN AMERICA FUND seeks high total investment return, which is the combination of income and changes in value. FMR normally invests at least 65% of the fund's total assets in securities of Latin American issuers . Latin America includes Argentina, Brazil, Chile, Colombia, Ecuador, Mexico , Peru, Panama, and Venezuela. In pursuit of its goal, the fund tends to focus on equity securities, but may invest in any combination of equity and debt securities of any quality. Although there has been significant improvement in some Latin American economies, others continue to struggle with high interest and inflation rates. Recovery will depend on economic conditions in other countries and on world commodity prices. This region is vulnerable to political instability. The North American Free Trade Agreement will also have a significant impact on the region. SOUTHEAST ASIA FUND seeks capital appreciation by investing in securities of Southeast Asian issuers . FMR normally invests at least 65% of the fund's total assets in these securities , but may also invest in other Asian and South Pacific securities . Southeast Asia includes Hong Kong, Indonesia, Korea, Malaysia, the Philippines, the People's Republic of China, Singapore, Taiwan, and Thailand, but the fund does not anticipate investing in Japan. In pursuit of its goal, the fund focuses on equity securities, but it may also invest in other types of instruments, including debt securities of any quality. Countries in Southeast Asia are in various stages of economic development - some are considered emerging markets - but each has its own risks. Most countries in Southeast Asia are heavily dependent on international trade. Some have prosperous economies, but are sensitive to world commodity prices. Others are especially vulnerable to recession in other countries. Some countries in Southeast Asia have experienced rapid growth, although many suffer with obsolete financial systems, economic problems, or archaic legal systems. Most Southeast Asian countries are heavily dependent upon international trade, and many are experiencing political and social uncertainties. In addition, the return of Hong Kong to Chinese dominion will affect the entire Southeast Asian region. SECURITIES AND INVESTMENT PRACTICES The following pages contain more detailed information about types of instruments in which the funds may invest, and strategies FMR may employ in pursuit of the funds' investment objectives. A summary of risks and restrictions associated with these instrument types and investment practices is included as well. Policies and limitations are considered at the time of purchase; the sale of instruments is not required in the event of a subsequent change in circumstances. FMR may not buy all of these instruments or use all of these techniques to the full extent permitted unless it believes that doing so will help the funds achieve their goals. As a shareholder, you will receive financial reports every six months detailing fund holdings and describing recent investment activities. EQUITY SECURITIES may include common stocks, preferred stocks, convertible securities, and warrants. Common stocks, the most familiar type, represent an equity (ownership) interest in a corporation. This ownership interest often gives a fund the right to vote on measures affecting the company's organization and operations. Although common stocks have a history of long-term growth in value, their prices tend to fluctuate in the short term, particularly those of smaller companies. RESTRICTIONS: With respect to 75% of total assets, a fund may not own more than 10% of the outstanding voting securities of a single issuer. FOREIGN SECURITIES and foreign currencies may involve additional risks. These include currency fluctuations, risks relating to political or economic conditions in the foreign country, and the potentially less stringent investor protection and disclosure standards of foreign markets. In addition to the political and economic factors that can affect foreign securities, a governmental issuer may be unwilling to repay principal and interest when due and may require that the conditions for payment be renegotiated. These factors could make foreign investments, especially those in developing countries, more volatile. DEBT SECURITIES. Bonds and other debt instruments are used by issuers to borrow money from investors. The issuer pays the investor a fixed or variable rate of interest, and must repay the amount borrowed at maturity. Some debt securities, such as zero coupon bonds, do not pay current interest, but are purchased at a discount from their face values. Debt securities have varying degrees of quality and varying levels of sensitivity to changes in interest rates. Longer-term bonds are generally more sensitive to interest rate cha n ges than short-term bonds. Lower-quality debt securities ( sometimes called "junk bonds") are often considered to be speculative and involve greater risk of default or price changes due to changes in the issuer's creditworthiness. The market prices of these securities may fluctuate more than higher-quality securities and may decline significantly in periods of general economic difficulty. The tables on page provides a summary of ratings assigned to debt holdings (not including money market instruments) in each fund's portfolio. These figures are dollar-weighted averages of month-end portfolio holdings during fiscal 1993, and are presented as a percentage of total investments. These percentages are historical and do not necessarily indicate the fund's current or future debt holdings. RESTRICTIONS: A fund does not currently intend to invest more than 35% of its assets in lower-quality debt securities (those rated below Baa by Moody's or BBB by S&P, and unrated securities judged by FMR to be of equivalent quality) . DIRECT DEBT. Loans and other direct debt instruments are interests in amounts owed to another party by a company, government, or other borrower. They have additional risks beyond conventional debt securities because they may entail less legal protection for a fund, or there may be a requirement that a fund supply additional cash to a borrower on demand. ADJUSTING INVESTMENT EXPOSURE. A fund can use various techniques to increase or decrease its exposure to changing security prices, interest rates, currency exchange rates, commodity prices, or other factors that affect security values. These techniques may involve derivative transactions such as buying and selling options and futures contracts, entering into currency exchange contracts or swap agreements, purchasing indexed securities, and selling securities short. FMR can use these practices to adjust the risk and return characteristics of a fund's portfolio of investments. If FMR judges market conditions incorrectly or employs a strategy that does not correlate well with the fund's investments, these techniques could result in a loss, regardless of whether the intent was to reduce risk or increase return. These techniques may increase the volatility of the fund and may involve a small investment of cash relative to the magnitude of the risk assumed. In addition, these techniques could result in a loss if the counterparty to the transaction does not perform as promised. REPURCHASE AGREEMENTS. In a repurchase agreement, a fund buys a security at one price and simultaneously agrees to sell it back at a higher price. Delays or losses could result if the other party to the agreement defaults or becomes insolvent. FOREIGN REPURCHASE AGREEMENTS may be less well secured than U.S. repurchase agreements, and may be denominated in foreign currencies. They may involve greater risk of loss if the counterparty defaults. Some counterparties in these transactions may be less creditworthy than those in U.S. markets. ILLIQUID AND RESTRICTED SECURITIES. Some investments may be determined by FMR, under the supervision of the Board of Trustees, to be illiquid, which means that they may be difficult to sell promptly at an acceptable price. The sale of other securities may be subject to legal restrictions. Difficulty in selling securities may result in a loss or may be costly to a fund. RESTRICTIONS: A fund may not purchase a security if, as a result, more than 15% of its assets would be invested in illiquid securities. OTHER INSTRUMENTS may include rights and securities of closed-end investment companies. DIVERSIFICATION. Diversifying a fund's investment portfolio can reduce the risks of investing. This may include limiting the amount of money invested in any one issuer or, on a broader scale, in any one industry. RESTRICTIONS: With respect to 75% of total assets, a fund may not invest more than 5% of its total assets in any one issuer. A fund may not invest more than 25% of its total assets in any one industry. These limitations do not apply to U.S. government securities. For International Growth & Income Fund, the last restriction also does not apply to securities issued by foreign governments and supranational organizations. FISCAL 1994 DEBT HOLDINGS, BY S&P RATING E S&P Diversified International Emerging Latin South east Rating International Growth & Income Overseas Worldwide Canada Europe Japan Pacific Basin Markets Ameri ca Asia INVESTMENT GRADE Highest quality AAA High quality AA 0% 4.0% 0.30% 2.1% 0% 0% 4.0% 0% 0% 0% 0% Upper-medium grade A Medium grade BBB 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% LOWER QUALITY Moderately speculative BB 0% 0% 0% 0% 0% 0% 0% 0% 0.3% 1.4% 0% Speculative B 0% 0% 0% 0.5% 0% 0% 0% 0% 0% 0.2% 0% Highly speculative CCC 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Poor quality CC,C 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Lowest quality, no interest D In default, in arrears -- 0% 4.0% 0.30% 2.6% 0% 0% 4.0% 0% 0.3% 1.6% 0% FISCAL 1994 DEBT HOLDINGS, BY MOODY'S RATING MOODY'S Diversified International Emerging Latin South east Rating International Growth & Income Overseas Worldwide Canada Europe Japan Pacific Basin Markets Ameri ca Asia INVESTMENT GRADE Highest quality Aaa High quality Aa 0% 3.4% 0.30% 1.1% 0% 0% 4.0% 0% 0% 0% 0% Upper-medium grade A Medium grade Baa 0% 0% 0% 0% 0% 0% 0% 0% 0.2% 0.2% 0% LOWER QUALITY Moderately speculative Ba 0% 0.4% 0% 0% 0% 0% 0% 0% 0.3% 4.3% 0% Speculative B 0% 0% 0.45% 0.4% 0% 0% 0% 0% 0.9% 10.8% 0% Highly speculative Caa 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Poor quality Ca 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Lowest quality, no interest C In default, in arrears -- 0% 3.8% 0.75% 1.5% 0% 0% 4.0% 0% 1.4% 15.3% 0% A FOR SOME FOREIGN GOVERNMENT OBLIGATIONS, FMR HAS ASSIGNED THE RATINGS OF THE SOVEREIGN CREDIT OF THE ISSUING GOVERNMENT. THE DOLLAR-WEIGHTED AVERAGE OF DEBT SECURITIES NOT RATED DIRECTLY OR INDIRECTLY BY MOODY'S OR S&P ARE OUTLINED IN THE CHART ON PAGE 26. THIS MAY INCLUDE SECURITIES RATED BY OTHER NATIONALLY RECOGNIZED RATING SERVICES, AS WELL AS UNRATED SECURITIES. UNRATED SECURITIES ARE NOT NECESSARILY LOWER-QUALITY SECURITIES. REFER TO THE FUND'S STATEMENT OF ADDITIONAL INFORMATION FOR A MORE COMPLETE DISCUSSION OF THESE RATINGS. BORROWING. A fund may borrow from banks or from other funds advised by FMR, or through reverse repurchase agreements. If a fund borrows money, its share price may be subject to greater fluctuation until the borrowing is paid off. If the fund makes additional investments while borrowings are outstanding, this may be considered a form of leverage. RESTRICTIONS: A fund may borrow only for temporary or emergency purposes, but not in an amount exceeding 33% of its total assets. LENDING. Lending securities to broker-dealers and institutions, including FBSI, an affiliate of FMR, is a means of earning income. This practice could result in a loss or a delay in recovering a fund's securities. A fund may also lend money to other funds advised by FMR. RESTRICTIONS: Loans, in the aggregate, may not exceed 33% of a fund's total assets.
Debt Holdings Not Rated Directly or Indirectly by Moody's or S&P Dollar Weighted Average % Diversified International 0. 0 % International Growth & Income 0.7% Overseas 0.0% Worldwide 5.8% Canada 0.0% Europe 0.0% Japan 1.1% Pacific Basin 2.2% Emerging Markets 1.1% Latin America 22.0% Southeast Asia 1.6%
FUNDAMENTAL INVESTMENT POLICIES AND RESTRICTIONS Some of the policies and restrictions discussed on the preceding pages are fundamental, that is, subject to change only by shareholder approval. The following paragraphs restate all those that are fundamental. All policies stated throughout this prospectus, other than those identified in the following paragraphs, can be changed without shareholder approval. DIVERSIFIED INTERNATIONAL FUND seeks capital growth by investing primarily in equity securities of companies located anywhere outside the U.S. INTERNATIONAL GROWTH & INCOME FUND seeks capital growth and current income, consistent with reasonable investment risk, by investing principally in foreign securities. Under normal conditions, the fund will have at least 25% of its total assets invested in debt securities. OVERSEAS FUND seeks long-term growth of capital primarily through investments in foreign securities. The fund defines foreign securities as securities of issuers whose principal activities are located outside of the U.S. Normally, at least 65% of the fund's total assets will be invested in securities of issuers from at least three different countries outside of North America. When market conditions warrant, FMR can make substantial temporary defensive investments in U.S. government obligations or investment-grade debt obligations of companies incorporated in and having principal business activities in the U.S. WORLDWIDE FUND seeks growth of capital by investing in securities issued anywhere in the world. CANADA FUND seeks growth of capital over the long term through investments in securities of issuers that have their principal activities in Canada or are registered in Canadian markets. EUROPE FUND seeks growth of capital over the long term through investments in securities of issuers that have their principal activities in Western Europe. Normally, at least 65% of the fund's total assets will be invested in such securities. In determining whether an issuer's principal activities are in Western Europe, FMR will look at such factors as the location of its assets, personnel, sales, and earnings. When allocating investments among geographic regions and individual countries, FMR will consider various criteria, such as the relative economic growth potential of the various economies and securities markets, expected levels of inflation, government policies influencing business conditions, and the outlook for currency relationships. When market conditions warrant, FMR can make substantial temporary defensive investments in U.S. government obligations or investment-grade debt obligations of companies incorporated in and having principal business activities in the U.S. EUROPE CAPITAL APPRECIATION FUND seeks long-term capital appreciation. JAPAN FUND seeks long-term growth of capital. PACIFIC BASIN FUND seeks growth of capital over the long term through investments in securities of issuers that have their principal activities in the Pacific Basin. Normally, at least 65% of the fund's total assets will be invested in such securities. In determining whether an issuer's principal activities are in the Pacific Basin, FMR will look at such factors as the location of its assets, personnel, sales, and earnings. When allocating investments among geographic regions and individual countries, FMR will consider various criteria, such as the relative economic growth potential of the various economies and securities markets, expected levels of inflation, government policies influencing business conditions, and the outlook for currency relationships. When market conditions warrant, FMR can make substantial temporary defensive investments in U.S. government obligations or investment-grade debt obligations of companies incorporated in, and having principal business activities in, the U.S. EMERGING MARKETS FUND seeks capital appreciation. LATIN AMERICA FUND seeks high total investment return. SOUTHEAST ASIA FUND seeks capital appreciation. EACH FUND, with respect to 75% of total assets, may not invest more than 5% of total assets in any one issuer, and may not own more than 10% of the outstanding voting securities of a single issuer. Each fund may not invest more than 25% of its total assets in any one industry. Each fund may borrow only for temporary or emergency purposes, but not in an amount exceeding 33% of its total assets. Loans, in the aggregate, may not exceed 33% of total assets. BREAKDOWN OF EXPENSES Like all mutual funds, the funds pay expenses related to their daily operations. Expenses paid out of a fund's assets are reflected in its share price or dividends; they are neither billed directly to shareholders nor deducted from shareholder accounts. Each fund pays a MANAGEMENT FEE to FMR for managing its investments and business affairs. FMR in turn pays fees to affiliates who provide assistance with these services . Each fund also pays OTHER EXPENSES, which are explained on page . FMR may, from time to time, agree to reimburse the funds for management fees and other expenses above a specified limit. FMR retains the ability to be repaid by a fund if expenses fall below the specified limit prior to the end of the fiscal year. Reimbursement arrangements, which may be terminated at any time without notice, decrease a fund's expenses and boost its performance. MANAGEMENT FEE INTERNATIONAL GROWTH & INCOME FUND, WORLDWIDE FUND, EMERGING MARKETS FUND, AND LATIN AMERICA FUND. The management fee is calculated and paid to FMR every month. The fee for each fund is calculated by adding a group fee rate to an individual fund fee rate, and multiplying the result by the respective fund's average net assets. The group fee rate is based on the average net assets of all the mutual funds advised by FMR. This rate cannot rise above .52%, and it drops as total assets under management increase. For October 1993, the group fee rate was .33 %. The individual fund fee rate is .45% for the funds. The total management fee for fiscal 1993 was .77% for International Growth & Income, Emerging Markets and Latin America Fund (annualized) . The total management fee for fiscal 1993 for Worldwide Fund was .78%. The management fee rate for the funds is higher than that of most domestic mutual funds, but not necessarily higher than those of the typical international fund. DIVERSIFIED INTERNATIONAL FUND, OVERSEAS FUND, CANADA FUND, EUROPE FUND, EUROPE CAPITAL APPRECIATION FUND, JAPAN FUND, PACIFIC BASIN FUND, AND SOUTHEAST ASIA FUND. The management fee is calculated and paid to FMR every month. The amount of the fee is determined by taking a BASIC FEE and then applying a PERFORMANCE ADJUSTMENT. The performance adjustment either increases or decreases the management fee, depending on how well the fund has performed relative to its benchmark index. However, for Europe Capital Appreciation and Southeast Asia the performance adjustment will not take effect until December 1994 and April 1994, respectively. Management = Basic +/- Performance Fee Fee Adjustment THE BASIC FEE RATE (calculated monthly) is calculated by adding a group fee rate to an individual fund fee rate, and multiplying the result by the fund's average net assets. The group fee rate is based on the average net assets of all the mutual funds advised by FMR. This rate cannot rise above .52%, and it drops as total assets under management increase. For October 1993, the group fee rate was .33 %. The individual fund fee rate is .45%. The basic fee for fiscal 1993 was .76% for Diversified International Fund, .78% for Overseas Fund, and .77% for Canada Fund, Europe Fund, Japan Fund, Pacific Basin Fund, and Southeast Asia Fund (annualized). FUND BENCHMARK Diversified International EAFE Index/GDP Weighted Overseas EAFE Index/Cap Weighted Canada TSE 300 Index Europe Europe Index Europe Capital Appreciation Europe Index Japan TOPIX Index Pacific Basin Pacific Index Southeast Asia Combined Far East ex-Japan Free Index THE PERFORMANCE ADJUSTMENT RATE is calculated monthly by comparing the fund's performance to that of its benchmark Index over the most recent 36-month period. The difference is translated into a dollar amount that is added to or subtracted from the basic fee. The maximum annualized performance adjustment rate is + .20%. The total management fee for the funds for fiscal 1993 is outlined in the chart below. The management fee rate for the funds is higher than that of most domestic mutual funds, but not necessarily higher than those of the typical international fund. Fund Managem ent fee Diversified International . 73 % Overseas .77 % Canada .86 % Europe .64 % Japan .77 % Pacific Basin .80 % Southeas t Asia .77 % A A ANNUALIZED FMR HAS SUB-ADVISORY AGREEMENTS with four affiliates: FMR U.K., FMR Far East, FIJ and FIIA. FIIA in turn has a sub-advisory agreement with FIIAL U.K. FMR U.K. focuses on companies based in Europe. FMR Far East focus es on companies based in Asia and the Pacific Basin. FIJ focuses on companies based in Japan and elsewhere around the world. FIIA focuses on companies based in Hong Kong, Australia, New Zealand, and Southeast Asia (other than Japan). FIIAL U.K. focuses on companies based in the United Kingdom and Europe. The sub-advisers are compensated for providing investment research and advice. FMR pays FMR U.K. and FMR Far East fees equal to 110% and 105%, respectively, of the costs of providing these services. FMR pays FIJ and FIIA 30% of its management fee associated with investments for which FIJ and FIIA provided investment advice. FIIA pays FIIAL U.K. a fee equal to 110% of these costs of providing these services. The sub-advisers may also provide investment management services . In return, FMR pays FMR U.K., FMR Far East, FIJ and FIIA 50% of its management fee rate, with respect to a fund's investments that the sub-adviser manages on a discretionary basis. FIIA pays FIIAL U.K. a fee equal to 110% of the costs of providing these services. ABOTHER EXPENSES While the management fee is a significant component of the funds' annual operating costs, the funds have other expenses as well. The funds contract with FSC to perform many transaction and accounting functions. These services include processing shareholder transactions, valuing the funds' investments, and handling securities loans. In fiscal 1993 the funds paid FSC the fees outlined in the following chart: Fee to Fund FSC Diversified International .07 % International Growth & Income .05 % Overseas .05 % Worldwide .06 % Canada .08 % Europe .06 % Japan .08 % Pacific Basin .06 % Emerging Markets .07 % Latin America .07 % Southeast Asia .07 % The funds also pay other expenses, such as legal, audit, and custodian fees; proxy solicitation costs; and the compensation of trustees who are not affiliated with Fidelity. For fiscal 1993, the portfolio turnover rates for the funds having a full fiscal year of performance are outlined in the table below. These rates vary from year to year. High turnover rates increase transaction costs, and may increase taxable capital gains. Of course, FMR considers these effects when evaluating the anticipated benefits of short-term investing. Fund Turnover % Diversified International 56 % International Growth & Income 24 % Overseas 64 % Worldwide 57 % Canada 131 % Europe 76 % Japan 257 % Pacific Basin 77 % Emerging Markets 57 % Latin America 72 %A Southeast Asia 14 %A A ANNUALIZED. <r>YOUR ACCOUNT</r> DOING BUSINESS WITH FIDELITY Fidelity Investments was established in 1946 to manage one of America's first mutual funds. Today, Fidelity is the largest mutual fund company in the country, and is known as an innovative provider of high-quality financial services to individuals and institutions. In addition to its mutual fund business, the company operates one of America's leading discount brokerage firms, Fidelity Brokerage Services, Inc. (FBSI). Fidelity is also a leader in providing tax-sheltered retirement plans for individuals investing on their own or through their employer. Fidelity is committed to providing investors with practical information to make investment decisions. Based in Boston, Fidelity provides customers with complete service 24 hours a day, 365 days a year, through a network of telephone service centers around the country. To reach Fidelity for general information, call these numbers: (bullet) For mutual funds, 1-800-544-8888 (bullet) For brokerage, 1-800-544-7272 If you would prefer to speak with a representative in person, Fidelity has over 70 walk-in Investor Centers across the country. TYPES OF ACCOUNTS You may set up an account directly in the funds or, if you own or intend to purchase individual securities as part of your total investment portfolio, you may consider investing in a fund through a Fidelity brokerage account. If you are investing through FBSI or another financial institution or investment professional, refer to its program materials for any special provisions regarding your investment in a fund. The different ways to set up (register) your account with Fidelity are listed at right. The account guidelines that follow may not apply to certain retirement accounts. If your employer offers a fund through a retirement program, contact your employer for more information. Otherwise, call Fidelity directly. WAYS TO SET UP YOUR ACCOUNT INDIVIDUAL OR JOINT TENANT FOR YOUR GENERAL INVESTMENT NEEDS Individual accounts are owned by one person. Joint accounts can have two or more owners (tenants). RETIREMENT TO SHELTER YOUR RETIREMENT SAVINGS FROM TAXES Retirement plans allow individuals to shelter investment income and capital gains from current taxes. In addition, contributions to these accounts may be tax deductible. Retirement accounts require special applications and typically have lower minimums. INDIVIDUAL RETIREMENT ACCOUNTS (IRAS) allow anyone of legal age and under 70 with earned income to save up to $2,000 per tax year. Individuals can also invest in a spouses's IRA if the spouse has earned income of less than $250. ROLLOVER IRAS retain special tax advantages for certain distributions from employer-sponsored retirement plans. KEOGH OR CORPORATE PROFIT SHARING AND MONEY PURCHASE PENSION PLANS allow self-employed individuals or small business owners (and their employees) to make tax deductible contributions for themselves and any eligible employees up to $30,000 per year. SIMPLIFIED EMPLOYEE PENSION PLANS (SEP-IRAS) provide small business owners or those with self-employed income (and their eligible employees) with many of the same advantages as a Keogh, but with fewer administrative requirements. 403(B) CUSTODIAL ACCOUNTS are available to employees of most tax-exempt institutions, including schools, hospitals, and other charitable organizations. 401(K) PROGRAMS allow employees of corporations of all sizes to contribute a percentage of their wages on a tax-deferred basis. These accounts need to be established by the trustee of the plan. GIFTS OR TRANSFERS TO A MINOR (UGMA, UTMA) TO INVEST FOR A CHILD'S EDUCATION OR OTHER FUTURE NEEDS These custodial accounts provide a way to give money to a child and obtain tax benefits. An individual can give up to $10,000 a year per child without paying federal gift tax. Depending on state laws, you can set up a custodial account under the Uniform Gifts to Minors Act (UGMA) or the Uniform Transfers to Minors Act (UTMA). TRUST FOR MONEY BEING INVESTED BY A TRUST The trust must be established before an account can be opened. BUSINESS OR ORGANIZATION FOR INVESTMENT NEEDS OF CORPORATIONS, ASSOCIATIONS, PARTNERSHIPS, INSTITUTIONS, OR OTHER GROUPS Requires a special application. HOW TO BUY SHARES Shares are purchased at the next share price calculated after your investment is received and accepted. Share price is normally calculated at 4 p.m. Eastern time. IF YOU ARE NEW TO FIDELITY, complete and sign an account application and mail it along with your check. You may also open your account in person or by wire as described at right. If there is no application accompanying this prospectus, call 1-800-544-8888. IF YOU ALREADY HAVE MONEY INVESTED IN A FIDELITY FUND, you can: (bullet) Mail in an application with a check, or (bullet) Open your account by exchanging from another Fidelity fund. IF YOU ARE INVESTING THROUGH A TAX-SHELTERED RETIREMENT PLAN, such as an IRA, for the first time, you will need a specially marked application. Retirement investing also involves its own investment procedures. Call 1-800-544-8888 for more information and a retirement application. If you buy shares by check or Fidelity Money Line(Registered trademark) , and then sell those shares by any method other than by exchange to another Fidelity fund, the payment may be delayed for up to seven business days to ensure that your previous investment has cleared. SHARE PRICE Once each business day, two share prices are calculated for each fund: the offering price and the net asset value (NAV). The offering price includes the sales charge, if any, which you pay when you buy shares, unless you qualify for a deduction or waiver as described on page s 35 and 36 . When you buy shares at the offering price, Fidelity deducts the amount of any sales charge and invests the rest at the NAV. MINIMUM INVESTMENTS TO OPEN AN ACCOUNT $2,500 For Fidelity retirement accounts $500 TO ADD TO AN ACCOUNT $250 For Fidelity retirement accounts $250 Through automatic investment plans $100 MINIMUM BALANCE $1,000 For Fidelity retirement accounts $500 Key Information (phone_graphic) (Phone 1-800-544-7777 (bullet) To open an account, exchange from another Fidelity fund account with the same registration, including name, address, and taxpayer ID number. (bullet) To add to an account, exchange from another Fidelity fund account with the same registration, including name, address, and taxpayer ID number. You can also use Fidelity Money Line to transfer from your bank account. Call before your first use to verify that this service is in place on your account. Maximum Money Line: $50,000. (mail_graphic) Mail (bullet) To open an account, complete and sign the application. Make your check payable to the complete name of the fund of your choice. Mail to the address indicated on the application. (bullet) To add to an account, make your check payable to the complete name of the fund. Indicate your fund account number on your check. Mail to the address printed on your account statement. (hand_graphic) In Person (bullet) To open an account, bring your application and check to a Fidelity Investor Center. Call 1-800-544-9797 for the center nearest you. (bullet) To add to an account, bring your check to a Fidelity Investor Center. Call 1-800-544-9797 for the center nearest you. (wire_graphic) Wire Not available for retirement accounts. (bullet) To open an account, call 1-800-544-7777 to set up your account and to arrange a wire transaction. Wire within 24 hours to the wire address below. Specify the complete name of the fund and include your new account number and your name. (bullet) To add to an account, wire to the wire address below. Specify the complete name of the fund and include your account number and your name. (bullet) Wire address: Bankers Trust Company, Bank Routing #021001033, Account # 00163053. (automatic_graphic) Automatically New accounts cannot be opened with these services. (bullet) Use Fidelity Automatic Account Builder or Direct Deposit to automatically purchase more shares. Sign up for these services when opening your account, or call 1-800-544-6666. (bullet) Use Directed Dividends or Fidelity Automatic Exchange Service to automatically send money from one Fidelity fund into another. Call 1-800-544-6666 for instructions. (tdd_graphic) TDD - Service for the Deaf and Hearing#Impaired: 1-800-544-0118 HOW TO SELL SHARES You can arrange to take money out of your fund account at any time by selling (redeeming) some or all of your shares. Your shares will be sold at the next share price calculated after your order is received and accepted. Share price is normally calculated at 4 p.m. Eastern time. TO SELL SHARES IN A NON-RETIREMENT ACCOUNT, you may use any of the methods described on this page. TO SELL SHARES IN A FIDELITY RETIREMENT ACCOUNT, your request must be made in writing, except for exchanges to other Fidelity funds, which can be requested by phone or in writing. Call 1-800-544-6666 for a retirement distribution form. IF YOU ARE SELLING SOME BUT NOT ALL OF YOUR SHARES, leave at least $1,000 worth of shares in the account to keep it open ($500 for retirement accounts). TO SELL SHARES BY BANK WIRE OR FIDELITY MONEY LINE, you will need to sign up for these services in advance. CERTAIN REQUESTS MUST INCLUDE A SIGNATURE GUARANTEE. It is designed to protect you and Fidelity from fraud. Your request must be made in writing and include a signature guarantee if any of the following situations apply: (bullet) You wish to redeem more than $100,000 worth of shares, (bullet) Your account registration has changed within the last 30 days, (bullet) The check is not being mailed to the address on your account (record address), (bullet) The check is not being made out to the account owner, or (bullet) The redemption proceeds are being transferred to a Fidelity account with a different registration. You should be able to obtain a signature guarantee from a bank, broker (including Fidelity Investor Centers), dealer, credit union (if authorized under state law), securities exchange or association, clearing agency, or savings association. A notary public cannot provide a signature guarantee. SELLING SHARES IN WRITING Write a "letter of instruction" with: (bullet) Your name (bullet) The fund's name, (bullet) Your fund account number, (bullet) The dollar amount or number of shares to be redeemed, and (bullet) Any other applicable requirements listed in the table at right. Unless otherwise instructed, Fidelity will send a check to the record address. Deliver your letter to a Fidelity Investor Center, or mail it to: Fidelity Investments P.O. Box 660602 Dallas, TX 75266-0602 FEES AND KEY INFORMATION IF YOU SELL SHARES OF EMERGING MARKETS, LATIN AMERICA, AND SOUTHEAST ASIA FUNDS AFTER HOLDING THEM LESS THAN 90 DAYS, THE FUND WILL DEDUCT A REDEMPTION FEE EQUAL TO 1.50 OF THE VALUE OF THOSE SHARES.
PHONE 1-800-544-7777 ALL ACCOUNT TYPES EXCEPT RETIREMENT (bullet) Maximum check request: $100,000. (bullet) For Money Line transfers to your bank account; minimum: $10 ; maximum: $100,000. ALL ACCOUNT TYPES (bullet) You may exchange to other Fidelity funds if both accounts are registered with the same name(s), address, and taxpayer ID number. MAIL OR IN PERSON INDIVIDUAL, JOINT TENANTS, SOLE PROPRIETORSHIPS, UGMA, UTMA (bullet) The letter of instruction must be signed by all persons required to sign for transactions, exactly as their names appear on the account. RETIREMENT ACCOUNTS (bullet) The account owner should complete a retirement distribution form. Call 1-800-544-6666 to request one. TRUSTS (bullet) The trustee must sign the letter indicating capacity as trustee. If the trustee's name is not in the account registration, provide a copy of the trust document certified within the last 60 days. BUSINESSES OR ORGANIZATIONS (bullet) At least one person authorized by corporate resolution to act on the account must sign the letter. (bullet) Include a corporate resolution with corporate seal or a signature guarantee. EXECUTORS, ADMINISTRATORS, CONSERVATORS, GUARDIANS (bullet) Call 1-800-544-6666 for instructions. WIRE ALL ACCOUNT TYPES EXCEPT RETIREMENT (bullet) You must sign up for the wire feature before using it. To verify that it is in place, call 1-800-544-6666. Minimum wire: $5,000. (bullet) Your wire redemption request must be received by Fidelity before 4 p.m. Eastern time for money to be wired on the next business day.
(TDD_GRAPHIC) TDD - SERVICE FOR THE DEAF AND HEARING-IMPAIRED: 1-800-544-0118 INVESTOR SERVICES Fidelity provides a variety of services to help you manage your account. INFORMATION SERVICES FIDELITY'S TELEPHONE REPRESENTATIVES are available 24 hours a day, 365 days a year. Whenever you call, you can speak with someone equipped to provide the information or service you need. STATEMENTS AND REPORTS that Fidelity sends to you include the following: (bullet) Confirmation statements (after every transaction, except reinvestments, that affects your account balance or your account registration) (bullet) Account statements (quarterly) (bullet) Fund reports (every six months) To reduce expenses, only one copy of most financial reports will be mailed to your household, even if you have more than one account in a fund. Call 1-800-544-6666 if you need copies of financial reports or historical account information. TRANSACTION SERVICES EXCHANGE PRIVILEGE. You may sell your fund shares and buy shares of other Fidelity funds by telephone or in writing . The shares you exchange will carry credit for any sales charge you previously paid in connection with their purchase. Note that exchanges out of funds are limited to four per calendar year and that they may have tax consequences for you. For complete policies and restrictions governing exchanges, including circumstances under which a shareholder's exchange privilege may be suspended or revoked, see page . SYSTEMATIC WITHDRAWAL PLANS let you set up monthly or quarterly redemptions from your account. Because a sales charge may apply to your purchase, you may not want to set up a systematic withdrawal plan during a period when you are buying shares on a regular basis. FIDELITY MONEY LINE(Registered trademark) enables you to transfer money by phone between your bank account and your fund account. Most transfers are complete within three business days of your call. REGULAR INVESTMENT PLANS One easy way to pursue your financial goals is to invest money regularly. Fidelity offers convenient services that let you transfer money into your fund account, or between fund accounts, automatically. While regular investment plans do not guarantee a profit and will not protect you against loss in a declining market, they can be an excellent way to invest for retirement, a home, educational expenses, and other long-term financial goals. Certain restrictions apply for retirement accounts. Call 1-800-544-6666 for more information. REGULAR INVESTOR PLANS FIDELITY AUTOMATIC ACCOUNT BUILDER SM TO MOVE MONEY FROM YOUR BANK ACCOUNT TO A FIDELITY FUND MINIMUM FREQUENCY SETTING UP OR CHANGING $100 Monthly or (bullet) For a new account, quarterly complete the appropriate section on the fund application. (bullet) For existing accounts, call 1-800-544-6666 for an application. (bullet) To change the amount or frequency of your investment, call 1-800- 544-6666 at least three business days prior to your next scheduled investment date. DIRECT DEPOSIT TO SEND ALL OR A PORTION OF YOUR PAYCHECK OR GOVERNMENT CHECK TO A FIDELITY FUNDA MINIMUM FREQUENCY SETTING UP OR CHANGING $100 Every pay (bullet) Check the period appropriate box on the fund application, or call 1-800-544-6666 for an authorization form. (bullet) Changes require a new authorization form. FIDELITY AUTOMATIC EXCHANGE SERVICE TO MOVE MONEY FROM A FIDELITY MONEY MARKET FUND TO ANOTHER FIDELITY FUND MINIMUM FREQUENCY SETTING UP OR CHANGING $100 Monthly, (bullet) To establish, call bimonthly, 1-800-544-6666 quarterly, or after both accounts annually are opened . (bullet) To c hange the amount or frequency of your investment, call 1-800-544-6666 . A BECAUSE THEIR SHARE PRICES FLUCTUATE, THESE FUNDS MAY NOT BE APPROPRIATE CHOICES FOR DIRECT DEPOSIT OF YOUR ENTIRE CHECK. <r>SHAREHOLDER AND ACCOUNT POLICIES</r> DIVIDENDS, CAPITAL GAINS, AND TAXES Each fund distributes substantially all of its net investment income and capital gains to shareholders each year . N ormally , dividends and capital gains are distributed in December. DISTRIBUTION OPTIONS When you open an account, specify on your application how you want to receive your distributions. If the option you prefer is not listed on the application, call 1-800-544-6666 for instructions. Each fund offers four options: 1. REINVESTMENT OPTION. Your dividend and capital gain distributions will be automatically reinvested in additional shares of the fund. If you do not indicate a choice on your application, you will be assigned this option. 2. INCOME-EARNED OPTION. Your capital gain distributions will be automatically reinvested, but you will be sent a check for each dividend distribution. 3. CASH OPTION. You will be sent a check for each dividend and capital gain distribution. 4. DIRECTED DIVIDENDS(Registered trademark) OPTION. Your dividend and capital gain distributions will be automatically invested in another identically registered Fidelity fund. FOR RETIREMENT ACCOUNTS, all distributions are automatically reinvested. When you are over 59 years old, you can receive distributions in cash. When a fund deducts a distribution from its NAV , the reinvestment price is the fund's NAV at the close of business that day. Cash distribution checks will be mailed within seven days. TAXES As with any investment, you should consider how your investment in the fund will be taxed. If your account is not a tax-deferred retirement account, you should be aware of the following tax implications: TAXES ON DISTRIBUTIONS. Distributions are subject to federal income tax, and may also be subject to state or local taxes. If you live outside the United States, your distributions could also be taxed by the country in which you reside. Your distributions are taxable when they are paid, whether you take them in cash or reinvest them in additional shares. However, distributions declared in December and paid in January are taxable as if they were paid on December 31. For federal tax purposes, each fund's income and short-term capital gain distributions are taxed as dividends; long-term capital gain distributions are taxed as long-term capital gains. Every January, Fidelity will send you and the IRS a statement showing the taxable distributions paid to you in the previous year. TAXES ON TRANSACTIONS. Your redemptions - including exchanges to other Fidelity funds - are subject to capital gains tax. A capital gain or loss is the difference between the cost of your shares and the price you receive when you sell them. Whenever you sell shares of a fund, Fidelity will send you a confirmation statement showing how many shares you sold and at what price. You will also receive a consolidated transaction statement every January. However, it is up to you or your tax preparer to determine whether this sale resulted in a capital gain and, if so, the amount of tax to be paid. Be sure to keep your regular account statements; the information they contain will be essential in calculating the amount of your capital gains. "BUYING A DIVIDEND." If you buy shares just before a fund deducts a distribution from its NAV , you will pay the full price for the shares and then receive a portion of the price back as a taxable distribution. UNDERSTANDING DISTRIBUTIONS As a fund shareholder, you are entitled to your share of the fund's net income and gains on its investments. The fund passes these earnings along to its investors as DISTRIBUTIONS. Each fund earns dividends from stocks and interest from bond, money market and other investments. These are passed along as DIVIDEND DISTRIBUTIONS. A fund realizes capital gains whenever it sells securities for a higher price than it paid for them. These are passed along as CAPITAL GAIN DISTRIBUTIONS. (checkmark) EFFECT OF FOREIGN TAXES. A fund sometimes pays withholding or other taxes to foreign governments during the year. These taxes reduce the fund's dividends, but are included in the taxable income reported on your tax statement. You may be able to claim an offsetting tax credit or itemized deduction for foreign taxes paid by the fund. Your tax statement will generally show the amount of foreign tax for which a credit or deduction may be available. CURRENCY CONSIDERATIONS. If a fund's dividends exceed its taxable income in any year, which is sometimes the result of currency-related losses, all or a portion of the fund's dividends may be treated as a return of capital to shareholders for tax purposes. To minimize the risk of a return of capital, a fund may adjust its dividends to take currency fluctuations into account, which may cause the dividends to vary. Any return of capital will reduce the cost basis of your shares, which will result in a higher reported capital gain or a lower reported capital loss when you sell your shares. The statement you receive in January will specify if any distributions included a return of capital. There are some tax requirements that all funds must follow in order to avoid federal taxation. In its effort to adhere to these requirements, a fund may have to limit its investment activity in some types of instruments. TRANSACTION DETAILS THE FUNDS ARE OPEN FOR BUSINESS each day the New York Stock Exchange (NYSE) is open. Fidelity normally calculates each fund's NAV and offering price at the close of business of the NYSE, usually 4 p.m. Eastern time. EACH FUND'S NAV is the value of a single share. The NAV is computed by adding the value of the fund's investments, cash, and other assets, subtracting its liabilities, and then dividing the result by the number of shares outstanding. Each fund's assets are valued primarily on the basis of market quotations or, if quotations are not readily available, by a method that the Board of Trustees believes accurately reflects fair value. Foreign securities are valued on the basis of quotations from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. EACH FUND'S OFFERING PRICE (price to buy one share)is the fund's NAV plus a sales charge. The sales charge is 3% of the offering price, or 3.09% of the net amount invested for the funds with the exception of International Growth & Income. International Growth & Income's sales charge is 2% of the offering price or 2.04% of the offering price. The REDEMPTION PRICE (price to sell one share) is the fund's NAV. WHEN YOU SIGN YOUR ACCOUNT APPLICATION, you will be asked to certify that your Social Security or taxpayer identification number is correct and that you are not subject to 31% backup withholding for failing to report income to the IRS. If you violate IRS regulations, the IRS can require a fund to withhold 31% of your taxable distributions and redemptions. YOU MAY INITIATE MANY TRANSACTIONS BY TELEPHONE. Note that Fidelity will not be responsible for any losses resulting from unauthorized transactions if it follows reasonable procedures designed to verify the identi t y of the caller. Fidelity will request personalized security codes or other information, and may also record calls. You should verify the accuracy of your confirmation statements immediately after you receive them. If you do not want the ability to redeem and exchange by telephone, call Fidelity for instructions. IF YOU ARE UNABLE TO REACH FIDELITY BY PHONE (for example, during periods of unusual market activity), consider placing your order by mail or by visiting a Fidelity Investor Center. EACH FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING OF SHARES for a period of time. Each fund also reserves the right to reject any specific purchase order, including certain purchases by exchange. See "Exchange Restrictions" on page . Purchase orders may be refused if, in FMR's opinion, they are of a size that would disrupt management of a fund. WHEN YOU PLACE AN ORDER TO BUY SHARES, your order will be processed at the next offering price calculated after your order is received and accepted. Note the following: (bullet) All of your purchases must be made in U.S. dollars and checks must be drawn on U.S. banks. (bullet) Fidelity does not accept cash. (bullet) When making a purchase with more than one check, each check must have a value of at least $50. (bullet) Each fund reserves the right to limit the number of checks processed at one time. (bullet) If your check does not clear, your purchase will be cancelled and you could be liable for any losses or fees a fund or its transfer agent has incurred. TO AVOID THE COLLECTION PERIOD associated with check and Money Line purchases, consider buying shares by bank wire, U.S. Postal money order, U.S. Treasury check, Federal Reserve check, or d irect d eposit instead. YOU MAY BUY OR SELL SHARES OF THE FUNDS (AT THE OFFERING PRICE) OR SELL THEM THROUGH A BROKER, who may charge you a fee for this service. If you invest through a broker or other institution, read its program materials for any additional service features or fees that may apply. CERTAIN FINANCIAL INSTITUTIONS that have entered into sales agreements with Fidelity Distributors Corporation (FDC) may enter confirmed purchase orders on behalf of customers by phone, with payment to follow no later than the time when a fund is priced on the following business day. If payment is not received by that time, the financial institution could be held liable for resulting fees or losses. WHEN YOU PLACE AN ORDER TO SELL SHARES, your shares will be sold at the next NAV calculated after your request is received and accepted. Note the following: (bullet) Normally, redemption proceeds will be mailed to you on the next business day, but if making immediate payment could adversely affect a fund, it may take up to seven days to pay you. (bullet) Fidelity Money Line redemptions generally will be credited to your bank account on the second or third business day after your phone call. (bullet) Each fund may hold payment on redemptions until it is reasonably satisfied that investments made by check or Fidelity Money Line have been collected, which can take up to seven business days. (bullet) Redemptions may be suspended or payment dates postponed on days when the NYSE is closed (other than weekends or holidays), when trading on the NYSE is restricted, or as permitted by the SEC. THE REDEMPTION FEE for Emerging Markets, Latin America, and Southeast Asia, if applicable, will be deducted from the amount of your redemption. This fee is paid to the fund rather than FMR, and it does not apply to shares that were acquired through reinvestment of distributions. If shares were not all held for the same length of time, those shares you held longest will be redeemed first for purposes of determining whether the fee applies. IF YOUR ACCOUNT BALANCE FALLS BELOW $1,000, you will be given 30 days' notice to reestablish the minimum balance. If you do not increase your balance, Fidelity reserves the right to close your account and send the proceeds to you. Your shares will be redeemed at the NAV on the day your account is closed. FIDELITY MAY CHARGE A FEE FOR SPECIAL SERVICES, such as providing historical account documents, that are beyond the normal scope of its services. FDC collects the proceeds from each fund 's sales charge and may pay a portion of them to securities dealers who have sold the fund's shares, or to others, including banks and other financial institutions (qualified recipients), under special arrangements in connection with FDC's sales activities. The sales charge paid is 2.75% of the offering price (except for International Growth & Income) which is 1.80%. FDC may, at its own expense, provide promotional incentives to q ualified r ecipients who support the sale of shares of the funds without reimbursement from the funds. In some instances, these incentives may be offered only to certain institutions whose representatives provide services in connection with the sale or expected sale of significant amounts of shares. EXCHANGE RESTRICTIONS As a shareholder, you have the privilege of exchanging shares of a fund for shares of other Fidelity funds. However, you should note the following: (bullet) The fund you are exchanging into must be registered for sale in your state. (bullet) You may only exchange between accounts that are registered in the same name, address, and taxpayer identification number. (bullet) Before exchanging into a fund, read its prospectus. (bullet) If you exchange into a fund with a sales charge, you pay the percentage-point difference between that fund's sales charge and any sales charge you have previously paid in connection with the shares you are exchanging. For example, if you had already paid a sales charge of 2% on your shares and you exchange them into a fund with a 3% sales charge, you would pay an additional 1% sales charge. (bullet) Exchanges may have tax consequences for you. (bullet) Because excessive trading can hurt fund performance and shareholders, each fund reserves the right to temporarily or permanently terminate the exchange privilege of any investor who makes more than four exchanges out of the fund per calendar year. Accounts under common ownership or control, including accounts with the same taxpayer identification number, will be counted together for purposes of the four exchange limit. (bullet) Each exchange limit may be modified for accounts in certain institutional retirement plans to conform to plan exchange limits and Department of Labor regulations. See your plan materials for further information. (bullet) Each fund also reserves the right to refuse exchange purchases by any person or group if, in FMR's judgment, the fund would be unable to invest the money effectively in accordance with its investment objective and policies, or would otherwise potentially be adversely affected. (bullet) Your exchanges may be restricted or refused if the funds receive or anticipate simultaneous orders affecting significant portions of the funds' assets. In particular, a pattern of exchanges that coincide with a "market timing" strategy may be disruptive to the funds. Although the funds will attempt to give you prior notice whenever they are reasonably able to do so, they may impose these restrictions at any time. The funds reserve the right to terminate or modify the exchange privilege in the future. OTHER FUNDS MAY HAVE DIFFERENT EXCHANGE RESTRICTIONS, and may impose administrative fees of up to $7.50 and redemption fees of up to 1.50% on exchanges. Check each fund's prospectus for details. SALES CHARGE REDUCTIONS AND WAIVERS REDUCTIONS. A fund's sales charge (except for International Growth & Income) may be reduced if you invest directly with Fidelity or through prototype or prototype-like retirement plans sponsored by FMR or FMR Corp. The amount you invest, plus the value of your account, must fall within the ranges shown below. However, purchases made with assistance or intervention from a financial intermediary are not eligible. Call Fidelity to see if your purchase qualifies. Net amount Ranges Sales charge invested $0 - 249, 999 3% 3.09% $250,000 - 499,999 2% 2.04% $500,000 - 999,999 1% 1.01% $1,000,000 or more none none The sales charge for any of the funds will also be reduced by the percentage of any sales charge you previously paid on investments in other Fidelity funds (not including Fidelity's Foreign Currency Funds). Similarly, your shares carry credit for any sales charge you would have paid if the reductions in the table above had not been available. These sales charge credits only apply to purchases made in one of the ways listed below, and only if you continuously owned Fidelity fund shares or a Fidelity brokerage core account, or participated in The CORPORATEplan for Retirement Program, and only to purchases made in one of the following ways: 1. By exchange from another Fidelity fund. 2. With proceeds of a transaction within a Fidelity brokerage core account, including any free credit balance, core money market fund, or margin availability, to the extent such proceeds were derived from redemption proceeds from another Fidelity fund. 3. With redemption proceeds from one of Fidelity's Foreign Currency Funds , if the Foreign Currency Fund shares were originally purchased with redemption proceeds from a Fidelity fund. 4. Through the Directed Dividends Option (see page ). 5. By participants in The CORPORATEplan for Retirement Program when shares are purchased through plan-qualified loan repayments, and for exchanges into and out of the Managed Income Portfolio. WAIVERS. The fund's sales charge will not apply: 1. If you buy shares as part of an employee benefit plan having more than 200 eligible employees or a minimum of $3 million in plan assets invested in Fidelity mutual funds. Plan sponsors are encouraged to notify Fidelity when they first satisfy either of these requirements. 2. To shares in a Fidelity Rollover IRA account purchased with the proceeds of a distribution from an employee benefit plan, provided that at the time of the distribution, the employer or its affiliate maintained a plan that both qualified for waiver (1) above and had at least some of its assets invested in Fidelity-managed products. 3. If you are a charitable organization (as defined in Section 501(c)(3) of the Internal Revenue Code) investing $100,000 or more. 4. If you purchase shares for a charitable remainder trust or life income pool established for the benefit of a charitable organization (as defined by Section 501(c)(3) of the Internal Revenue Code). 5. If you are an investor participating in the Fidelity Trust Portfolios program. 6. To shares purchased through Portfolio Advisory Services. 7. If you are a current or former trustee or officer of a Fidelity fund or a current or retired officer, director, or full-time employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity trustee or employee, a Fidelity trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity trustee or employee. 8. If you are a bank trust officer, registered representative, or other employee of a qualified recipient, as defined on page . 9. To contributions and exchanges to a prototype or prototype-like retirement plan sponsored by FMR Corp. or FMR and which is marketed and distributed directly to plan sponsors or participants without any assistance or intervention from any intermediary distribution channel. 10. If you are a registered investment adviser (RIA) purchasing for your discretionary accounts, provided you execute a Fidelity RIA load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased directly from Fidelity, without a broker, and is unavailable if the RIA is part of an organization principally engaged in the brokerage business. 11. If you are a trust institution or bank trust department purchasing for your non-discretionary, non-retirement fiduciary accounts, provided you execute a Fidelity Trust load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased either directly from Fidelity or through a bank-affiliated broker, and is available, if the trust department or institution is part of an organization not principally engaged in banking or trust activities. These waivers must be qualified through FDC in advance. More detailed information about waivers (1), (2), (5), and (9) is contained in the Statement of Additional Information. A representative of your plan or organization should call Fidelity for more information. FIDELITY'S INTERNATIONAL EQUITY FUNDS SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION DATED FEBRUARY 28, 1994 The financial statements and financial highlights for Fidelity Europe Capital Appreciation Fund from the unaudited Semi-Annual Report for the period December 21, 1993 (commencement of operations) to April 30, 1994 are incorporated herein by reference. The following information replaces example 8 found in the section entitled "Additional Purchase and Redemption Information" beginning on page 44. (8) if you are a current or former Trustee or officer of a Fidelity fund or a current or retired officer, director, or regular employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity Trustee or employee, a Fidelity Trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity Trustee or employee; The following information supplements that found in the section entitled "Additional Purchase and Redemption Information" beginning on page 44. (11) if you are a registered investment adviser (RIA) purchasing for your discretionary accounts, provided you execute a Fidelity RIA load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased directly from Fidelity, without a broker, unless purchased through a brokerage firm which is a correspondent of National Financial Services Corporation (NFSC). The waiver is unavailable, however, if the RIA is part of an organization principally engaged in the brokerage business, unless the brokerage firm in the organization is an NFSC correspondent; (12) if you are a trust institution or bank trust department purchasing for your non-discretionary, non-retirement fiduciary accounts, provided you execute a Fidelity Trust load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased either directly from Fidelity or through a bank-affiliated broker, and is unavailable if the trust department or institution is part of an organization not principally engaged in banking or trust activities; or (13) to shares purchased as part of a pension or profit-sharing plan as defined in Section 401(a) of the Internal Revenue Code that maintains all of its mutual fund assets in Fidelity mutual funds, provided the plan executes a Fidelity non-prototype sales charge waiver request form confirming its qualification. INTB-94-3 June 20, 1994 FIDELITY'S INTERNATIONAL EQUITY FUNDS FIDELITY DIVERSIFIED INTERNATIONAL FUND, FIDELITY INTERNATIONAL GROWTH & INCOME FUND, FIDELITY OVERSEAS FUND, FIDELITY WORLDWIDE FUND, FIDELITY CANADA FUND, FIDELITY EUROPE FUND, FIDELITY EUROPE CAPITAL APPRECIATION FUND, FIDELITY JAPAN FUND, FIDELITY PACIFIC BASIN FUND, FIDELITY EMERGING MARKETS FUND, FIDELITY LATIN AMERICA FUND, AND FIDELITY SOUTHEAST ASIA FUND FUNDS OF FIDELITY INVESTMENT TRUST STATEMENT OF ADDITIONAL INFORMATION FEBRUARY 28, 199 4 This Statement is not a prospectus but should be read in conjunction with the funds' current Prospectus (dated February 28, 199 4 ). Please retain this document for future reference. Each fund's Annual Report for the fiscal year ended October 31, 1993 is incorporated herein by reference. To obtain an additional copy of the Prospectus or the Annual Report, please call Fidelity Distributors Corporation at 1-800-544-8888. TABLE OF CONTENTS PAGE
Investment Policies and Limitations Special Considerations Affecting Europe Special Considerations Affecting the Japan, the Pacific Basin, and Southeast Asia Special Considerations Affecting Canada Special Considerations Affecting Latin America Special Considerations Affecting Africa Portfolio Transactions Valuation of Portfolio Securities Performance Additional Purchase and Redemption Information Distributions and Taxes FMR Trustees and Officers Management Contracts Contracts With Companies Affiliated With FMR Description of the Trust Financial Statements Appendix
INVESTMENT ADVISER Fidelity Management & Research Company (FMR) INVESTMENT SUB-ADVISORS Fidelity Management & Research (U.K.) Inc. (FMR U.K.) Fidelity Management & Research (Far East) Inc. (FMR Far East) Fidelity Investments Japan Ltd. (FIJ) Fidelity International Investment Advisors (FIIA) Fidelity International Investment Advisors (U.K.) Limited (FIIAL U.K.) DISTRIBUTOR Fidelity Distributors Corporation (FDC) TRANSFER AGENT Fidelity Service Co. (FSC) INT- ptb-294 INVESTMENT POLICIES AND LIMITATIONS The following policies and limitations supplement those set forth in the Prospectus. Unless otherwise noted, whenever an investment policy or limitation states a maximum percentage of a fund's assets that may be invested in any security or other asset, or sets forth a policy regarding quality standards, such standard or percentage limitation will be determined immediately after and as a result of each fund's acquisition of such security or other asset. Accordingly, any subsequent change in values, net assets, or other circumstances will not be considered when determining whether the investment complies with the funds' investment policies and limitations. Each fund's fundamental investment policies and limitations cannot be changed without approval by a "majority of the outstanding voting securities" (as defined in the Investment Company Act of 1940) of a fund. However, for Diversified International Fund, International Growth & Income Fund, Worldwide Fund, Canada Fund, Europe Capital Appreciation Fund, Japan Fund, Emerging Markets Fund, Latin America Fund, and Southeast Asia Fund - except for the fundamental investment limitations set forth below - the investment policies and limitations described in this Statement of Additional Information are not fundamental and may be changed without shareholder approval. INVESTMENT POLICIES AND LIMITATIONS OF DIVERSIFIED INTERNATIONAL FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government, or any of its agencies or instrumentalities) if, as a result thereof, (a) more than 5% of the fund's total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments to the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements.) (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (ix) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF INTERNATIONAL GROWTH & INCOME FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States or its agencies or instrumentalities) if, as a result, more than 5% of the value of its total assets would be invested in the securities of any single issuer, or it would hold more than 10% of the voting securities of such issuer, except that up to 25% of the fund's assets may be invested without regard to these limitations; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of the value of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of the fund's total assets by reason of a decline in net assets will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others (except to the extent that the fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities); (5) purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States or its agencies or instrumentalities, or by foreign governments or their political subdivisions, or by supranational organizations) if, as a result, more than 25% of the fund's total assets (taken at current value) would be invested in the securities of issuers having their principal business activities in the same industry; (6) purchase or sell real estate (but this shall not prevent the fund from investing in marketable securities issued by companies such as real estate investment trusts which deal in real estate or interests therein and participation interests in pools of real estate mortgage loans); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties (but this limitation does not apply to purchases of debt securities or to repurchase agreements). Investment limitation (3) is construed in conformity with the Investment Company Act of 1940, and, accordingly, "three business days" means three days, exclusive of Sundays and holidays. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (ix) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF OVERSEAS FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, its agencies or instrumentalities) if, as a result thereof: (a) more than 5% of the fund's total assets (taken at current value) would be invested in the securities of such issuer, or (b) the fund would hold more than 10% of the voting securities of such issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of the value of its total assets (including the amount borrowed), less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of the fund's total assets by reason of a decline in net assets will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite any issue of securities (except to the extent that the fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities); (5) purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, its agencies or instrumentalities) if, as a result thereof, more than 25% of the fund's total assets (taken at current value) would be invested in the securities of issuers having their principal business activities in the same industry; (6) purchase or sell real estate (but this shall not prevent the fund from investing in marketable securities issued by companies such as real estate investment trusts which deal in real estate or interests therein and participation interests in pools of real estate mortgage loans); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties (but this limitation does not apply to purchases of debt securities or to repurchase agreements). Investment limitation (3) is construed in conformity with the Investment Company Act of 1940, and, accordingly, "three business days" means three days, exclusive of Sundays and holidays. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (ix) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xi) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the trust and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuer together own more than 5% of such issuer's securities. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF WORLDWIDE FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, or any of its agencies or instrumentalities) if, as a result thereof, (a) more than 5% of the fund's total assets would be invested in the securities of such issuer, or (b) the fund would hold more than 10% of the voting securities of such issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of the value of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of the value of the fund's total assets by reason of a decline in net assets will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others (except to the extent that the fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities); (5) purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets (taken at current value) would be invested in the securities of issuers having their principal business activities in the same industry; (6) purchase or sell real estate unless acquired as a result of ownership of securities (but this shall not prevent the fund from purchasing and selling marketable securities issued by companies or other entities or investment vehicles that deal in real estate or interests therein, nor shall this prevent the fund from purchasing interests in pools of real estate mortgage loans); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties (but this limitation does not apply to purchases of debt securities or to repurchase agreements). Investment limitation (3) is construed in conformity with the Investment Company Act of 1940, and, accordingly, "three business days" means three days, exclusive of Sundays and holidays. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to purchase or sell futures contracts on physical commodities. (vii) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (viii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (ix) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (x) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (xi) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF CANADA FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, or any of its agencies or instrumentalities) if, as a result thereof, (a) more than 5% of the fund's total assets would be invested in the securities of such issuer, or (b) the fund would hold more than 10% of the voting securities of such issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of the value of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of the value of the fund's total assets by reason of a decline in net assets will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others (except to the extent that the fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities); (5) purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets (taken at current value) would be invested in the securities of issuers having their principal business activities in the same industry; (6) purchase or sell real estate unless acquired as a result of ownership of securities (but this shall not prevent the fund from purchasing and selling marketable securities issued by companies or other entities or investment vehicles that deal in real estate or interests therein, nor shall this prevent the fund from purchasing interests in pools of real estate mortgage loans); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. Investment limitation (3) is construed in conformity with the 1940 Act, and, accordingly, "three business days" means three days, exclusive of Sundays and holidays. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (ix) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF EUROPE FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, its agencies or instrumentalities) if, as a result thereof: (i) more than 5% of the fund's total assets would be invested in the securities of such issuer or (ii) the fund would hold more than 10% of the voting securities of such issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of the value of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of a fund's total assets by reason of a decline in net assets will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite any issue of securities (except to the extent that the fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities); (5) purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, its agencies or instrumentalities) if, as a result thereof, more than 25% of the fund's total assets (taken at current value) would be invested in the securities of issuers having their principal business activities in the same industry; (6) purchase or sell real estate (but this shall not prevent the fund from investing in marketable securities issued by companies such as real estate investment trusts which deal in real estate or interests therein and participation interests in pools of real estate mortgage loans); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of the fund's total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. Investment limitation (3) is construed in conformity with the 1940 Act, and, accordingly, "three business days" means three days, exclusive of Sundays and holidays. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commissions is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (ix) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF EUROPE CAPITAL APPRECIATION FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, (a) more than 5% of the fund's total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commissions is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (ix) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xi) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the trust and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuer together own more than 5% of such issuer's securities. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF JAPAN FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) With respect to 75% of the fund's total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result thereof, (a) more than 5% of the fund's total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (ix) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF PACIFIC BASIN FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, its agencies or instrumentalities) if, as a result thereof: (i) more than 5% of the fund's total assets would be invested in the securities of such issuer or (ii) the fund would hold more than 10% of the voting securities of such issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of the value of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of a fund's total assets by reason of a decline in net assets will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite any issue of securities (except to the extent that the fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities); (5) purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, its agencies or instrumentalities) if, as a result thereof, more than 25% of the fund's total assets (taken at current value) would be invested in the securities of issuers having their principal business activities in the same industry; (6) purchase or sell real estate (but this shall not prevent the fund from investing in marketable securities issued by companies such as real estate investment trusts which deal in real estate or interests therein and participation interests in pools of real estate mortgage loans); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of the fund's total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. Investment limitation (3) is construed in conformity with the 1940 Act, and, accordingly, "three business days" means three days, exclusive of Sundays and holidays. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commissions is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (ix) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF EMERGING MARKETS FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than obligations issued or guaranteed by the government of the United States, or any of its agencies or instrumentalities) if, as a result thereof, (a) more than 5% of the fund's total assets would be invested in the securities of such issuer, or (b) the fund would hold more than 10% of the voting securities of such issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute short sales; (4) purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin; (5) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed 33 1/3% of the fund's total assets by reason of a decline in net assets will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (6) underwrite securities issued by others except to the extent that the fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (7) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in companies whose principal business activities are in the same industry; (8) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (9) purchase or sell physical commodities unless acquired as a result of ownership of securities (but this shall not prevent the fund from purchasing or selling options and futures contracts or instruments backed by physical commodities); or (10) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties (for this purpose, purchasing debt securities and engaging in repurchase agreements do not constitute lending). THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short. (ii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (5)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iii) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (iv) The fund does not currently intend to lend assets other than securities to other parties, except by a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements.) (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (vii) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (viii) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (ix) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF LATIN AMERICA FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U. S. government or any of its agencies or instrumentalities) if, as a result, (a) more than 5% of the fund's total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (viii) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (ix) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (x) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT LIMITATIONS OF SOUTHEAST ASIA FUND THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) with respect to 75% of the fund's total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, (a) more than 5% of the fund's total assets would be invested in the securities of that issuer, or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer; (2) issue senior securities, except as permitted under the Investment Company Act of 1940; (3) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (4) underwrite securities issued by others except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (5) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (6) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (7) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (8) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (ii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iii) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (3)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (iv) The fund does not currently intend to purchase any security if, as a result, more than 15% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (v) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vi) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements). (vii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (x) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (xi) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 10% of the fund's net assets. Included in that amount, but not to exceed 2% of net assets, are warrants whose underlying securities are not traded on principal domestic or foreign exchanges. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (xii) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xiii) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the Trust and those officers and directors of FMR who individually own more than 1/2 of 1% of those securities of such issuers together own more than 5% of such issuer's securities. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 23. INVESTMENT POLICIES FOR FIDELITY EMERGING MARKETS FUND COUNTRIES NOT CONSIDERED TO HAVE EMERGING MARKETS - EMERGING MARKETS FUND. Countries currently not considered to have an emerging market economy are as follows: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Ireland, Italy, Japan, the Netherlands, New Zealand, Norway, Spain, Sweden, Switzerland, the United Kingdom, and the United States. INVESTMENT POLICIES FOR REGIONAL AND SINGLE COUNTRY FUNDS PRIMARY BUSINESS ACTIVITIES - REGIONAL AND SINGLE COUNTRY FUNDS. FMR determines where an issuer or its principal activities are located by looking at such factors as its country of organization, the primary trading market for its securities, and the location of its assets, personnel, sales, and earnings. The issuer of a security is located in a particular country if: 1) the security is issued or guaranteed by the government of the country or any of its agencies, political subdivisions or instrumentalities, or has its primary trading market in that country; or 2) the issuer is organized under the laws of the country, derives at least 50% of its revenues or profits from goods sold, investments made or services performed in the country, or has at least 50% of its assets located in the country. INVESTMENT POLICIES SHARED BY THE FUNDS AFFILIATED BANKS TRANSACTIONS. Pursuant to exemptive orders issued by the Securities and Exchange Commission (SEC), the funds may engage in transactions with banks that are, or may be considered to be, "affiliated persons" of a fund under the Investment Company Act of 1940. Such transactions may be entered into only pursuant to procedures established and periodically reviewed by the Board of Trustees. These transactions may include repurchase agreements with custodian banks; purchases, as principal of short-term obligations of, and repurchase agreements with, the 50 largest U.S. banks (measured by deposits); transactions in municipal securities; and transactions in U.S. Government Securities with affiliated banks that are primary dealers in these securities . FUNDS' RIGHTS AS A SHAREHOLDER. The funds do not intend to direct or administer the day-to-day operations of any company. Each fund, however, may exercise its rights as a shareholder and may communicate its views on important matters of policy to management, the Board of Directors, and shareholders of a company when FMR determines that such matters could have a significant effect on the value of a fund's investment in the company. The activities that the funds may engage in, either individually or in conjunction with others, may include, among others, supporting or opposing proposed changes in a company's corporate structure or business activities; seeking changes in a company's directors or management; seeking changes in a company's direction or policies; seeking the sale or reorganization of the company or a portion of its assets; or supporting or opposing third party takeover efforts. This area of corporate activity is increasingly prone to litigation and it is possible that a fund could be involved in lawsuits related to such activities. FMR will monitor such activities with a view to mitigating, to the extent possible, the risk of litigation against a fund and the risk of actual liability if one or more of the funds is involved in litigation. No guarantee can be made, however, that litigation against a fund will not be undertaken or liabilities incurred. ILLIQUID INVESTMENTS are investments that cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. Under the supervision of the Board of Trustees, FMR determines the liquidity of the funds' investments and, through reports from FMR, the Board monitors investments in illiquid instruments. In determining the liquidity of the funds' investments, FMR may consider various factors, including (1) the frequency of trades and quotations, (2) the number of dealers and prospective purchasers in the marketplace, (3) dealer undertakings to make a market, (4) the nature of the security (including any demand or tender features), and (5) the nature of the marketplace for trades (including the ability to assign or offset a fund's rights and obligations relating to the investment). Investments currently considered by the funds to be illiquid include repurchase agreements not entitling the holder to payment of principal and interest within seven days, over-the-counter options, and non-government stripped fixed-rate mortgage-backed securities. Also FMR may determine some restricted securities, government-stripped fixed-rate mortgage-backed securities, loans and other direct debt instruments, and swap agreements to be illiquid. However, with respect to over-the-counter options the funds write, all or a portion of the value of the underlying instrument may be illiquid depending on the assets held to cover the option and the nature and terms of any agreement the funds may have to close out the option before expiration. In the absence of market quotations, illiquid investments are priced at fair value as determined in good faith by a committee appointed by the Board of Trustees. If through a change in values, net assets, or other circumstances, a fund were in a position where more than 15% of its net assets were invested in illiquid securities, it would seek to take appropriate steps to protect liquidity. RESTRICTED SECURITIES generally can be sold in privately negotiated transactions, pursuant to an exemption from registration under the Securities Act of 1933, or in a registered public offering. Where registration is required, a fund may be obligated to pay all or part of the registration expense and a considerable period may elapse between the time it decides to seek registration and the time the fund may be permitted to sell a security under an effective registration statement. If, during such a period, adverse market conditions were to develop, a fund might obtain a less favorable price than prevailed when it decided to seek registration of the security. SOVEREIGN DEBT OBLIGATIONS. Each fund may purchase sovereign debt instruments issued or guaranteed by foreign governments or their agencies, including debt of Latin American nations or other developing countries. Sovereign debt may be in the form of conventional securities or other types of debt instruments such as loans or loan participations. Sovereign debt of developing countries may involve a high degree of risk, and may be in default or present the risk of default. Governmental entities responsible for repayment of the debt may be unable or unwilling to repay principal and interest when due, and may require renegotiation or rescheduling of debt payments. In addition, prospects for repayment of principal and interest may depend on political as well as economic factors. LOWER-RATED DEBT SECURITIES. The funds may purchase lower-rated debt securities (those rated Ba or lower by Moody's Investors Service, Inc. or BB or lower by Standard & Poor's Corporation) that have poor protection with respect to the payment of interest and repayment of principal. These securities are often considered to be speculative and involve greater risk of loss or price changes due to changes in the issuer's capacity to pay. The market prices of lower-rated debt securities may fluctuate more than those of higher-rated debt securities and may decline significantly in periods of general economic difficulty, which may follow periods of rising interest rates. While the market for high-yield corporate debt securities has been in existence for many years and has weathered previous economic downturns, the 1980s brought a dramatic increase in the use of such securities to fund highly leveraged corporate acquisitions and restructurings. Past experience may not provide an accurate indication of future performance of the high yield bond market, especially during periods of economic recession. In fact, from 1989 to 1991, the percentage of lower-rated debt securities that defaulted rose significantly above prior levels, though the default rate decreased in 1992. The market for lower-rated debt securities may be thinner and less active than that for higher-rated debt securities, which can adversely affect the prices at which the former are sold. If market quotations are not available, lower-rated debt securities will be valued in accordance with procedures established by the Board of Trustees, including the use of outside pricing services. Judgment plays a greater role in valuing high-yield corporate debt securities than is the case for securities for which more external sources for quotations and last-sale information are available. Adverse publicity and changing investor perceptions may affect the ability of outside pricing services to value lower-rated debt securities and the fund's ability to sell these securities. Since the risk of default is higher for lower-rated debt securities, FMR's research and credit analysis are an especially important part of managing securities of this type held by a fund. In considering investments for a fund, FMR will attempt to identify those issuers of high-yielding debt securities whose financial condition is adequate to meet future obligations, has improved, or is expected to improve in the future. FMR's analysis focuses on relative values based on such factors as interest or dividend coverage, asset coverage, earnings prospects, and the experience and managerial strength of the issuer. Each fund may choose, at its expense or in conjunction with others, to pursue litigation or otherwise exercise its rights as security holder to seek to protect the interests of security holders if it determines this to be in the best interest of a fund's shareholders. LOANS AND OTHER DIRECT DEBT INSTRUMENTS. Direct debt instruments are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates (loans and loan participations), to suppliers of goods or services (trade claims or other receivables), or to other parties. Direct debt instruments are subject to the fund's policies regarding the quality of debt securities. Purchasers of loans and other forms of direct indebtedness depend primarily upon the creditworthiness of the borrower for payment of principal and interest. Direct debt instruments may not be rated by any nationally recognized rating service. If a fund does not receive scheduled interest or principal payments on such indebtedness, a fund's share price and yield could be adversely affected. Loans that are fully secured offer a fund more protections than an unsecured loan in the event of non-payment of scheduled interest or principal. However, there is no assurance that the liquidation of collateral from a secured loan would satisfy the borrower's obligation, or that the collateral can be liquidated. Indebtedness of borrowers whose creditworthiness is poor involves substantially greater risks, and may be highly speculative. Borrowers that are in bankruptcy or restructuring may never pay off their indebtedness, or may pay only a small fraction of the amount owed. Direct indebtedness of developing countries will also involve a risk that the governmental entities responsible for the repayment of the debt may be unable, or unwilling, to pay interest and repay principal when due. Investments in loans through direct assignment of a financial institution's interests with respect to a loan may involve additional risks to a fund. For example, if a loan is foreclosed, a fund could become part owner of any collateral, and would bear the costs and liabilities associated with owning and disposing of the collateral. In addition, it is conceivable that under emerging legal theories of lender liability, a fund could be held liable as a co-lender. Direct debt instruments may also involve a risk of insolvency of the lending bank or other intermediary. Direct debt instruments that are not in the form of securities may offer less legal protection to a fund in the event of fraud or misrepresentation. In the absence of definitive regulatory guidance, the funds rely on FMR's research in an attempt to avoid situations where fraud or misrepresentation could adversely affect the funds. A loan is often administered by a bank or other financial institution that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. Unless, under the terms of the loan or other indebtedness, a fund has direct recourse against the borrower, it may have to rely on the agent to apply appropriate credit remedies against a borrower. If assets held by the agent for the benefit of a fund were determined to be subject to the claims of the agent's general creditors, the fund might incur certain costs and delays in realizing payment on the loan or loan participation and could suffer a loss of principal or interest. Direct indebtedness purchased by a fund may include letters of credit, revolving credit facilities, or other standby financing commitments obligating the fund to pay additional cash on demand. These commitments may have the effect of requiring a fund to increase its investment in a borrower at a time when it would not otherwise have done so. Each fund will set aside appropriate liquid assets in a segregated custodial account to cover its potential obligations under standby financing commitments. Each fund limits the amount of total assets that it will invest in any one issuer or in issuers within the same industry (see limitations (1) and (5) for all funds except for Emerging Markets see (1) and (7)). For purposes of these limitations, a fund generally will treat the borrower as the "issuer" of indebtedness held by the fund. In the case of loan participations where a bank or other lending institution serves as financial intermediary between a fund and the borrower, if the participation does not shift to the fund the direct debtor-creditor relationship with the borrower, SEC interpretations require the fund, in appropriate circumstances, to treat both the lending bank or other lending institution and the borrower as "issuers" for the purposes of determining whether the fund has invested more than 5% of its total assets in a single issuer. Treating a financial intermediary as an issuer of indebtedness may restrict a fund's ability to invest in indebtedness related to a single financial intermediary, or a group of intermediaries engaged in the same industry, even if the underlying borrowers represent many different companies and industries. SWAP AGREEMENTS. Swap agreements can be individually negotiated and structured to include exposure to a variety of different types of investments or market factors. Depending on their structure, swap agreements may increase or decrease a fund's exposure to long- or short-term interest rates (in the U.S. or abroad), foreign currency values, mortgage securities, corporate borrowing rates, or other factors such as security prices or inflation rates. Swap agreements can take many different forms and are known by a variety of names. A fund is not limited to any particular form of swap agreement if FMR determines it is consistent with a fund's investment objective and policies. In a typical cap or floor agreement, one party agrees to make payments only under specified circumstances, usually in return for payment of a fee by the other party. For example, the buyer of an interest rate cap obtains the right to receive payments to the extent that a specified interest rate exceeds an agreed-upon level, while the seller of an interest rate floor is obligated to make payments to the extent that a specified interest rate falls below an agreed-upon level. An interest rate collar combines elements of buying a cap and selling a floor. Swap agreements will tend to shift a fund's investment exposure from one type of investment to another. For example, if a fund agreed to exchange payments in dollars for payments in foreign currency, the swap agreement would tend to decrease the fund's exposure to U.S. interest rates and increase its exposure to foreign currency and interest rates. Caps and floors have an effect similar to buying or writing options. Depending on how they are used, swap agreements may increase or decrease the overall volatility of a fund's investment and its share price and yield. The most significant factor in the performance of swap agreements is the change in the specific interest rate, currency, or other factors that determine the amounts of payments due to and from a fund. If a swap agreement calls for payments by the fund, the fund must be prepared to make such payments when due. In addition, if the counterparty's creditworthiness declined, the value of a swap agreement would be likely to decline, potentially resulting in losses. The funds expect to be able to eliminate their exposure under swap agreements either by assignment or other disposition, or by entering into an offsetting swap agreement with the same party or a similarly creditworthy party. Each fund will maintain appropriate liquid assets in a segregated custodial account to cover its current obligations under swap agreements. If a fund enters into a swap agreement on a net basis, it will segregate assets with a daily value at least equal to the excess, if any, of a fund's accrued obligations under the swap agreement over the accrued amount the fund is entitled to receive under the agreement. If a fund enters into a swap agreement on other than a net basis, it will segregate assets with a value equal to the full amount of a fund's accrued obligations under the agreement. INDEXED SECURITIES. Each fund may purchase securities whose prices are indexed to the prices of other securities, securities indices, currencies, precious metals or other commodities, or other financial indicators. Indexed securities typically, but not always, are debt securities or deposits whose value at maturity or coupon rate is determined by reference to a specific instrument or statistic. Gold-indexed securities, for example, typically provide for a maturity value that depends on the price of gold, resulting in a security whose price tends to rise and fall together with gold prices. Currency-indexed securities typically are short-term to intermediate-term debt securities whose maturity values or interest rates are determined by reference to the values of one or more specified foreign currencies, and may offer higher yields than U.S. dollar-denominated securities of equivalent issuers. Currency-indexed securities may be positively or negatively indexed; that is, their maturity value may increase when the specified currency value increases, resulting in a security that performs similarly to a foreign-denominated instrument, or their maturity value may decline when foreign currencies increase, resulting in a security whose price characteristics are similar to a put on the underlying currency. Currency-indexed securities may also have prices that depend on the values of a number of different foreign currencies relative to each other. The performance of indexed securities depends to a great extent on the performance of the security, currency, or other instrument to which they are indexed, and may also be influenced by interest rate changes in the U.S. and abroad. At the same time, indexed securities are subject to the credit risks associated with the issuer of the security, and their values may decline substantially if the issuer's creditworthiness deteriorates. Recent issuers of indexed securities have included banks, corporations, and certain U.S. government agencies. Indexed securities may be more volatile than their underlying instruments. SECURITIES OF SMALL CAPITALIZATION COMPANIES. Smaller capitalization companies may have limited product lines, markets, or financial resources. These conditions may make them more susceptible to setbacks and reversals. Therefore, their securities may have limited marketability and may be subject to more abrupt or erratic market movements than securities of larger companies. CLOSED-END INVESTMENT COMPANIES. Each fund may purchase the equity securities of closed-end investment companies to facilitate investment in certain countries. Equity securities of closed-end investment companies generally trade at a discount to their net asset value. REPURCHASE AGREEMENTS. In a repurchase agreement, a fund purchases a security and simultaneously commits to resell that security to the seller at an agreed-upon price on an agreed-upon date within a number of days from the date of purchase. The resale price reflects the purchase price plus an agreed-upon incremental amount which is unrelated to the coupon rate or maturity of the purchased security. A repurchase agreement involves the obligation of the seller to pay the agreed-upon price, which obligation is in effect secured by the value (at least equal to the amount of the agreed-upon resale price and marked to market daily) of the underlying security. Each fund may engage in repurchase agreements with respect to any security in which it is authorized to invest. While it does not presently appear possible to eliminate all risks from these transactions (particularly the possibility of a decline in the market value of the underlying securities, as well as delays and costs to the funds in connection with bankruptcy proceedings), it is the current policy of each fund to limit repurchase agreement transactions to those parties whose creditworthiness has been reviewed and found satisfactory by FMR. REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, a fund sells a portfolio instrument to another party, such as a bank or broker-dealer, in return for cash and agrees to repurchase the instrument at a particular price and time. While a reverse repurchase agreement is outstanding, a fund will maintain appropriate liquid assets in a segregated custodial account to cover its obligation under the agreement. The funds will enter into reverse repurchase agreements only with parties whose creditworthiness has been found satisfactory by FMR. Such transactions may increase fluctuations in the market value of a fund's assets and may be viewed as a form of leverage. FOREIGN REPURCHASE AGREEMENTS. Foreign repurchase agreements may include agreements to purchase and sell foreign securities in exchange for fixed U.S. dollar amounts, or in exchange for specified amounts of foreign currency. Unlike typical U.S. repurchase agreements, foreign repurchase agreements may not be fully collateralized at all times. The value of the security purchased by a fund may be more or less than the price at which the counterparty has agreed to repurchase the security. In the event of a default by the counterparty, a fund may suffer a loss if the value of the security purchased is less than the agreed-upon repurchase price, or if the fund is unable to successfully assert a claim to the collateral under foreign laws. As a result, foreign repurchase agreements may involve higher credit risks than repurchase agreements in U.S. markets, as well as risks associated with currency fluctuations. In addition, as with other emerging market investments, repurchase agreements with counterparties located in emerging markets or relating to emerging market securities may involve issuers or counterparties with lower credit ratings than typical U.S. repurchase agreements. SHORT SALES "AGAINST THE BOX." If one of the funds enter into a short sale against the box, it will be required to set aside securities equivalent in kind and amount to the securities sold short (or securities convertible or exchangeable into such securities) and will be required to hold such securities while the short sale is outstanding. The fund will incur transaction costs, including interest expense, in connection with opening, maintaining, and closing short sales against the box. INTERFUND BORROWING PROGRAM. The funds have received permission from the SEC to lend money to and borrow money from other funds advised by FMR or its affiliates. Interfund loans and borrowings normally will extend overnight, but can have a maximum duration of seven days. Loans may be called on one day's notice. The funds will lend through the program only when the returns are higher than those available at the same time from other short-term instruments (such as repurchase agreements), and will borrow through the program only when the costs are equal to or lower than the cost of bank loans. The funds may have to borrow from a bank at a higher interest rate if an interfund loan is called or not renewed. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional borrowing costs. SECURITIES LENDING. The funds may lend securities to parties such as broker-dealers or institutional investors, including Fidelity Brokerage Services, Inc. (FBSI). FBSI is a member of the New York Stock Exchange and a subsidiary of FMR Corp. Securities lending allows a fund to retain ownership of the securities loaned and, at the same time, to earn additional income. Since there may be delays in the recovery of loaned securities, or even a loss of rights in collateral supplied should the borrower fail financially, loans will be made only to parties deemed by FMR to be of good standing. Furthermore, they will only be made if, in FMR's judgment, the consideration to be earned from such loans would justify the risk. FMR understands that it is the current view of the SEC Staff that a fund may engage in loan transactions only under the following conditions: (1) the fund must receive 100% collateral in the form of cash or cash equivalents (e.g., U.S. Treasury bills or notes) from the borrower; (2) the borrower must increase the collateral whenever the market value of the securities loaned (determined on a daily basis) rises above the value of the collateral; (3) after giving notice, the fund must be able to terminate the loan at any time; (4) the fund must receive reasonable interest on the loan or a flat fee from the borrower, as well as amounts equivalent to any dividends, interest, or other distributions on the securities loaned and to any increase in market value; (5) the fund may pay only reasonable custodian fees in connection with the loan; and (6) the Board of Trustees must be able to vote proxies on the securities loaned, either by terminating the loan or by entering into an alternative arrangement with the borrower. Cash received through loan transactions may be invested in any security in which a fund is authorized to invest. Investing this cash subjects that investment, as well as the security loaned, to market forces (i.e., capital appreciation or depreciation). FOREIGN SECURITIES. Investing in securities issued by companies or other issuers whose principal activities are outside of the U.S. may involve significant risks not present in U.S. investments. The value of securities denominated in foreign currencies, and of dividends and interest paid with respect to such securities, will fluctuate based on the relative strength of the U.S. dollar. In addition, there is generally less publicly available information about foreign issuers, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to U.S. issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of monies or other assets of a fund, political or financial instability, or diplomatic and other developments which could affect such investments. Further, economies of particular countries or areas of the world may differ favorably or unfavorably from the economy of the U.S. It is anticipated that in most cases the best available market for foreign securities will be on exchanges or in over-the-counter markets located outside of the U.S. Foreign stock markets, while growing in volume and sophistication, are generally not as developed as those in the U.S., and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. issuers. Foreign security trading practices, including those involving securities settlement where fund assets may be released prior to receipt of payment, may expose a fund to increased risk in the event of a failed trade or the insolvency of a foreign broker-dealer. In addition, foreign brokerage commissions and other fees are generally higher than on securities traded in the U.S. and may be non-negotiable. In general, there is less overall governmental supervision and regulation of securities exchanges, brokers and listed companies than in the U.S. Each fund may invest in foreign securities that impose restrictions on transfer within the U.S. or to U.S. persons. Although securities subject to such transfer restrictions may be marketable abroad, they may be less liquid than foreign securities of the same class that are not subject to such restrictions. American Depositary Receipts and European Depositary Receipts (ADRs and EDRs) are certificates evidencing ownership of shares of a foreign-based issuer held in trust by a bank or similar financial institution. Designed for use in U.S. and European securities markets, respectively, ADRs and EDRs are alternatives to the purchase of the underlying securities in their national markets and currencies. FOREIGN CURRENCY TRANSACTIONS. The funds may conduct foreign currency transactions on a spot (i.e., cash) basis or by entering into forward contracts to purchase or sell foreign currencies at a future date and price. The funds will convert currency on a spot basis from time to time, and investors should be aware of the costs of currency conversion. Although foreign exchange dealers generally do not charge a fee for conversion, they do realize a profit based on the difference between the prices at which they are buying and selling various currencies. Thus, a dealer may offer to sell a foreign currency to a fund at one rate, while offering a lesser rate of exchange should the fund desire to resell that currency to the dealer. Forward contracts are generally traded in an interbank market conducted directly between currency traders (usually large commercial banks) and their customers. The parties to a forward contract may agree to offset or terminate the contract before its maturity, or may hold the contract to maturity and complete the contemplated currency exchange. Each fund may use currency forward contracts for any purpose consistent with its investment objective. The following discussion summarizes some, but not all, of the possible currency management strategies involving forward contracts that could be used by the funds. The funds may also use options and futures contracts relating to foreign currencies for the same purposes. When a fund agrees to buy or sell a security denominated in a foreign currency, it may desire to "lock in" the U.S. dollar price of the security. By entering into a forward contract for the purchase or sale, for a fixed amount of U.S. dollars, of the amount of foreign currency involved in the underlying security transaction, the fund will be able to protect itself against an adverse change in foreign currency values between the date the security is purchased or sold and the date on which payment is made or received. This technique is sometimes referred to as a "settlement hedge" or "transaction hedge." The funds may also enter into forward contracts to purchase or sell a foreign currency in anticipation of future purchases or sales of securities denominated in foreign currency, even if the specific investments have not yet been selected by FMR. The funds may also use forward contracts to hedge against a decline in the value of existing investments denominated in foreign currency. For example, if a fund owned securities denominated in pounds sterling, the fund could enter into a forward contract to sell pounds sterling in return for U.S. dollars to hedge against possible declines in the pound's value. Such a hedge, sometimes referred to as a "position hedge," would tend to offset both positive and negative currency fluctuations, but would not offset changes in security values caused by other factors. A fund could also hedge the position by selling another currency expected to perform similarly to the pound sterling -- for example, by entering into a forward contract to sell Deutschemarks or European Currency Units in return for U.S. dollars. This type of hedge, sometimes referred to as a "proxy hedge," could offer advantages in terms of cost, yield or efficiency, but generally will not hedge currency exposure as effectively as a simple hedge into U.S. dollars. Proxy hedges may result in losses if the currency used to hedge does not perform similarly to the currency in which the hedged securities are denominated. Each fund may enter into forward contracts to shift its investment exposure from one currency into another currency that is expected to perform better relative to the U.S. dollar. For example, if a fund held investments denominated in Deutschemarks, the fund could enter into forward contracts to sell Deutschemarks and purchase Swiss Francs. This type of strategy, sometimes known as a "cross-hedge," will tend to reduce or eliminate exposure to the currency that is sold, and increase exposure to the currency that is purchased, much as if the fund had sold a security denominated in one currency and purchased an equivalent security denominated in another. Cross-hedges protect against losses resulting from a decline in the hedged currency, but will cause the fund to assume the risk of fluctuations in the value of the currency it purchases. Under certain conditions, SEC guidelines require mutual funds to set aside appropriate liquid assets in a segregated custodial account to cover currency forward contracts. As required by SEC guidelines, the funds will segregate assets to cover currency forward contracts, if any, whose purpose is essentially speculative. The funds will not segregate assets to cover forward contracts entered into for hedging purposes, including settlement hedges, position hedges, and proxy hedges. Successful use of currency forward contracts will depend on FMR's skill in analyzing and predicting currency values. Forward contracts may substantially change a fund's investment exposure to changes in currency exchange rates, and could result in losses to the fund if currencies do not perform as FMR anticipates. For example, if a currency's value rose at a time when FMR had hedged a fund by selling that currency in exchange for dollars, the fund would be unable to participate in the currency's appreciation. If FMR hedges currency exposure through proxy hedges, a fund could realize currency losses from the hedge and the security position at the same time if the two currencies do not move in tandem. Similarly, if FMR increases a fund's exposure to a foreign currency, and that currency's value declines, the fund will realize a loss. There is no assurance that FMR's use of currency forward contracts will be advantageous to the funds or that they will hedge at an appropriate time. The policies described in this section are non-fundamental policies of the funds. LIMITATIONS ON FUTURES AND OPTIONS TRANSACTIONS. Japan has filed and each of the remaining funds intend to file a notice of eligibility for exclusion from the definition of the term "commodity pool operator" with the Commodity Futures Trading Commission (CFTC) and the National Futures Association, which regulate trading in the futures markets, before engaging in any purchases or sales of futures contracts or options on futures contracts. The funds intend to comply with Section 4.5 of the regulations under the Commodity Exchange Act, which limits the extent to which the funds can commit assets to initial margin deposits and options premiums. In addition, each fund will not: (a) sell futures contracts, purchase put options or write call options if, as a result, more than 25% of a fund's total assets would be hedged with futures and options under normal conditions; (b) purchase futures contracts or write put options if, as a result, a fund's total obligations upon settlement or exercise of purchased futures contracts and written put options would exceed 25% of its total assets; or (c) purchase call options if, as a result, the current value of option premiums for call options purchased by a fund would exceed 5% of the fund's total assets. These limitations do not apply to options attached to or acquired or traded together with their underlying securities, and do not apply to securities that incorporate features similar to options. The above limitations on the funds' investments in futures contracts and options, and the funds' policies regarding futures contracts and options discussed elsewhere in this Statement of Additional Information, and are not fundamental policies and may be changed as regulatory agencies permit. FUTURES CONTRACTS. When a fund purchases a futures contract, it agrees to purchase a specified underlying instrument at a specified future date. When a fund sells a futures contract, it agrees to sell the underlying instrument at a specified future date. The price at which the purchase and sale will take place is fixed when the fund enters into the contract. Futures can be held until their delivery dates, or can be closed out before then if a liquid secondary market is available. The value of a futures contract tends to increase and decrease in tandem with the value of its underlying instrument. Therefore, purchasing futures contracts will tend to increase a fund's exposure to positive and negative price fluctuations in the underlying instrument, much as if it had purchased the underlying instrument directly. When a fund sells a futures contract, by contrast, the value of its futures position will tend to move in a direction contrary to the market. Selling futures contracts, therefore, will tend to offset both positive and negative market price changes, much as if the underlying instrument had been sold. FUTURES MARGIN PAYMENTS. The purchaser or seller of a futures contracts is not required to deliver or pay for the underlying instrument unless the contract is held until the delivery date. However, both the purchaser and seller are required to deposit "initial margin" with a futures broker, known as a futures commission merchant (FCM), when the contract is entered into. Initial margin deposits are typically equal to a percentage of the contract's value. If the value of either party's position declines, that party will be required to make additional "variation margin" payments to settle the change in value on a daily basis. The party that has a gain may be entitled to receive all or a portion of this amount. Initial and variation margin payments do not constitute purchasing securities on margin for purposes of the funds' investment limitations. In the event of the bankruptcy of an FCM that holds margin on behalf of a fund, the fund may be entitled to return of margin owed to it only in proportion to the amount received by the FCM's other customers, potentially resulting in losses to the fund. PURCHASING PUT AND CALL OPTIONS. By purchasing a put option, a fund obtains the right (but not the obligation) to sell the option's underlying instrument at a fixed strike price. In return for this right, the fund pays the current market price for the option (known as the option premium). Options have various types of underlying instruments, including specific securities, indices of securities prices, and futures contracts. A fund may terminate its position in a put option it has purchased by allowing it to expire or by exercising the option. If the option is allowed to expire, the fund will lose the entire premium it paid. If the fund exercises the option, it completes the sale of the underlying instrument at the strike price. A fund may also terminate a put option position by closing it out in the secondary market at its current price, if a liquid secondary market exists. The buyer of a typical put option can expect to realize a gain if security prices fall substantially. However, if the underlying instrument's price does not fall enough to offset the cost of purchasing the option, a put buyer can expect to suffer a loss (limited to the amount of the premium paid, plus related transaction costs). The features of call options are essentially the same as those of put options, except that the purchaser of a call option obtains the right to purchase, rather than sell, the underlying instrument at the option's strike price. A call buyer typically attempts to participate in potential price increases of the underlying instrument with risk limited to the cost of the option if security prices fall. At the same time, the buyer can expect to suffer a loss if security prices do not rise sufficiently to offset the cost of the option. WRITING PUT AND CALL OPTIONS. When a fund writes a put option, it takes the opposite side of the transaction from the option's purchaser. In return for receipt of the premium, the fund assumes the obligation to pay the strike price for the option's underlying instrument if the other party to the option chooses to exercise it. When writing an option on a futures contract, a fund will be required to make margin payments to an FCM as described above for futures contracts. A fund may seek to terminate its position in a put option it writes before exercise by closing out the option in the secondary market at its current price. If the secondary market is not liquid for a put option the fund has written, however, the fund must continue to be prepared to pay the strike price while the option is outstanding, regardless of price changes, and must continue to set aside assets to cover its position. If security prices rise, a put writer would generally expect to profit, although its gain would be limited to the amount of the premium it received. If security prices remain the same over time, it is likely that the writer will also profit, because it should be able to close out the option at a lower price. If security prices fall, the put writer would expect to suffer a loss. This loss should be less than the loss from purchasing the underlying instrument directly, however, because the premium received for writing the option should mitigate the effects of the decline. Writing a call option obligates a fund to sell or deliver the option's underlying instrument, in return for the strike price, upon exercise of the option. The characteristics of writing call options are similar to those of writing put options, except that writing calls generally is a profitable strategy if prices remain the same or fall. Through receipt of the option premium, a call writer mitigates the effects of a price decline. At the same time, because a call writer must be prepared to deliver the underlying instrument in return for the strike price, even if its current value is greater, a call writer gives up some ability to participate in security price increases. COMBINED POSITIONS. The funds may purchase and write options in combination with each other, or in combination with futures or forward contracts, to adjust the risk and return characteristics of the overall position. For example, a fund may purchase a put option and write a call option on the same underlying instrument, in order to construct a combined position whose risk and return characteristics are similar to selling a futures contract. Another possible combined position would involve writing a call option at one strike price and buying a call option at a lower price, in order to reduce the risk of the written call option in the event of a substantial price increase. Because combined options positions involve multiple trades, they result in higher transaction costs and may be more difficult to open and close out. CORRELATION OF PRICE CHANGES. Because there are a limited number of types of exchange-traded options and futures contracts, it is likely that the standardized contracts available will not match a fund's current or anticipated investments exactly. A fund may invest in options and futures contracts based on securities with different issuers, maturities, or other characteristics from the securities in which it typically invests, which involves a risk that the options or futures position will not track the performance of the fund's other investments. Options and futures prices can also diverge from the prices of their underlying instruments, even if the underlying instruments match a fund's investments well. Options and futures prices are affected by such factors as current and anticipated short-term interest rates, changes in volatility of the underlying instrument, and the time remaining until expiration of the contract, which may not affect security prices the same way. Imperfect correlation may also result from differing levels of demand in the options and futures markets and the securities markets, from structural differences in how options and futures and securities are traded, or from imposition of daily price fluctuation limits or trading halts. A fund may purchase or sell options and futures contracts with a greater or lesser value than the securities it wishes to hedge or intends to purchase in order to attempt to compensate for differences in volatility between the contract and the securities, although this may not be successful in all cases. If price changes in a fund's options or futures positions are poorly correlated with its other investments, the positions may fail to produce anticipated gains or result in losses that are not offset by gains in other investments. LIQUIDITY OF OPTIONS AND FUTURES CONTRACTS. There is no assurance a liquid secondary market will exist for any particular options or futures contract at any particular time. Options may have relatively low trading volume and liquidity if their strike prices are not close to the underlying instrument's current price. In addition, exchanges may establish daily price fluctuation limits for options and futures contracts, and may halt trading if a contract's price moves upward or downward more than the limit in a given day. On volatile trading days when the price fluctuation limit is reached or a trading halt is imposed, it may be impossible for a fund to enter into new positions or close out existing positions. If the secondary market for a contract is not liquid because of price fluctuation limits or otherwise, it could prevent prompt liquidation of unfavorable positions, and potentially could require a fund to continue to hold a position until delivery or expiration regardless of changes in its value. As a result, a fund's access to other assets held to cover its options or futures positions could also be impaired. OTC OPTIONS. Unlike exchange-traded options, which are standardized with respect to the underlying instrument, expiration date, contract size, and strike price, the terms of over-the-counter options (options not traded on exchanges) generally are established through negotiation with the other party to the option contract. While this type of arrangement allows a fund greater flexibility to tailor an option to its needs, OTC options generally involve greater credit risk than exchange-traded options, which are guaranteed by the clearing organization of the exchanges where they are traded. OPTIONS AND FUTURES RELATING TO FOREIGN CURRENCIES. Currency futures contracts are similar to forward currency exchange contracts, except that they are traded on exchanges (and have margin requirements) and are standardized as to contract size and delivery date. Most currency futures contracts call for payment or delivery in U.S. dollars. The underlying instrument of a currency option may be a foreign currency, which generally is purchased or delivered in exchange for U.S. dollars, or may be a futures contract. The purchaser of a currency call obtains the right to purchase the underlying currency, and the purchaser of a currency put obtains the right to sell the underlying currency. The uses and risks of currency options and futures are similar to options and futures relating to securities or indices, as discussed above. The funds may purchase and sell currency futures and may purchase and write currency options to increase or decrease their exposure to different foreign currencies. The funds may also purchase and write currency options in conjunction with each other or with currency futures or forward contracts. Currency futures and options values can be expected to correlate with exchange rates, but may not reflect other factors that affect the value of a fund's investments. A currency hedge, for example, should protect a Yen-denominated security from a decline in the Yen, but will not protect a fund against a price decline resulting from deterioration in the issuer's creditworthiness. Because the value of a fund's foreign-denominated investments changes in response to many factors other than exchange rates, it may not be possible to match the amount of currency options and futures to the value of a fund's investments exactly over time. ASSET COVERAGE FOR FUTURES AND OPTIONS POSITIONS. The funds will comply with guidelines established by the SEC with respect to coverage of options and futures strategies by mutual funds, and if the guidelines so require will set aside appropriate liquid assets in a segregated custodial account in the amount prescribed. Securities held in a segregated account cannot be sold while the futures or option strategy is outstanding, unless they are replaced with other suitable assets. As a result, there is a possibility that segregation of a large percentage of a fund's assets could impede portfolio management or the fund's ability to meet redemption requests or other current obligations. SHORT SALES - FOR INTERNATIONAL GROWTH & INCOME FUND. The fund may enter into short sales with respect to stocks underlying its convertible security holdings. For example, if FMR anticipates a decline in the price of the stock underlying a convertible security the fund holds, it may sell the stock short. If the stock price subsequently declines, the proceeds of the short sale could be expected to offset all or a portion of the effect of the stock's decline on the value of the convertible security. The fund currently intends to hedge no more than 15% of its total assets with short sales on equity securities underlying its convertible security holdings under normal circumstances. When the fund enters into a short sale, it will be required to set aside securities equivalent in kind and amount to those sold short (or securities convertible or exchangeable into such securities and will be required to hold them aside while the short sale is outstanding. The fund will incur transaction costs, including interest expense, in connection with opening, maintaining, and closing short sales. WARRANTS. Warrants are securities that give a fund the right to purchase equity securities from the issuer at a specific price (the strike price) for a limited period of time. The strike price of warrants typically is much lower than the current market price of the underlying securities, yet they are subject to similar price fluctuations. As a result, warrants may be more volatile investments than the underlying securities and may offer greater potential for capital appreciation as well as capital loss. Warrants do not entitle a holder to dividends or voting rights with respect to the underlying securities and do not represent any rights in the assets of the issuing company. Also, the value of the warrant does not necessarily change with the value of the underlying securities and a warrant ceases to have value if it is not exercised prior to the expiration date. These factors can make warrants more speculative than other types of investments. SPECIAL CONSIDERATIONS AFFECTING EUROPE New developments surrounding the creation of a unified common market in Europe have helped to reduce physical and economic barriers promoting the free flow of goods and services throughout Western Europe. These new developments could make this new unified market one of the largest in the world. However, encouraging signs of stronger growth in North America contrasted with marked deterioration in economic performance in Europe, where recessionary tendencies persisted through much of 1993. The sharp slowing of growth in Europe reflects a range of adverse factors, including tight monetary conditions, inadequate progress toward inflation convergence and budgetary consolidation in many countries, and the attendant weakness of consumer and business confidence. More generally, the turbulence in foreign exchange markets since the middle of 1992 and an escalation of tensions over trade have contributed to increased uncertainty in many countries. The economic situation also remains difficult for Eastern European countries in transition from central planning, following what has already been a sizable decline in output. The contraction now appears to be bottoming out in parts of central Europe, where some countries are projected to register positive growth in 1994. But key aspects of the reform and stabilization efforts have not yet been fully implemented, and there remain risks of policy slippages. In the Russian Federation and most other countries of the former Soviet Union, economic conditions are of particular concern because of economic instability due to political unrest and armed conflicts in many regions. Notwithstanding the continued economic difficulties in many countries, recent positive developments offer hope for a cooperative growth strategy in the near term, which could also permit a strengthening of global economic performance over the medium term. Many developing countries are reaping the fruits of sustained reform and stabilization efforts. Efforts to enhance assistance to countries affected by the transition to market-based trading systems occurring in central Europe and the former Soviet Union, and to low-income countries to support strengthened stabilization and restructuring efforts, are moving forward. In Europe, exchange market tensions have eased, and interest rates have been falling and should continue to do so as evidence accumulates of the waning of inflationary pressures. The European Community (EC) consists of Belgium, Denmark, France, Germany, Greece, Ireland, Italy, Luxembourg, Netherlands, Portugal, Spain, and the United Kingdom (the member states). In 1986, the member states of the EC signed the "Single European Act," an agreement committing these countries to the establishment of a market among themselves, unimpeded by internal barriers or hindrances to the free movement of goods, persons, services, or capital. To meet this goal, a series of directives have been issued to the member states. Compliance with these directives is designed to eliminate three principal categories of barriers: 1) physical frontiers, such as customs posts and border controls; 2) technical barriers (which include restrictions operating within national territories) such as regulations and norms for goods and services (product standards); discrimination against foreign bids (bids by other EC members) on public purchases; or restrictions on foreign requests to establish subsidiaries; and ( 3) fiscal frontiers, notably the need to levy value - added taxes, tariffs, or excises on goods or services imported from other EC states. The ultimate goal of this project is to achieve a large unified domestic European market in which available resources would be more efficiently allocated through the elimination of the above - mentioned barriers and the added costs associated with those barriers. Elimination of these barriers would simplify product distribution networks, allow economies of scale to be more readily achieved, and free the flow of capital and other resources. The Maastricht Treaty on economic and monetary union (EMU) attempts to provide its members with a stable monetary framework consistent with the EC's broad economic goals. But until the EMU takes effect, which is intended to occur between 1997 and 1999, the community will face the need to reinforce monetary cooperation in order to reduce the risk of a recurrence of tensions between domestic and external policy objectives. The total European market, as represented by both EC and non - EC countries, consists of over 32 8 million consumers, making it larger currently than either the United States or Japanese markets. European businesses compete nationally and internationally in a wide range of industries including: telecommunications and information services, roads and transportation, building materials, food and beverages, broadcast and media, financial services, electronics, and textiles. Actual and anticipated actions on the part of member states to conform to the unified Europe directives has prompted interest and activity not only by European firms, but also by foreign entities anxious to establish a presence in Europe that will result from these changes. Indications of the effect of this response to a unified Europe can be seen in the areas of mergers and acquisitions, corporate expansion and development, GNP growth, and national stock market activity. The early experience of the former centrally planned economies has already demonstrated the crucially important link between structural reforms, macroeconomic stabilization, and successful economic transformation. Among the central European countries, the Czech Republic, Hungary, and Poland have made the greatest progress in structural reform; inflationary pressures there have abated following price liberalization, and output has begun to recover. These achievements will be difficult to sustain, however, in the absence of strong efforts to contain the large fiscal deficits that have accompanied the considerable losses of output and tax revenue since the start of the reform process. In the Baltic countries there are encouraging signs that reforms are taking hold and are being supported by strong stabilization efforts. In most other countries of the former Soviet Union, in contrast, inadequate stabilization efforts now threaten to lead to hyper-inflation, which could derail the reform process. Inflation, which had abated following the immediate impact of price liberalization in early 1992, surged to extremely high levels in late 1992 and early 1993. The main reason for this development has been excessive credit expansion to the government and to state enterprises. The transformation process is being seriously hampered by the widespread subsidization of inefficient enterprises and the resulting misallocation of resources. The lack of effective economic and monetary cooperation among the countries of the former Soviet Union exacerbates other problems by severely constraining trade flows and impeding inflation control. Partly as a result of these difficulties, some countries have decided that the introduction of separate currencies offers the best scope for avoiding hyper-inflation and for improving economic conditions. This development can facilitate the implementations of stronger stabilization programs. Economic conditions appear to have improved for some of the transition economies of central Europe during the past year. Following three successive years of output declines, there are preliminary indications of a turnaround in the former Czech and Slovak Federal Republic, Hungary and Poland; growth in private sector activity and strong exports, especially to Western Europe, now appear to have contained the fall in output. Most central European countries in transition, however, are expected to achieve positive real growth in 1994 as market reforms deepen. The strength of the projected output gains will depend crucially on the ability of the reforming countries to contain fiscal deficits and inflation and on their continued access to, and success in, export markets. Economic conditions in the former Soviet Union have continued to deteriorate. Real GDP in Russia is estimated to have fallen 19 percent in 1992, after a 9 percent decline in 1991. In many other countries of the region, output losses have been even larger. These declines reflect the adjustment difficulties during the early stages of the transition, high rates of inflation, the compression of imports, disruption in trade among the countries of the former Soviet Union, and uncertainties about the reform process itself. Large-scale subsidies are delaying industrial restructuring and are exacerbating the fiscal situation. A reversal of these adverse factors is not anticipated in the near term, and output is expected to decline further in most of these countries. A number of their governments, including those of Hungary, and Poland, are currently implementing or considering reforms directed at political and economic liberalization, including efforts to foster multi-party political systems, decentralize economic planning, and move toward free market economies. At present, no Eastern European country has a developed stock market, but Poland , Hungary and the Czech Republic have small securities markets in operation. Ethnic and civil conflict currently rage throughout the former Yugoslavia. The outcome is uncertain. Both the EC and Japan, among others, have made overtures to establish trading arrangements and assist in the economic development of the Eastern European nations . In the rest of Europe, monetary policy and financial market developments have been dominated by the currency turmoil that began in September 1992. At the same time, conditions are improving for significant reductions of official interest rates in Europe, which should help to contain recessionary forces and ensure that recovery takes hold by 1994. There is also an urgent need for positive steps to resist protectionist pressures, especially by bringing the multilateral trade negotiations under the Uruguay Round of the General Agreement on Trade and Tariffs (GATT) to a successful conclusion. Determined action to alleviate short-term difficulties and to achieve key medium-term objectives would unquestionably strengthen consumer and business confidence. Interest rates generally have declined somewhat with the easing of tensions in the Exchange Rate Mechanism (ERM), but for most countries tight monetary conditions remain an obstacle to stronger growth and a threat to exchange market stability. However, in the long - term, reunification could prove to be an engine for domestic and international growth. The conditions that have given rise to these developments are changeable, and there is no assurance that reforms will continue or that their goals will be achieved. REAL GDP ANNUAL RATE OF GROWTH OCTOBER 1993 Denmark 0.0% France 1.3 Germany 1.2 Italy 2.9 Netherlands 3.6 Spain 0.1 Switzerland (1.1) United Kingdom 1.1 Source: International Monetary Fund (Figures are quoted based on each country's domestic currency.) NATIONAL INDICES ( WITHOUT DIVIDENDS) OCTOBER 1993 GROWTH IN U.S. DOLLARS EUROPE 6 months 12 months 5 years Greece 10.45 24.86 14.74 Portugal 22.39 27.11 -1.69 Turkey 50.18 156.34 35.59 Source: Morgan Stanley NATIONAL INDICES ( WITHOUT DIVIDENDS) OCTOBER 1993 GROWTH IN LOCAL CURRENCY EUROPE 6 months 12 months 5 years Greece 23.04 49.41 26.64 Portugal 43.86 59.07 1.55 Turkey 101.04 322.29 104.04 Source: Morgan Stanley SPECIAL CONSIDERATIONS AFFECTING JAPAN, THE PACIFIC BASIN , AND SOUTHEAST ASIA Many Asian countries may be subject to a greater degree of social, political and economic instability than is the case in the United States and Western European countries. Such instability may result from (i) authoritarian governments or military involvement in political and economic decision-making; (ii) popular unrest associated with demands for improved political, economic and social conditions; (iii) internal insurgencies; (iv) hostile relations with neighboring countries; and (v) ethnic, religious and racial disaffection. The economies of most of the Asian countries are heavily dependent upon international trade and are accordingly affected by protective trade barriers and the economic conditions of their trading partners, principally, the United States, Japan, China and the European Community. The enactment by the United States or other principal trading partners of protectionist trade legislation, reduction of foreign investment in the local economies and general declines in the international securities markets could have a significant adverse effect upon the securities markets of the Asian countries. Thailand h as one of the fastest-grow ing stock markets in the world. The manufacturing sector is becoming increasingly sophisticated and is benefiting from export-oriented investing. The manufacturing and service sectors continue to account for the bulk of Thailand's economic growth. The agricultural sector continues to become less important. The government has followed fairly sound fiscal and monetary policies, aided by increased tax receipts from a fast moving economy. The government also continues to move ahead with new projects - especially telecommunications, roads and port facilities - needed to refurbish the country's overtaxed infrastructure. Nonetheless, political unrest coupled with the shooting of antigovernment demonstrators in May 1992 has caused many international businesses to question Thailand's political stability. Hong Kong's impending return to Chinese dominion in 1997 has not initially had a positive effect on its economic growth which was vigorous in the 1980s . Although China has committed by treaty to preserve the economic and social freedoms enjoyed in Hong Kong for 50 years after regaining control of Hong Kong, the continuation of the current form of the economic system in Hong Kong after the reversion will depend on the actions of the government of China. Business confidence in Hong Kong, therefore, can be significantly affected by such developments, which in turn can affect markets and business performance. In preparation for 1997, Hong Kong has continued to develop trade with China, where it is the largest foreign investor, while also maintaining its long - standing export relationship with the United States. Spending on infrastructure improvements is a significant priority of the colonial government while the private sector continues to diversify abroad based on its position as an established international trade center in the Far East. In terms of GDP, industrial standards and level of education, South Korea is second only to Japan in Asia. It enjoys the benefits of a diversified economy with wel l- developed sectors in electronics, automobiles, textiles and shoe manufacture, steel and shipbuilding among others. The driving force behind the economy's dynamic growth has been the planned development of an export - oriented economy in a vigorously entrepreneurial society. Real GDP grew about 4.3 % in 1993 . Labor unrest was noticeably calmer, unemployment averaged a low of 2.3%, and investment was strong. Inflation rates, however, are beginning to challenge South Korea's strong economic performance. B oth Koreas joined the United Nations separately in late 1991, creating another forum for negotiation and joint cooperation. Reunification of North Korea and South Korea could have a detrimental effect on the economy of South Korea. Indonesia is a mixed economy with many socialist institutions and central planning but with a recent emphasis on deregulation and private enterprise. Like Thailand, Indonesia has extensive natural wealth, yet with a large and rapidly increasing population, it remains a poor country. Indonesia's dependence on commodity exports makes it vulnerable to a fall in world commodity prices. Malaysia has one of the fastest - growing economies in the Asian-Pacific region. Malaysia has become the world's third-largest producer of semiconductor devices (after the U.S. and Japan) and the world's largest exporter of semiconductor devices. More remarkable is the country's ability to achieve rapid economic growth with relative price stability (2% inflation over the past five years) as the government followed prudent fiscal/monetary policies. Malaysia's high export dependence level leaves it vulnerable to a recession in the Organization for Economic Cooperation and Development countries or a fall in world commodity prices. Singapore has an open entrepreneurial economy with strong service and manufacturing sectors and excellent international trading links derived from its history. During the 1970s and the early 1980s, the economy expanded rapidly, achieving an average annual growth rate of 9%. Per capita GDP is among the highest in Asia. Singapore holds a position as a major oil refining and services center. Japan currently has the second - largest GDP in the world. The Japanese economy has grown substantially over the last three decades. Its growth rate averaged over 5% in the 1970s and 1980s. However, in 1992, the growth rate in Japan slowed to 0.6% and their budget showed a deficit of 1 1/2% percent of GDP. Despite small rallies and market gains, Japan has been plagued with economic sluggishness. Economic conditions have weakened considerably in Japan since October 1992. The boom in Japan's equity and property markets during the expansion of the late 1980's supported high rates of investment and consumer spending on durable goods, but both of these components of demand have now retreated sharply following the decline in asset prices. Profits have fallen sharply, the previously tight labor market conditions have eased considerably, and consumer confidence is low. The banking sector has experienced a sharp rise in non-performing loans, and strains in the financial system are likely to continue. The decline in interest rates and the two large fiscal stimulus packages should help to contain the recessionary forces, but substantial uncertainties remain. The general government position has deteriorated as a result of weakening economic growth, as well as stimulative measures taken recently to support economic activity and to restore financial stability. Although Japan's economic growth has declined significantly since 1990, many Japanese companies seem capable of rebounding due to increased investments, smaller borrowings, increased product development and continued government support. Growth is expected to recover in 1994. Japan's economic growth in the early 1980's was due in part to government borrowings. Japan is heavily dependent upon international trade and, accordingly, has been and may continue to be adversely affected by trade barriers, and other protectionist or retaliatory measures of, as well as economic conditions in, the U.S. and other countries with which they trade. Industry, the most important sector of the economy, is heavily dependent on imported raw materials and fuels. Japan's major industries are in the engineering, electrical, textile, chemical, automobile, fishing, and telecommunication fields. Japan imports iron ore, copper, and many forest products. Only 19% of its land is suitable for cultivation. Japan's agricultural economy is subsidized and protected. It is about 50% self - sufficient in food production. Even though Japan produces a minute rice surplus, it is dependent upon large imports of wheat, sorghum, and soybeans from other countries. Japan's high volume of exports such as automobiles, machine tools, and semiconductors have caused trade tensions with other countries, particularly the United States. Attempts to approve trading agreements between the countries may reduce the friction caused by the current trade imbalance. Australia has a prosperous Western - style capitalist economy, with a per capita GDP comparable to levels in industrialized Western European countries. It is rich in natural resources and is the world's largest exporter of beef and wool, second - largest for mutton, and is among the top wheat exporters. Australia is also a major exporter of minerals, metals and fossil fuels. Due to the nature of its exports, a downturn in world commodity prices can have a big impact on its economy. EMERGING MARKETS: ASIA MARKET CAPITALIZATION IN U.S. DOLLARS OCTOBER 1993 Billions: India 29.25 Indonesia 10.85 Korea 70.61 Malaysia 87.76 Pakistan 4.74 Philippines 14.28 Sri Lanka .79 Taiwan 52.34 Thailand 48.82 Source: Morgan Stanley NATIONAL INDICES (WITHOUT DIVIDENDS) OCTOBER 1993 GROWTH IN U.S. DOLLARS ASIA 6 months 12 months 5 years India 30.20 n/a n/a Indonesia 42.45 39.03 26.80 Israel 6.50 n/a n/a Jordan 7.41 34.15 4.70 Korea .30 19.89 -4.08 Malaysia 42.47 67.80 23.91 Pakistan 29.19 n/a n/a Philippines 32.73 47.36 24.44 Sri Lanka 57.91 n/a n/a Taiwan -13.43 5.81 -8.48 Thailand 41.73 42.95 24.47 Source: Morgan Stanley NATIONAL INDICES (WITHOUT DIVIDENDS) OCTOBER 1993 GROWTH IN LOCAL CURRENCY ASIA 6 months 12 months 5 years India 30.32 n/a n/a Indonesia 43.96 42.84 32.09 Israel 12.52 n/a n/a Jordan 9.92 36.89 13.63 Korea 1.79 23.82 -1.33 Malaysia 41.95 70.92 22.83 Pakistan 45.39 n/a n/a Philippines 46.90 74.26 32.75 Sri Lanka 62.12 n/a n/a Taiwan -10.24 12.01 -9.56 Thailand 42.47 42.83 24.48 Source: Morgan Stanley ASIAN STOCK MARKET RETURNS (OCTOBER 1993)
Average annual stock market Stock market returns return (Local currency %) (Local currency%) 1989-1992 11 months to November 30,1993 China n/a n/a Hong Kong 17.9 64.6 India 36.9 27.6 Indonesia 4.0 80.5 Japan (14.2) 5.6 Korea (9.0) 19.7 Malaysia 12.2 67.8 Philippines 25.4 86.9 Singapore 7.1 32.2 Taiwan (11.2) 32.0 Thailand 22.5 53.6
Source: Morgan Stanley REAL GDP (OCTOBER 1993) Average Real GDP Growth for the Period Nominal GDP 1980-1992 1992 % (US$ billions) China 9.7 435 Hong Kong 6.8 96 India 5.3 266 Indonesia 5.6 126 Japan 4.0 3,670 Korea 9.2 297 Malaysia 5.9 55 Philippines 1.0 52 Singapore 6.5 46 Taiwan 7.6 207 Thailand 7.9 104 Source: Morgan Stanley SPECIAL CONSIDERATIONS AFFECTING CANADA Canada occupies the northern part of North America and is the second - largest country in the world (3.97 million square miles in area) extending from the Atlantic Ocean to the Pacific. The companies in which the fund may invest may include those involved in the energy industry, industrial materials (chemicals, base metals, timber and paper) and agricultural materials (grain cereals). The securities of companies in the energy industry are subject to changes in value and dividend yield which depend, to a large extent, on the price and supply of energy fuels. Rapid price and supply fluctuations may be caused by events relating to international politics, energy conservation and the success of exploration products. Canada is one the world's leading industrial countries, as well as a major exporter of agricultural products. Canada is rich in natural resources such as zinc, uranium, nickel, gold, silver, aluminum, iron and copper. Forest covers over 44% of land area, making Canada a leading world producer of newsprint. The economy of Canada is strongly influenced by the activities of companies and industries involved in the production and processing of natural resources. Canada is a major producer of hydroelectricity, oil and gas. The business activities of companies in the energy field may include the production, generation, transmission, marketing, control or measurement of energy or energy fuels. Economic prospects are changing due to recent government attempts to reduce restrictions against foreign investment. Canadian securities are not considered by FMR to have the same level of risk as other nation's securities. Canadian and U.S. companies are generally subject to similar auditing and accounting procedures, and similar government supervision and regulation. Canadian markets are more liquid than many other foreign markets and share similar characteristics with U.S. markets. The political system is more stable than in some other foreign countries, and the Canadian dollar is generally less volatile relative to the U.S. dollar. Many factors affect and could have an adverse impact on the financial condition of Canada, including social, environmental and economic conditions; factors which are not within the control of Canada. In Canada, where recovery is not yet as firmly established as in the United States, interest rates have been coming down after a sharp rise associated with exchange market developments in the fall of 1992. In light of the cyclical situation, there should be room for a further easing of interest rates without jeopardizing the progress made toward price stability. Continued perseverance in reducing the structural budget deficit also is required. FMR is unable to predict what effect, if any, such factors would have on instruments held in the fund's portfolio. Beginning in January 1989, the U.S. - Canada Free Trade Agreement will be phased in over a period of 10 years. This agreement will remove tariffs on U.S. technology and Canadian agricultural products in addition to removing trade barriers affecting other important sectors of each country's economy. Canada, the U.S. and Mexico will implement the North American Free Trade Agreement, beginning in 1994. This cooperation is expected to lend to increased trade and to reduce barriers. The majority of new equity issues or initial public offerings in Canada are through underwritten offerings. The Fund may elect to participate in these issues. SPECIAL CONSIDERATIONS AFFECTING LATIN AMERICA Latin America is a region rich in natural resources such as oil, copper, tin, silver, iron ore, forestry, fishing, livestock, and agriculture. The region has a large population (roughly 300 million) representing a large domestic market. Economic growth was strong in the 1960s and 1970s, but slowed dramatically in the 1980s as a result of poor economic policies, higher international interest rates and the denial of access to new foreign capital. Capital flight has proven a persistent problem and external debt has been forcibly rescheduled. Political turmoil, high inflation, capital repatriation restrictions and nationalization have further exacerbated conditions. Changes in political leadership, the implementation of market - oriented economic policies, such as privatization, trade reform and fiscal and monetary reform are among the recent steps taken to renew economic growth. External debt is being restructured and flight capital (domestic capital that has left the home country) has begun to return. Inflation control efforts have also been implemented. A free trade zone has been established in various areas around the region, the most notable being a free zone between Mexico, the U.S., and Canada. Latin American equity markets can be extremely volatile and in the past have shown little correlation with the U.S. market. Currencies are typically weak, but most are now relatively free floating, and it is not unusual for the currencies to undergo wide fluctuations in value over short periods of time due to changes in the market. Mexico's economy is a mixture of state - owned industrial plants (notably oil), private manufacturing and services, and both large - scale and traditional agriculture. In the 1980s, Mexico experienced severe economic difficulties: the nation accumulated large external debts as world petroleum prices fell; rapid population growth outstripped the domestic food supply; and inflation, unemployment, and pressures to emigrate became more acute. Growth in national output however, appears to be recovering, rising from 1.4% in 1988 to 3.9% in 1990. The U.S. is Mexico's major trading partner, accounting for two - thirds of its exports and imports. In fact, the U.S. now exports more goods to Mexico than to Japan. After petroleum, border assembly plants and tourism are the largest earners of foreign exchange. The government, in consultation with international economic agencies, is implementing programs to stabilize the economy and foster growth. Mexico, the U.S. and Canada will implement the North American Free Trade Agreement, beginning in 1994. This cooperation is expected to lead to increased trade and reduced barriers. Brazil entered the 1990s with declining real growth, runaway inflation, an unserviceable foreign debt of $122 billion, and a lack of policy direction. A major long - run strength is Brazil's natural resources. Iron ore, bauxite, tin, gold, and forestry products make up som e of Brazil's basic natural resource base, which includes some of the largest mineral reserves in the world. A vibrant private sector is marred by an inefficient public sector. The government has embarked on an ambitious reform program that seeks to modernize and reinvigorate the economy by stabilizing prices, deregulating the economy, and opening it to increased foreign competition. In terms of population, Brazil is the sixth - largest in the world with about 155 million people and represents a huge domestic market. Chile, like Brazil, is endowed with considerable mining resources, in particular copper. Economic reform has been ongoing in Chile for at least 15 years, but political democracy has only recently returned to Chile. Privatization of the public sector beginning in the early 1980s has bolstered the equity market. A well organized pension system has created a long - term domestic investor base. Argentina is strong in wheat production and other foodstuffs and livestock ranching. A well - educated and skilled population boasts one of the highest literacy rates in the region. The country has been ravaged by decades of extremely high inflation and political instability. Recent attempts by the present political regime to slow inflation and rationalize government spending appear to be meeting with some success. Privatization is ongoing and should reduce the amount of external debt outstanding . Venezuela has substantial oil reserves. External debt is being renegotiated, and the government is implementing economic reform in order to reduce the size of the public sector. Internal gasoline prices, which are one - third those of international prices, are being increased in order to reduce subsidies. Plans for privatization and exchange and interest rate liberalization are examples of recently introduced reforms. EMERGING MARKETS: LATIN AMERICA MARKET CAPITALIZATION IN U.S. DOLLARS OCTOBER 1993 Billions: Argentina 24.99 Brazil 48.62 Chile 22.77 Colombia 4.89 Mexico 89.46 Peru 3.00 Venezuela 4.83 Source: Morgan Stanley NATIONAL INDICES (WITHOUT DIVIDENDS) OCTOBER 1993 GROWTH IN U.S. DOLLARS LATIN AMERICA 6 months 12 months 5 years Argentina 38.32 57.19 43.89 Brazil 34.75 59.55 17.76 Chile 22.52 5.29 39.10 Colombia 28.01 n/a n/a Mexico 19.14 23.46 55.30 Peru 49.87 n/a n/a Venezuela -2.97 n/a n/a Source: Morgan Stanley NATIONAL INDICES (WITHOUT DIVIDENDS) OCTOBER 1993 GROWTH IN LOCAL CURRENCY LATIN AMERICA 6 months 12 months 5 years Argentina 38.54 58.79 427.44 Brazil 626.43 3354.77 1434.40 Chile 24.74 16.14 54.05 Colombia 35.13 n/a n/a Mexico 19.87 23.74 65.40 Peru 66.63 n/a n/a Venezuela 13.46 n/a n/a Source: Morgan Stanley SPECIAL CONSIDERATIONS AFFECTING AFRICA Africa is a continent of roughly 50 countries with a total population of approximately 840 million people. Literacy rates (the percentage of people who are over 15 years of age and who can read and write) are relatively low, ranging from 20% to 60%. The primary industries include crude oil, natural gas, manganese ore, phosphate, bauxite, copper, iron, diamond, cotton, coffee, cocoa, timber, tobacco, sugar, tourism, and cattle. Many of the countries are fraught with political instability. However, there has been a trend over the past five years toward democratization. Many countries are moving from a military style, Marxist, or single party government to a multi-party system. Still, there remain many countries that do not have a stable political process. Other countries have been enmeshed in civil wars and border clashes. Economically, the Northern Rim countries (including Morocco, Egypt, and Algeria) and Nigeria, Zimbabwe, and South Africa are the wealthier countries on the continent due to their strong ties with the European nations. The market capitalization of these countries has been growing recently as more international companies invest in Africa and as local companies start to list on the exchanges. However, religious strife has been a significant source of instability. On the other end of the economic spectrum are countries, such as Burkina, Madagascar, and Malawi, that are considered to be among the poorest or least developed in the world. These countries are generally landlocked or have poor natural resources. The economies of many African countries are heavily dependent on international oil prices. Of all the African industries, oil has been the most lucrative, accounting for 40% to 60% of many countries' Gross Domestic Product. However, general decline in oil prices has had an adverse impact on many economies. PORTFOLIO TRANSACTIONS All orders for the purchase or sale of portfolio securities are placed on behalf of the funds by FMR pursuant to authority contained in each fund's management contract. If FMR grants investment management authority to the sub-advisers as described in the section entitled "Management Contracts" beginning on page , the sub-advisers will be authorized to place orders for the purchase and sale of portfolio securities and will do so in accordance with the policies described below. FMR is also responsible for the placement of transaction orders for other investment companies and accounts for which it or its affiliates act as investment adviser. In selecting broker-dealers, subject to applicable limitations of the federal securities laws, FMR will consider various relevant factors, including, but not limited to, the size and type of the transaction; the nature and character of the markets for the security to be purchased or sold; the execution efficiency, settlement capability, and financial condition of the broker-dealer firm; the broker-dealer's execution services rendered on a continuing basis , the reasonableness of any commissions , and arrangement for payment of fund expenses . Commissions for foreign investments traded on foreign exchanges generally will be higher than for U.S. investments and may not be subject to negotiation. The funds may execute portfolio transactions with broker-dealers who provide research and execution services to the funds or other accounts over which FMR or its affiliates exercise investment discretion. Such services may include advice concerning the value of securities; the advisability of investing in, purchasing, or selling securities; the availability of securities or the purchasers or sellers of securities; furnishing analyses and reports concerning issuers, industries, securities, economic factors and trends, portfolio strategy, and performance of accounts; and effecting securities transactions and performing functions incidental thereto (such as clearance and settlement). The selection of such broker-dealers generally is made by FMR (to the extent possible consistent with execution considerations) in accordance with a ranking of broker-dealers determined periodically by FMR's investment staff based upon the quality of such research and execution services provided. The receipt of research from broker-dealers that execute transactions on behalf of the funds may be useful to FMR in rendering investment management services to the funds or its other clients, and conversely, such research provided by broker-dealers who have executed transaction orders on behalf of other FMR clients may be useful to FMR in carrying out its obligations to the funds. The receipt of such research has not reduced FMR's normal independent research activities; however, it enables FMR to avoid the additional expenses that could be incurred if FMR tried to develop comparable information through its own efforts. Subject to applicable limitations of the federal securities laws, broker-dealers may receive commissions for agency transactions that are in excess of the amount of commissions charged by other broker-dealers in recognition of their research and execution services. In order to cause the funds to pay such higher commissions, FMR must determine in good faith that such commissions are reasonable in relation to the value of the brokerage and research services provided by such executing broker-dealers, viewed in terms of a particular transaction or FMR's overall responsibilities to the funds and its other clients. In reaching this determination, FMR will not attempt to place a specific dollar value on the brokerage and research services provided, or to determine what portion of the compensation should be related to those services. FMR is authorized to use research services provided by and to place portfolio transactions with brokerage firms that have provided assistance in the distribution of shares of the funds or shares of other Fidelity funds to extent permitted by law. FMR may use research services provided by and place agency transactions with Fidelity Brokerage Services, Inc. (FBSI) and Fidelity Brokerage Services, Ltd. (FBSL), subsidiaries of FMR Corp., if the commissions are fair, reasonable, and comparable to commissions charged by non-affiliated, qualified brokerage firms for similar services. Prior to September 4, 1992, FBSL operated under the name Fidelity Portfolio Services, Ltd. (FPSL) as a a wholly owned subsidiary of Fidelity International Limited (FIL). Edward C. Johnson 3d is Chairman of FIL. Mr. Johnson 3d, Johnson family members, and various trusts for the benefit of the Johnson family own, directly or indirectly, more than 25% of the voting common stock of FIL. FMR may allocate brokerage transactions to broker-dealers who have entered into arrangements with FMR under which the broker-dealer allocates a portion of the commissions paid by the fund toward payment of the fund's expenses, such as transfer agent fees of FSC or custodian fees. The transaction quality must, however, be comparable to those of other qualified broker-dealers. Section 11(a) of the Securities Exchange Act of 1934 prohibits members of national securities exchanges from executing exchange transactions for accounts which they or their affiliates manage, except if certain requirements are satisfied . Pursuant to such requirements, the Board of Trustees has authorized FBSI to execute fund portfolio transactions on national securities exchanges in accordance with approved procedures and applicable SEC rules. The Trustees periodically review FMR's performance of its responsibilities in connection with the placement of portfolio transactions on behalf of the funds and review the commissions paid by the funds over representative periods of time to determine if they are reasonable in relation to the benefits to the funds. The funds' turnover rates for the fiscal years ended October 31, 1993 and 1992 are illustrated in the table below. TURNOVER RATES 1993 1992 Diversified International 1 56% 56%* International Growth & Income 24 76 Overseas 64 122 Worldwide 57 130 Canada 131 55 Europe 76 95 Japan 2 257 n/a Pacific Basin 77 105 Emerging Markets 57 159 Latin America 3 72* n/a Southeast Asia 3 14* n/a ____ 1 From December 27, 1991 (commencement of operations). 2 From September 15, 1992 (commencement of operations). 3 From April 19, 1993 (commencement of operations). * Annualized BROKERAGE COMMISSIONS. The table below lists the total brokerage commissions; the percentage of brokerage commissions paid to brokerage firms that provided research services; and the dollar amount of commissions paid to FBSI and FBSL for the fiscal periods ended October 31, 1993, 1992, and 1991. The tables also list the percentage of each fund's aggregate brokerage commissions paid to FBSI and FBSL during the 1993, 1992, and 1991 fiscal periods, as well as the percentage of each fund's aggregate dollar amount of transactions executed through FBSI and FBSL during the same periods. However, during fiscal 1993, the fund did not pay any commissions to FBSL. The difference in the percentage of the brokerage commissions paid to and the percentage of the dollar amount of transactions effected through FBSI and FBSL is a result of the low commission rates charged by FBSI and FBSL. % of % of % of % of Transactions Transactions Fiscal % Paid to Commissions Commissions Effected Effected Period Ended Firms Providing Paid Paid through through October 31 Total Research To FBSI To FBSL To FBSI FBSL To FBSI FBSL
DIVERSIFIED INTERNATIONAL 1993 $ 826,386 94.68% $ 4,142 $ 0 .50% 0 1.77% 0 19921 $ 160,423 99.80% $ 217 $ 182 .10% .10% .10% .10% INTERNATIONAL GROWTH & INCOME 1993 $ 1,928,776 87.29% $ 2,625 $ 0 .14% 0 .64% 0 1992 $ 245,327 89.9% 0 $ 5,458 0 2.22% 0 5.12% 1991 $ 192,832 84.63% 0 $ 2,387 0 1.24% 0 3.06% OVERSEAS 1993 $ 3,401,287 90.12% $ 3,290 $ 0 .10% 0 .40% 0 1992 $ 4,770,619 89.81% 0 $ 54,470 0 1.14% 0 1.83% 1991 $ 4,284,435 90.05% $ 683 $ 37,690 .02% .88% .05% 1.75% WORLDWIDE 1993 $ 708,837 87.03% $ 22,678 $ 0 3.20% 0% 9.39% 0 1992 $ 555,712 80.77% $ 28,469 $ 2,492 5.12% .45% 13.91% .96% 1991 $ 502,988 84.80% $ 33,308 $ 4,968 6.62% .99% 11.44% 1.93% CANADA 1993 $ 559,269 95.79% $ 6,234 $ 0 1.11% 0 2.36% 0 1992 $ 56,775 97.76% $ 1,190 $ 0 2.10% 0 7.11% 0 1991 $ 63,752 99.00% $ 385 $ 0 .60% 0 1.94% 0 EUROPE 1993 $ 1,377,988 81.75% $ 0 $ 0 0 0 0 0 1992 $ 1,266,800 83.55% 0 $ 26,013 0 2.05% 0 3.32% 1991 $ 936,015 85.22% $ 2,320 $ 48,609 .25% 5.19% .70% 8.79% JAPAN 1993 $ 1,680,833 94.76% $ 0 $ 0 0 0 0 0 19922 $ 11,099 85.68% 0 0 0 0 0 0 PACIFIC BASIN 1993 $ 3,067,285 96.86% $ 0 $ 0 0 0 0 0 1992 $ 1,152,821 97.12% 0 0 0 0 0 0 1991 $ 1,120,545 95.64% 0 0 0 0 0 0 EMERGING MARKETS 1993 $ 4,396,375 94.15% $ 12,982 $ 0 .30% 0 2.13% 0 1992 $ 157,678 86.76% 0 $ 0 0 0 0 0 1991 $ 34,455 93.59% $ 147 $ 0 .43% 0 .85% 0 LATIN AMERICA 19933 $ 902,099 85.11% $ 15,080 $ 0 1.67% 0 7.79% 0 SOUTHEAST ASIA 19933 $ 2,709,357 82.70% $ 0 $ 0 0% 0 0 0
_____ 1 From December 27, 1991 (commencement of operations). 2 From September 15, 1992 (commencement of operations). 3 From April 19, 1993 (commencement of operations). From time to time the Trustees will review whether the recapture for the benefit of the funds of some portion of the brokerage commissions or similar fees paid by the funds on portfolio transactions is legally permissible and advisable. The funds seek to recapture soliciting broker-dealer fees on the tender of portfolio securities, but at present no other recapture arrangements are in effect. The Trustees intend to continue to review whether recapture opportunities are available and are legally permissible and, if so, to determine in the exercise of their business judgment, whether it would be advisable for the funds to seek such recapture. Although the Trustees and officers of the funds are substantially the same as those of other funds managed by FMR, investment decisions for the funds are made independently from those of other funds managed by FMR or accounts managed by FMR affiliates. It sometimes happens that the same security is held in the portfolio of more than one of these funds or accounts. Simultaneous transactions are inevitable when several funds are managed by the same investment adviser, particularly when the same security is suitable for the investment objective of more than one fund. When two or more funds are simultaneously engaged in the purchase or sale of the same security, the prices and amounts are allocated in accordance with a formula considered by the officers of the funds involved to be equitable to each fund. In some cases this system could have a detrimental effect on the price or value of the security as far as the funds are concerned. In other cases, however, the ability of the funds to participate in volume transactions will produce better executions and prices for the funds. It is the current opinion of the Trustees that the desirability of retaining FMR as investment adviser to the funds outweighs any disadvantages that may be said to exist from exposure to simultaneous transactions. VALUATION OF PORTFOLIO SECURITIES Portfolio securities are valued by various methods depending on the primary market or exchange on which they trade. Equity securities for which the primary market is the U.S. are valued at last sale price or, if no sale has occurred, at the closing bid price. Equity securities for which the primary market is outside the U.S. are valued using the official closing price or the last sale price in the principal market where they are traded. If the last sale price (on the local exchange) is unavailable, the last evaluated quote or last bid price is normally used. Short-term securities are valued either at amortized cost or at original cost plus accrued interest, both of which approximate current value. Fixed-income securities are valued primarily by a pricing service that uses a vendor security valuation matrix which incorporates both dealer-supplied valuations and electronic data processing techniques. This twofold approach is believed to more accurately reflect fair value because it takes into account appropriate factors such as institutional trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data, without exclusive reliance upon quoted, exchange, or over-the counter prices. Use of pricing services has been approved by the Board of Trustees. Securities and other assets for which there is no readily available market are valued in good faith by a committee appointed by the Board of Trustees. The procedures set forth above need not be used to determine the value of the securities owned by the fund if, in the opinion of a committee appointed by the Board of Trustees, some other method (e.g., closing over-the-counter bid prices in the case of debt instruments traded on an exchange) would more accurately reflect the fair market value of such securities. Generally, the valuation of foreign and domestic equity securities, as well as corporate bonds, U.S. government securities, money market instruments, and repurchase agreements, is substantially completed each day at the close of the NYSE. The values of any such securities held by the fund are determined as of such time for the purpose of computing the fund's net asset value. Foreign security prices are furnished by independent brokers or quotation services which express the value of securities in their local currency. FSC gathers all exchange rates daily at the close of the NYSE using the last quoted price on the local currency and then translates the value of foreign securities from their local currency into U.S. dollars. Any changes in the value of forward contracts due to exchange rate fluctuations and days to maturity are included in the calculation of net asset value. If an extraordinary event that is expected to materially affect the value of a portfolio security occurs after the close of an exchange on which that security is traded, then the security will be valued as determined in good faith by a committee appointed by the Board of Trustees. PERFORMANCE The funds may quote their performance in various ways. All performance information supplied by the funds in advertising is historical and is not intended to indicate future returns. Each fund's share price and total returns (and International Growth & Income fund's yield) fluctuate in response to market conditions and other factors, and the value of fund shares when redeemed may be more or less than their original cost. INTERNATIONAL GROWTH & INCOME FUND ONLY: YIELD CALCULATIONS. Yields for the fund used in advertising are computed by dividing a fund's interest and dividend income for a given 30-day or one month period, net of expenses, by the average number of shares entitled to receive distributions during the period, dividing this figure by a fund's net asset value per share at the end of the period and annualizing the result (assuming compounding of income) in order to arrive at an annual percentage rate. Income is calculated for purposes of yield quotations in accordance with standardized methods applicable to all stock and bond funds. Dividends from equity investments are treated as if they were accrued on a daily basis, solely for the purpose of calculating yield. In general, interest income is reduced with respect to bonds trading at a premium over their par value by subtracting a portion of the premium from income on a daily basis, and is increased with respect to bonds trading at a discount by adding a portion of the discount to daily income. For a fund's investments denominated in foreign currencies, income and expenses are calculated first in their respective currencies then converted to U.S. dollars either when they are actually converted or at the end of the period, whichever is earlier. Capital gains and losses generally are excluded from the calculation as are gains and losses from currency exchange rate fluctuations. Income calculated for purposes of determining a fund's yield differs from income as determined for other accounting purposes. Because of the different accounting methods used, and because of the compounding of income assumed in yield calculations, a fund's yield may not equal its distribution rate, the income paid to your account, or income reported in a fund's financial statements. ALL FUNDS: TOTAL RETURN CALCULATIONS. Total returns quoted in advertising reflect all aspects of a fund's return, including the effect of reinvesting dividends and capital gain distributions, and any change in a fund's net asset value per share (NAV) over the period. Average annual returns are calculated by determining the growth or decline in value of a hypothetical historical investment in a fund over a stated period, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period. For example, a cumulative return of 100% over ten years would produce an average annual return of 7.18%, which is the steady annual rate of return that would equal 100% growth on a compounded basis in ten years. Average annual returns covering periods of less than one year are calculated by determining the fund's total return for the period, extending that return for a full year (assuming performance remains contract over the year), and quoting the result as an annual return. While average annual returns are a convenient means of comparing investment alternatives, investors should realize that the funds' performance is not constant over time, but changes from year to year, and that average annual returns represent averaged figures as opposed to the actual year-to-year performance of the funds. In addition to average annual returns, each fund may quote unaveraged or cumulative total returns reflecting the simple change in value of an investment over a stated period. Average annual and cumulative total returns may be quoted as a percentage or as a dollar amount, and may be calculated for a single investment, a series of investments, or a series of redemptions, over any time period. Total returns may be broken down into their components of income and capital (including capital gains and changes in share price) in order to illustrate the relationship of these factors and their contributions to total return. Examples of this type of illustration are given below. Total returns and other performance information may be quoted numerically or in a table, graph, or similar illustration. Total returns may be quoted with or without taking a fund's sales charge into account. All of the funds have a 3% sales charge with the exception of International Growth & Income which has a 2% sales charge. Certain of the funds ' sales charges (Diversified International Fund, International Growth & Income Fund, Worldwide Fund, Canada Fund, Europe Capital Appreciation Fund, Japan Fund, Emerging Markets Fund, Latin America Fund, and Southeast Asia Fund) have been waived until May 31, 1994. Excluding a fund's sales charge from a total return calculation produces a higher total return figure. NET ASSET VALUE. Charts and graphs using a fund's net asset values, adjusted net asset values, and benchmark indices may be used to exhibit performance. An adjusted NAV includes any distributions paid by the fund and reflects all elements of its return. Unless otherwise indicated, the fund's Adjusted NAVs are not adjusted for sales loads, if any. MOVING AVERAGES. A fund may illustrate performance using moving averages. A long-term moving average is the average of each week's adjusted closing NAV for a specified period. A short-term moving average is the average of each day's adjusted closing NAV for a specified period. Moving Average Activity Indicators combine adjusted closing NAVs from the last business day of each week with moving averages for a specified period to produce indicators showing when an NAV has crossed, stayed above,or stayed below its moving average. The funds' 13- and 39-week long-term moving averages for the period ending October 29, 1993 are outlined in the chart below. FUND 13 WEEK LONG-TERM 39 WEEK LONG-TERM NAME MOVING AVERAGE MOVING AVERAGE Diversified International 11.18 10.40 International Growth & Income 16.93 15.62 Overseas 26.45 24.18 Worldwide 12.39 11.48 Canada 17.13 16.68 Europe 17.84 16.65 Japan 13.90 12.95 Pacific Basin 16.41 14.89 Emerging Markets 14.37 12.94 Latin America* 12.43 n/a Southeast Asia* 11.36 n/a * Fiscal Period from April 19, 1993 (commencements of operations) to October 31, 1993. HISTORICAL FUND RESULTS. The following table shows each fund's total returns for the periods ended October 31, 199 3 . The total return figures below include the effect of paying the funds' sales charges, as if these charges had been in effect throughout the periods shown. (Diversified International, International Growth & Income, Worldwide, Canada, Japan, Emerging Markets, La t in America, and Southeast Asia Funds have waived their sales charges through May 31, 1994.) Total returns generally will not include the effect of paying a fund's $25 exchange fee, which was in effect from December 1, 1987 through October 23, 1989, or other charges for special transactions or services, such as Emerging Market's, Latin America's, and Southeast Asia's redemption fee of 1.5% for shares held less then 90 days. Total returns may be quoted on a before-tax or after-tax basis. Average Annual Total Returns *** Cumulative Total Returns One Five Life of One Five Life of Year Years Fund Year Years Fund (Commencement of Operations) __________________________________________________________________________ __________________
Diversified International (12/27/91) * 35.38% n/a 7.62% 3 5 .38% n/a 14.53% International Growth & Income Fund 30.28% 9.56% 9.66% 32.94 % 61.10 % 91.72% (12/31/ 86 ) Overseas Fund (12/4/93) 34.84% 7.31% 21.18% 3 9.01 % 4 6.72 % 4 71.58 % Worldwide Fund (5/30/90) 32.02% n/a 7.88% 3 6.10 % n/a 33.70 % Canada (11/17/87) 21.64% 10.51% 13.25% 2 5.40 % 6 9.92 % 116.48 % Europe (10/1/86) 20.52% 8.99% 10.23% 2 4.24 % 5 8.57 % 105.69 % Japan (9/15/92) * 35.67% n/a 29.16% 35.67% n/a 33.50% Pacific Basin (10/1/96) 42.65% 5.39% 8.98% 4 7.06 % 3 4.03 % 8 9.64 % Emerging Markets (11/1/90) 45.09% n/a 18.02% 4 9.58 % n/a 6 9.55 % Latin America (4/19/93) * n/a n/a 69.60%** n/a n/a 32.80% Southeast Asia (4/19/93) * n/a n/a 68.65%** n/a n/a 32.40%
* The fund's sales charge has been waived since inception, therefore , it is not reflected in total return. * * Annualized. *** Load Adjusted The following tables show the income and capital elements of each fund's total return from the date it commenced operations through October 31, 1993. The funds may compare their total returns to the record of the following Morgan Stanley Capital International Indices: the World Index; the Europe, Australia, Far East Index (EAFE Index) ; the Europe Index; and the Pacific Index ; the Emerging Markets Free Index ; the Combined Far East ex-Japan Free Index; and the Latin America Free Index. The Europe Index includes over 600 companies from 14 European nations. The Pacific Index includes over 400 companies from Australia, Hong Kong, Japan, New Zealand, Singapore , and Malaysia. The EAFE Index combines the Europe and Pacific indices. The addition of Canada, the U.S. and South African Gold Mines to the EAFE index produces the World Index which includes over 1400 companies. The Combined Far East ex-Japan Free Index includes 7 countries and 130 companies. The Latin America Free Index includes 7 countries and 380 companies. The table s for Diversified International Fund, International Growth & Income, Overseas Fund, Worldwide, and Emerging Markets compares their total returns to the record of the EAFE INDEX (GDP weighted for Diversified International) , an unmanaged index of 900 foreign common stocks. Comparisons to the Europe, Pacific and EAFE indices would show the fund's performance measured against broad ranges of stocks from these regions. This index illustrates how a fund's total return compared to the record of a broad range of foreign stocks. Europe compares its total return to the record of the Morgan Stanley Capital International Europe Index (Europe Index), an unmanaged index of more than 500 companies from Austria, Belgium, Denmark, Finland, France, Germany, Ireland, Italy, the Netherlands, Norway, Spain, Sweden, Switzerland and the United Kingdom. Pacific Basin compares its total return to the record of the Morgan Stanley Capital International Pacific Index (Pacific Index), an unmanaged index of more than 350 companies from Australia, Hong Kong, Japan and Singapore/Malaysia. The Europe Index and Pacific Index are subsets of the Morgan Stanley Capital International World Index, which is also published by Morgan Stanley Capital International, S.A. The companies included in the indices change only in the event of mergers, takeovers, failures and the like, and minor adjustments may be made when Morgan Stanley Capital International, S.A. reviews the companies covered as to suitability every three or four years. The Europe and Pacific Indices are weighted by the market value of each country's stock exchange(s). Canada compares its total return to the record of the Toronto Stock Exchange 300 Composite Index (TSE 300 Index), an unmanaged index of 300 companies in Canada published by the Toronto Stock Exchange. Japan may compare its total returns to the record of the Tokyo Price Index (the "TOPIX Index"). The TOPIX Index includes over 1,200 companies representing over 90% of the total market capitalization in Japan. These indices illustrate how each fund's total return compared to the record of a broad range of respective foreign stock prices. Latin America Fund may compare its total returns to the return of the Morgan Stanley Latin America Free Index . Southeast Asia fund may compare its total returns to the Morgan Stanley Far East ex-Japan Free Index. Each table compares the funds' returns to the record of the Standard & Poor's 500 Composite Stock Price Index (S&P 500), the Dow Jones Industrial Average (DJIA), and the cost of living (measured by the Consumer Price Index, or CPI) over the same period. The CPI information is as of the month end closest to the initial investment date for each fund. The S&P 500 and DJIA comparisons are provided to show how each fund's total return compared to the record of a broad range of U.S. common stocks and a narrower set of stocks of major U.S. industrial companies, respectively, over the same period. The funds have the ability to invest in securities not included in the indices, and their investment portfolios may or may not be similar in composition to the indices. The EAFE Index, Europe Index, Pacific Index, Combined Far East Free Ex-Japan Index, TSE 300 Index, TOPIX Index, S&P 500, and DJIA are based on the prices of unmanaged groups of stocks and, unlike each fund's returns, their returns do not include the effect of paying brokerage commissions and other costs of investing. FIDELITY DIVERSIFIED INTERNATIONAL FUND: During the period December 27, 1991 (commencement of operations) to October 31, 1993, a hypothetical $10,000 investment in Fidelity Diversified International Fund would have grown to $ 11,453 , assuming all distributions were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY DIVERSIFIED INTERNATIONAL FUND INDICES
Value of Value of Value of GDP- Initial Reinvested Reinvested Weighte d Year Ended $10,000 Dividend Capital Gain Total EAFE October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1 9 92* $8,460 $0 $0 $8,460 $8,924 $10,598 $10,728 $10,283 1 9 93 11,320 133 0 11,453 12,267 12,183 12,599 10,566
* From December 27, 1991 (commencement of operations). Explanatory Notes: With an initial investment of $10,000 made on December 27, 1991, the net amount invested in fund shares was $10,000. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested), amounted to $10, 1 00. If distributions had not been reinvested, cash payments would have come to $100. There were no capital gains distributions for this period. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. INTERNATIONAL GROWTH & INCOME FUND: During the period from December 31, 1986 (commencement of operations) through October 31, 1993, a hypothetical $10,000 investment in Fidelity International Growth & Income Fund would have grown to $ 18,789 after deducting the 2% sales charge and assuming (i) that the 2% sales charge had been in effect since commencement of operations and (ii) that all distributions were reinvested. This was a period of widely fluctuating stock and bond prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY INTERNATIONAL GROWTH & INCOME FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total EAFE October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1987* $10,212 $48 $0 $10,259 $11,956 $10,60 $10,754 $10,434 9 1988 11,574 85 0 11,663 15,044 12,179 11,958 10,878 1989 12,613 316 0 12,929 16,269 15,395 15,276 11,367 1990 13,436 500 0 13,935 14,183 14,241 14,660 12,081 1991 13,710 982 0 14,693 15,169 19,014 19,069 12,434 1992 13,024 1,109 0 14,133 13,164 20,910 20,643 12,833 1993 16,905 1,884 0 18,789 18,095 24,036 24,244 13,186
* From December 31, 1986 (commencement of operations). Explanatory Notes: With an initial investment of $10,000 made on December 31, 1986, and after deducting the 2% sales charge, the net amount invested in fund shares was $9,800. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested), amounted to $ 11,403 . If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been different, and cash payments (dividends) for the period would have come to $ 1,343 . International Growth & Income did not distribute any capital gains during the period. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. OVERSEAS FUND: During the period from December 4, 1984 (commencement of operations) through October 31, 1993, a hypothetical $10,000 investment in Fidelity Overseas Fund would have grown to $ 55,444 after deducting the 3% sales charge and assuming that all distributions were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY OVERSEAS FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total EAFE October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1985* $15,442 $0 $ 0 $15,442 $14,599 $12,12 $12,125 $10,323 2 1986 26,103 0 194 26,296 24,218 16,147 17,182 10,475 1987 29,973 0 3,880 33,853 32,165 17,182 18,801 10,950 1988 24,541 0 13,248 37,789 40,471 19,726 21,005 11,415 1989 25,511 924 13,771 40,206 43,767 24,933 26,832 11,928 1990 26,646 1,396 16,014 44,056 38,155 23,065 25,751 12,678 1991 26,112 2,558 17,199 45,870 40,808 30,795 33,496 13,048 1992 21,301 2,765 15,819 39,885 35,414 33,866 36,261 13,466 1993 26,345 4,336 24,763 55,444 48,679 38,929 42,586 13,837
* From December 4, 1984 (commencement of operations). Explanatory Notes: With an initial investment of $10,000 made on December 4, 1984, and after deducting the 3% sales charge, the net amount invested in fund shares was $9,700. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested), amounted to $ 35,073 . If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller, and the cash payments for the period would have come to $ 2,280 for income dividends and $ 16,354 for capital gain distributions. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. WORLDWIDE FUND: During the period from May 30, 1990 (commencement of operations) through October 31, 1993, a hypothetical $10,000 investment in Fidelity Worldwide Fund would have grown to $12,969 , after deducting the 3% sales charge and assuming all dividends and capital gains were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY WORLDWIDE FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total EAFE October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1990* $ 8,682 $ 0 $ 0 $ 8,682 $ 8,987 $ 8,546 $ 8,652 $10,333 1991 9,322 83 0 9,404 9,612 11,410 11,255 10,635 1992 9,341 188 0 9,529 8,341 12,548 12,183 10,975 1993 12,377 591 0 12,969 11,465 14,424 14,309 11,277
* From May 30, 1990 (commencement of operations). Explanatory Notes: With an initial $10,000 investment made on May 30, 1990, and after deducting the 3% sales charge, the net amount invested in fund shares was $9,700. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested), amounted to $10,433 . If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller, and cash payments (dividends) for the period would have come to $ 427 . Worldwide did not distribute any capital gains during the period. Tax consequences of different investments have not been factored into the above figures. CANADA FUND: During the period from November 17, 1987 (commencement of operations) to October 31, 1993, a hypothetical $10,000 investment in Fidelity Canada Fund would have grown to $ 20,998 after deducting the 3% sales charge and assuming (i) that the 3% sales charge had been in effect since commencement of operations and (ii) that all distributions were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY CANADA FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total TSE 300 October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1988* $ 12,358 $ 0 $ 0 $ 12,358 $ 12,753 $ 11,694 $ 11,408 $10,416 1989 14,987 146 183 15,316 15,950 14,782 14,573 10,884 1990 13,163 138 766 14,066 13,074 13,674 13,986 11,568 1991 15,792 241 1,991 18,023 16,117 18,257 18,192 11,906 1992 13,803 210 2,731 16,745 14,331 20,078 19,693 12,288 1993 17,285 292 3,421 20,998 17,655 23,079 23,129 12,626
* From November 17, 1987 (commencement of operations). Explanatory Notes: With an initial investment of $10,000 made on November 17, 1987, and after deducting the 3% sales charge, the net amount invested in fund shares was $9,700. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividend and capital gain distributions for the period covered (their cash value at the time they were reinvested), amounted to $ 12,931 . If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller, and the cash payments for the period would have come to $ 204 for income dividends and $ 2,522 for capital gain distributions. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. EUROPE FUND: During the period from October 1, 1986 (commencement of operations) to October 31, 1993, a hypothetical $10,000 investment in Fidelity Europe Fund would have grown to $ 19,952 after deducting the 3% sales charge and assuming (i) that the 3% sales charge had been in effect since commencement of operations and (ii) that all distributions were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY EUROPE FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total Europe October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1986* $ 9,690 $ 0 $ 0 $ 9,690 $ 10,061 $ 10,577 $ 10,655 $10,009 1987 11,727 11 0 11,738 11,136 11,255 11,659 10,463 1988 12,571 11 0 12,582 12,819 12,921 13,026 10,907 1989 14,589 336 0 14,925 14,339 16,332 16,640 11,397 1990 15,792 551 0 16,343 16,194 15,109 15,969 12,114 1991 15,452 915 0 16,367 17,319 20,172 20,772 12,468 1992 14,666 1,392 0 16,058 16,994 22,184 22,486 12,868 1993 17,877 2,075 0 19,952 21,355 25,500 26,409 13,221
* From October 1, 1986 (commencement of operations). Explanatory Notes: With an initial investment of $10,000 made on October 1, 1986, and after deducting the 3% sales charge, the net amount invested in fund shares was $9,700. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested), amounted to $ 11,684 . If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller, and cash payments (dividends) for the period would have come to $ 1,610 . Europe did not distribute any capital gains during the period. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. PACIFIC BASIN FUND: During the period from October 1, 1986 (commencement of operations) to October 31, 1993, a hypothetical $10,000 investment in Fidelity Pacific Basin Fund would have grown to $ 18,395 after deducting the 3% sales charge and assuming (i) that the 3% sales charge had been in effect since commencement of operations and (ii) that all distributions were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY PACIFIC BASIN FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total Pacifi c October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1986* $ 9,603 $0 $ 0 $ 9,603 $ 8,862 $10,577 $10,655 $10,009 1987 12,047 11 0 12,058 13,346 11,255 11,659 10,463 1988 13,570 155 0 13,725 17,470 12,921 13,026 10,907 1989 15,307 271 21 15,598 18,594 16,332 16,640 11,397 1990 12,503 229 528 13,260 13,796 15,109 15,969 12,114 1991 12,756 413 538 13,707 14,760 20,172 20,772 12,468 1992 11,640 377 491 12,508 11,532 22,184 22,486 12,868 1993 16,956 724 716 18,395 17,154 25,500 26,409 13,221
* From October 1, 1986 (commencement of operations). Explanatory Notes: With an initial investment of $10,000 made on October 1, 1986, and after deducting the 3% sales charge, the net amount invested in fund shares was $9,700. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested) amounted to $ 11,165 . If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller, and the cash payments for the period would have come to $ 504 for income dividends and $ 631 for capital gain distributions. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. JAPAN FUND: During the period from September 15, 1992 (commencement of operations) to October 31, 1993, a hypothetical $10,000 investment in Fidelity Japan Fund would have grown to $ 13,350 assuming that all distributions were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY JAPAN FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total TOPIX October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1992* $ 9,840 $ 0 $ 0 $ 9,840 $ 9,332 $ 9,873 $ 9,593 $10,035 1993 13,350 0 0 13,350 13,631 11,349 11,266 10,311
* From September 15, 1992 (commencement of operations). Explanatory Notes: With an initial investment of $10,000 made on September 15, 1992, the net amount invested in fund shares was $ 10,000. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested) amounted to $ 10,000 . The fund did not pay any dividends or capital gains for the period. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. EMERGING MARKETS FUND: During the period from November 1, 1990 (commencement of operations) to October 31, 199 3, a hypothetical $10,000 investment in the fund would have grown to $ 16,446 after the 3% sales charge was deducted and assuming all dividends and capital gains were reinvested. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY EMERGING MARKETS FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Year Ended $10,000 Dividend Capital Gain Total EAFE October 31 Investment Distributions Distributions Value Index S&P DJIA CPI 500
1991* $ 10,088 $ 40 $ 0 $ 10,128 $ 10,695 $ 13,351 $ 13,008 10,292 1992 10,719 128 149 10,995 9,281 14,683 14,081 10,622 1993 15,695 307 444 16,446 12,758 16,878 16,538 10,914
* From November 1, 1990 (commencement of operations). Explanatory Notes: With an initial $10,000 investment made on November 1, 1990 and after deduction of the 3% sales charge, the net amount invested in fund shares was $9,700. The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (that is, their cash value at the time they were reinvested), amounted to $ 10,482 . If distributions had not been reinvested, the amount of distributions earned from the fund over time would have been smaller, and cash payments for the period would have amounted to $ 194 for income dividends and $ 281 for capital gain distributions. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. LATIN AMERICA FUND: During the period from April 19, 1993 (commencement of operations) to October 31, 1993, a hypothetical $10,000 investment in Fidelity Latin America Fund would have grown to $ 13,280 . This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY LATIN AMERICA FUND INDICES
Value of Value of Value of Initial Reinvested Reinvested Latin Year Ended $10,000 Dividend Capital Gain Total America October 31 Investment Distributions Distributions Value Free Index S&P DJIA CPI 500
1993* $13,280 $0 $0 $13,280 $12,314 $10,577 $10,741 $10,118
* From April 19, 1993 (commencement of operations) through October 31, 1993. Explanatory Notes: With an initial investment of $10,000 made on April 19, 1993, the net amount invested in fund shares was $ 10,000 . The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested) amounted to $10,000. Tax consequences of different investments (with the exception of foreign tax withholding on dividends and capital gain distributions) have not been factored into the above figures. SOUTHEAST ASIA FUND: During the period from April 19, 1993 (commencement of operations) to October 31, 1993, a hypothetical $10,000 investment in Fidelity Southeast Asia Fund would have grown to $ 13,240. This was a period of widely fluctuating stock prices and should not be considered representative of the dividend income or capital gain or loss that could be realized from an investment in the fund today. FIDELITY SOUTHEAST ASIA FUND INDICES
Value of Value of Value of Combined Initial Reinvested Reinvested Far East Year Ended $10,000 Dividend Capital Gain Total Ex-Japan October 31 Investment Distributions Distributions Value Free Index S&P DJIA CPI 500
1993* $13,240 $0 $0 $13,240 $14,239 $10,577 $10,74 $10,118 1
* From April 19, 1993 (commencement of operations) through October 31, 1993. Explanatory Notes: With an initial investment of $10,000 made on April 19, 1993, the net amount invested in fund shares was $ 10,000 . The cost of the initial investment ($10,000), together with the aggregate cost of reinvested dividends and capital gain distributions for the period covered (their cash value at the time they were reinvested) amounted to $10,000. The fund did not pay any dividends or capital gains for the period. Tax consequences of different investments have not been factored into the above figures. MARKET CAPITALIZATION. Companies outside the U.S. now make up nearly two-thirds of the world's stock market capitalization. According to Morgan Stanley Capital International, the size of the markets as measured in U.S. dollars grew from $2,011 billion in 1982 to $9,194 billion in 1992. NATIONAL STOCK MARKET PERFORMANCE. Certain national stock markets have outperformed the U.S. stock market. The first table on page 43 presents the performance of national stock markets as measured in U.S. dollars by the Morgan Stanley Capital International stock market indices for the twelve months ended October 31, 1993. The second table shows the same performance as measured in local currency. Each table measures total return based on the period's change in price, dividends paid on stocks in the index, and the effect of reinvesting dividends net of any applicable foreign taxes. These are unmanaged indices composed of a sampling of selected companies representing an approximation of the market structure of the designated country. STOCK MARKET PERFORMANCE (CUMULATIVE TOTAL RETURNS) MEASURED IN U.S. DOLLARS (INCLUDES NET DIVIDENDS REINVESTED MONTHLY) 12 MONTHS ENDED OCTOBER 31, 1993 Australia 43.2% Japan 47.4% Austria 20.5 Malaysia 70.2 Belgium 11.3 Netherlands 31.7 Canada 12.8 New Zealand 89.0 Denmark 27.5 Norway 40.8 Finland 88.3 Singapore 43.0 France 16.2 Spain 41.5 Germany 28.4 Sweden 57.3 Hong Kong 50.5 Switzerland 37.2 Ireland 38.2 United Kingdom 21.7 Italy 17.9 United States 13.4 STOCK MARKET PERFORMANCE (CUMULATIVE TOTAL RETURNS) MEASURED IN LOCAL CURRENCY (INCLUDES NET DIVIDENDS REINVESTED MONTHLY) 12 MONTHS ENDED OCTOBER 31, 1993 Australia 49.5% Japan 29.4% Austria 31.3 Malaysia 73.4 Belgium 27.3 Netherlands 42.8 Canada 20.0 New Zealand 79.1 Denmark 45.2 Norway 63.7 Finland 122.9 Singapore 40.1 France 30.2 Spain 72.8 Germany 39.4 Sweden 120.2 Hong Kong 50.5 Switzerland 47.7 Ireland 67.4 United Kingdom 27.8 Italy 45.2 United States 13.4 The following table shows the compound annual growth rate (including net dividends) measured in U.S. dollars for the periods shown. FIVE YEARS TEN YEARS ENDED ENDED OCTOBER 29 , 1993 OCTOBER 29 , 1993 Australia 6.3% 13.1% Austria 16.2 22.7 Belgium 6.9 23.8 Canada 4.5 7.4 Denmark 11.8 11.0 France 11.7 21.5 Germany 11.6 16.5 Hong Kong 33.4 33.3 Italy -1.0 15.8 Japan -2.3 19.0 Malaysia 26.1 N/A Netherlands 16.5 21.0 Norway 10.1 13.6 Singapore 19.3 11.0 Spain 2.2 22.3 Sweden 9.2 15.9 United Kingdom 11.4 18.1 United States 13.6 13. 7 These results are not indicative of future stock market performance or any fund's performance. Market conditions during the periods measured fluctuated widely. Brokerage commissions and other fees are not factored into the values of the indices. A fund's performance may be compared in advertising to the performance of other mutual funds in general, or to the performance of particular types of mutual funds. These comparisons may be expressed as mutual fund rankings prepared by Lipper Analytical Services, Inc. (Lipper), an independent service located in Summit, New Jersey that monitors the performance of mutual funds. Lipper generally ranks funds on the basis of total return, assuming reinvestment of distributions, but does not take sales charges or redemption fees into consideration and is prepared without regard to tax consequences. From time to time, a fund's performance also may be compared to other mutual funds tracked by financial or business publications and periodicals. For example, the fund may quote Morningstar, Inc. in its advertising materials. Morningstar, Inc. is a mutual fund rating service that rates mutual funds on the basis of risk-adjusted performance. Rankings that compare the performance of Fidelity funds to one another in appropriate categories over specific periods of time may be quoted in advertising. Fidelity may provide information designed to help individuals understand their investment goals and explore various financial strategies. For example, Fidelity's FundMatchSM Program includes a workbook describing general principles of investing, such as asset allocation, diversification, risk tolerance, and goal setting; a questionnaire designed to help create a personal financial profile; and an action plan offering investment alternatives. Materials may also include discussions of Fidelity's three asset allocation funds and Portfolio Advisory Services. Ibbotson Associates of Chicago, Illinois (Ibbotson) provides historical returns of the capital markets in the United States, including common stocks, small capitalization stocks, long-term corporate bonds, intermediate-term government bonds, long-term government bonds, Treasury bills, the U.S. rate of inflation (based on the CPI), and combinations of various capital markets. The performance of these capital markets is based on the returns of different indices. Fidelity funds may use the performance of these capital markets in order to demonstrate general risk-versus-reward investment scenarios. Performance comparisons may also include the value of a hypothetical investment in any of these capital markets. The risks associated with the security types in any capital market may or may not correspond directly to those of the funds. Ibbotson calculates total returns in the same method as the funds. The funds may also compare performance to that of other compilations or indices that may be developed and made available in the future. In advertising materials, Fidelity may reference or discuss its products or services, which may include: other Fidelity funds; retirement investing; brokerage products and services; the effects of dollar-cost averaging and saving for college; charitable giving; and the Fidelity credit card. In addition, Fidelity may quote financial or business publications and periodicals, including model portfolios or allocations, as they relate to fund management, investment philosophy, and investment techniques. Fidelity may also reprint, and use as advertising and sales literature, articles from Fidelity Focus, a quarterly magazine provided free of charge to Fidelity Fund shareholders. A fund may discuss its fund number, Quotron number, CUSIP number, and current portfolio manager. VOLATILITY. A fund may quote various measures of volatility and benchmark correlation in advertising. In addition, the fund may compare these measures to those of other funds. Measures of volatility seek to compare the fund's historical share price fluctuations or total returns to those of a benchmark. Measures of benchmark correlation indicate how valid a comparative benchmark may be. All measures of volatility and correlation are calculated using averages of historical data. MOMENTUM INDICATORS indicate a fund's price movements over specific periods of time. Each point on the momentum indicator represents the fund's percentage change in price movements over that period. A fund may advertise examples of the effects of periodic investment plans, including the principle of dollar cost averaging. In such a program, an investor invests a fixed dollar amount in a fund at periodic intervals, thereby purchasing fewer shares when prices are high and more shares when prices are low. While such a strategy does not assure a profit or guard against a loss in a declining market, the investor's average cost per share can be lower than if fixed numbers of shares are purchased at the same intervals. In evaluating such a plan, investors should consider their ability to continue purchasing shares during periods of low price levels. A fund may be available for purchase through retirement plans or other programs offering deferral of or exemption from income taxes, which may produce superior after-tax returns over time. For example, a $1,000 investment earning a taxable return of 10% annually would have an after-tax value of $1,949 after ten years, assuming tax was deducted from the return each year at a 31% rate. An equivalent tax-deferred investment would have an after-tax value of $2,100 after ten years, assuming tax was deducted at a 31% rate from the deferred earnings at the end of the ten-year period. As of October 31, 1993, FMR managed approximately $200 billion in equity fund assets as defined and tracked by Lipper. This figure represents the largest amount of equity fund assets under management by a mutual fund investment adviser in the United States, making FMR America's leading equity (stock) fund manager. FMR, its subsidiaries, and affiliates maintain a worldwide information and communications network for the purpose of researching and managing investments abroad. As of October 31, 1993, FMR managed foreign assets totalling approximately $30 billion. ADDITIONAL PURCHASE AND REDEMPTION INFORMATION As provided for in Rule 22d-1 under the Investment Company Act of 1940 (the 1940 Act), FDC exercises its right to waive a fund's sales charge (Effective June 1, 1994, Diversified International, International Growth & Income, Worldwide, Canada, Europe Capital Appreciation, Japan, Pacific Basin, Emerging Markets, Latin America, and Southeast Asia funds' sales charges will go into effect.) on shares acquired through reinvestment of dividends and capital gain distributions or in connection with a fund's merger with or acquisition of any investment company or trust. In addition, the funds' sales charges will not apply (1) if you buy shares as part of an employee benefit plan (including the Fidelity-sponsored 403(b) and corporate IRA programs but otherwise as defined in the Employee Retirement Income Security Act) maintained by a U.S. employer and having more than 200 eligible employees, or a minimum of $3,000,000 in plan assets invested in Fidelity mutual funds, or as part of an employee benefit plan maintained by a U.S. employer that is a member of a parent-subsidiary group of corporations (within the meaning of Section 1563(a)(1) of the Internal Revenue Code, with "50%" substituted for "80%") any member of which maintains an employee benefit plan having more than 200 eligible employees, or a minimum of $3,000,000 in plan assets invested in Fidelity mutual funds, or as part of an employee benefit plan maintained by a non-U.S. employer having 200 or more eligible employees or a minimum of $3,000,000 in plan assets invested in Fidelity mutual funds, the assets of which are held in a bona fide trust for the exclusive benefit of employees participating therein; (2) to shares purchased by an insurance company separate account used to fund annuity contracts purchased by employee benefit plans (including 403(b) programs, but otherwise as defined in the Employee Retirement Income Security Act), which, in the aggregate, have either more than 200 eligible employees or a minimum of $3,000,000 in assets invested in Fidelity funds; (3) to shares in a Fidelity IRA account purchased (including purchases by exchange) with the proceeds of a distribution from an employee benefit plan provided that: (i) at the time of the distribution, the employer, or an affiliate (as described in exemption (1) above) of such employer, maintained at least one employee benefit plan that qualified for exemption (1) and that had at least some portion of its assets invested in one or more mutual funds advised by FMR, or in one or more accounts or pools advised by Fidelity Management Trust Company; and (ii) the distribution is transferred from the plan to a Fidelity Rollover IRA account within 60 days from the date of the distribution; (4) if you are a charitable organization (as defined in Section 501(c)(3) of the Internal Revenue Code) investing $100,000 or more; (5) if you purchase shares for a charitable remainder trust or life income pool established for the benefit of a charitable organization (as defined by Section 501(c)(3) of the Internal Revenue Code); (6) if you are an investor participating in the Fidelity Trust Portfolios program (these investors must make initial investments of $100,000 or more in Trust Portfolios funds and must, during the initial six-month period, reach and maintain an aggregate balance of at least $500,000 in all accounts and subaccounts purchased through the Trust Portfolios program); (7) to shares purchased through Portfolio Advisory Services; (8) if you are a current or former Trustee or officer of a Fidelity fund or a current or retired officer, director, or full-time employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity Trustee or employee, a Fidelity Trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity Trustee or employee; (9) if you are a bank trust officer, registered representative, or other employee of a Qualified Recipient. Qualified Recipients are securities dealers or other entities, including banks and other financial institutions, who have sold the funds' shares under special arrangements in connection with FDC's sales activities; or (10) to shares purchased by contributions and exchanges to the following prototype or prototype-like retirement plans sponsored by FMR Corp. or FMR and that are marketed and distributed directly to plan sponsors or participants without any intervention or assistance from any intermediary distribution channel: The Fidelity IRA, The Fidelity Rollover IRA, The Fidelity SEP-IRA and SARSEP, The Fidelity Retirement Plan, Fidelity Defined Benefit Plan, The Fidelity Group IRA, The Fidelity 403(b) Program, The Fidelity Investments 401(a) Prototype Plan for Tax-Exempt Employers, and The CORPORATEplan for Retirement (Profit Sharing and Money Purchase Plan). FDC has chosen to waive the funds' sales charges in these instances because of efficiencies involved in sales of shares to those investors. The funds ' sales charge s may be reduced to reflect sales charges previously paid or that would have been paid absent a reduction as noted in the prospectus, in connection with investments in other Fidelity funds. This includes reductions for investments in prototype or prototype-like retirement plans sponsored by FMR or FMR Corp., which are listed above. Each fund is open for business and its net asset value per share (NAV) is calculated each day the New York Stock Exchange (NYSE) is open for trading. The NYSE has designated the following holiday closings for 1994: Washington's Birthday (observed), Good Friday, Memorial Day (observed), Independence Day (observed) , Labor Day, Thanksgiving Day, and Christmas Day. Although FMR expects the same holiday schedule, with the addition of New Year's Day to be observed in the future, the NYSE may modify its holiday schedule at any time. FSC normally determines a fund's NAV as of the close of the NYSE (normally 4:00 p.m. Eastern time.) However, NAV may be calculated earlier if trading on the NYSE is restricted or as permitted by the SEC. To the extent that portfolio securities are traded in other markets on days when the NYSE is closed, a fund's NAV may be affected on days when investors do not have access to the fund to purchase or redeem shares. If the Trustees determine that existing conditions make cash payments undesirable, redemption payments may be made in whole or in part in securities or other property, valued for this purpose as they are valued in computing the funds' NAVs. Shareholders receiving securities or other property on redemption may realize a gain or loss for tax purposes, and will incur any costs of sale, as well as the associated inconveniences. Pursuant to Rule 11a-3 under the 1940 Act (1940 Act) , each fund is required to give shareholders at least 60 days' notice prior to terminating or modifying its exchange privilege. Under the Rule, the 60-day notification requirement may be waived if (i) the only effect of a modification would be to reduce or eliminate an administrative fee, redemption fee, or deferred sales charge ordinarily payable at the time of exchange, or (ii) a fund suspends the redemption of shares to be exchanged as permitted under the 1940 Act or the rules and regulations thereunder, or the fund to be acquired suspends the sale of its shares because it is unable to invest amounts effectively in accordance with its investment objective and policies. In the Prospectus, each fund has notified shareholders that it reserves the right at any time, without prior notice, to refuse exchange purchases by any person or group if, in FMR's judgment, the fund would be unable to invest effectively in accordance with its investment objective and policies, or would otherwise potentially be adversely affected. DISTRIBUTIONS AND TAXES DISTRIBUTIONS. If you request to have distributions mailed to you and the U.S. Postal Service cannot deliver your checks, or if your checks remain uncashed for six months, Fidelity may reinvest your distributions at the then-current NAV. All subsequent distributions will then be reinvested until you provide Fidelity with alternate instructions. DIVIDENDS. Because the funds invest primarily in foreign securities, corporate shareholders should not expect dividends from these funds to qualify for the dividends-received deduction. The funds will notify corporate shareholders annually of the percentage of dividends that qualify for the dividends-received deduction. Gains (losses) attributable to foreign currency fluctuations are generally taxable as ordinary income, and therefore will increase (decrease) dividend distributions. The funds will send each shareholder a notice in January describing the tax status of dividends and capital gain distributions for the prior year. CAPITAL GAIN DISTRIBUTIONS. Long-term capital gains earned by the funds on the sale of securities and distributed to shareholders are federally taxable as long-term capital gains, regardless of the length of time shareholders have held their shares. If a shareholder receives a long-term capital gain distribution on shares of a fund, and such shares are held six months or less and are sold at a loss, the portion of the loss equal to the amount of the long-term capital gain distribution will be considered a long-term loss for tax purposes. Short-term capital gains distributed by the funds are taxable to shareholders as dividends, not as capital gains. Distributions from short-term capital gains do not qualify for the dividends-received deduction. FOREIGN TAXES. Foreign governments may withhold taxes on dividends or interest paid with respect to foreign securities, typically at a rate between 10% and 35%. If, at the close if its fiscal year, more than 50% of a fund's total assets are invested in securities of foreign issuers, it will elect to pass through foreign taxes paid, and thereby allow shareholders to take a credit or deduction on their individual tax returns. TAX STATUS OF THE FUNDS. Each fund intends to qualify each year as a "regulated investment company" for tax purposes, so that it will not be liable for federal tax at the fund level on income and capital gains distributed to shareholders. In order to qualify as a regulated investment company and avoid being subject to federal income or excise taxes at the fund level, each fund intends to distribute substantially all of its net taxable income and net realized capital gains within each calendar year as well as on a fiscal year basis. Each fund intends to comply with other tax rules applicable to regulated investment companies, including a requirement that capital gains from the sale of securities held less than three months constitute less than 30% of each fund's gross income for each fiscal year. Gains from some forward currency contracts, futures contracts, and options are included in this 30% calculation, which may limit the funds' investments in such instruments. If a fund purchases shares in certain foreign investment entities, defined as passive foreign investment companies (PFICs) in the Internal Revenue Code, it may be subject to U.S. federal income tax on a portion of any excess distribution or gain from the disposition of such shares. Interest charges may also be imposed on the fund with respect to deferred taxes arising from such distributions or gains. Each fund is treated as a separate entity from the other funds of Fidelity Investment Trust for tax purposes. OTHER TAX INFORMATION. The information above is only a summary of some of the tax consequences generally affecting the funds and their shareholders, and no attempt has been made to address individual tax consequences. In addition to federal income taxes, shareholders may be subject to state and local taxes on fund distributions. Investors should consult their tax advisers to determine whether the funds are suitable to their particular tax situation. FMR FMR is a wholly owned subsidiary of FMR Corp., a parent company organized in 1972. At present, the principal operating activities of FMR Corp. are those conducted by three of its divisions as follows: FSC, which is the transfer and shareholder servicing agent for certain of the funds advised by FMR; Fidelity Investments Institutional Operations Company, which performs shareholder servicing functions for certain institutional customers; and Fidelity Investments Retail Marketing Company, which provides marketing services to various companies within the Fidelity organization. Several affiliates of FMR are also engaged in the investment advisory business. Fidelity Management Trust Company provides trustee, investment advisory, and administrative services to retirement plans and corporate employee benefit accounts. FMR U.K. and FMR Far East, both wholly owned subsidiaries of FMR formed in 1986, supply investment research, and may supply portfolio management services, to FMR in connection with certain funds advised by FMR. Analysts employed by FMR, FMR U.K., and FMR Far East research and visit thousands of domestic and foreign companies each year. FMR Texas Inc., a wholly owned subsidiary of FMR formed in 1989, supplies portfolio management and research services in connection with certain money market funds advised by FMR. TRUSTEES AND OFFICERS The Trustees and executive officers of the trust are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. All persons named as Trustees also serve in similar capacities for other funds advised by FMR. Unless otherwise noted, the business address of each Trustee and officer is 82 Devonshire Street, Boston, Massachusetts 02109, which is also the address of FMR. Those Trustees who are "interested persons" (as defined in the Investment Company Act of 1940) by virtue of their affiliation with either the trust or FMR are indicated by an asterisk (*). *EDWARD C. JOHNSON 3d, Trustee and President, is Chairman, Chief Executive Officer and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of FMR Texas Inc. (1989), Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc. *J. GARY BURKHEAD, Trustee and Senior Vice President, is President of FMR; and President and a Director of FMR Texas Inc. (1989), Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc. RALPH F. COX, 200 Rivercrest Drive, Fort Worth, TX, Trustee (1991), is President of Greenhill Petroleum Corporation (petroleum exploration and production, 1990). Prior to his retirement in March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of Bonneville Pacific Corporation (independent power, 1989) and CH2M Hill Companies (engineering). In addition, he served on the Board of Directors of the Norton Company (manufacturer of industrial devices, 1983-1990) and continues to serve on the Board of Directors of the Texas State Chamber of Commerce, and is a member of advisory boards of Texas A&M University and the University of Texas at Austin. PHYLLIS BURKE DAVIS, P.O. Box 264, Bridgehampton, NY, Trustee (1992). Prior to her retirement in September 1991, Mrs. Davis was the Senior Vice President of Corporate Affairs of Avon Products, Inc. She is currently a Director of BellSouth Corporation (telecommunications), Eaton Corporation (manufacturing, 1991), and the TJX Companies, Inc. (retail stores, 1990), and previously served as a Director of Hallmark Cards, Inc. (1985-1991) and Nabisco Brands, Inc. In addition, she serves as a Director of the New York City Chapter of the National Multiple Sclerosis Society, and is a member of the Advisory Council of the International Executive Service Corps. and the President's Advisory Council of The University of Vermont School of Business Administration. RICHARD J. FLYNN, 77 Fiske Hill, Sturbridge, MA, Trustee, is a financial consultant. Prior to September 1986, Mr. Flynn was Vice Chairman and a Director of the Norton Company (manufacturer of industrial devices). He is currently a Director of Mechanics Bank and a Trustee of College of the Holy Cross and Old Sturbridge Village, Inc. E. BRADLEY JONES, 3881-2 Lander Road, Chagrin Falls, OH, Trustee (1990). Prior to his retirement in 1984, Mr. Jones was Chairman and Chief Executive Officer of LTV Steel Company. Prior to May 1990, he was Director of National City Corporation (a bank holding company) and National City Bank of Cleveland. He is a Director of TRW Inc. (original equipment and replacement products), Cleveland-Cliffs Inc (mining), NACCO Industries, Inc. (mining and marketing), Consolidated Rail Corporation, Birmingham Steel Corporation, Hyster-Yale Materials Handling, Inc. (1989), and RPM, Inc. (manufacturer of chemical products, 1990). In addition, he serves as a Trustee of First Union Real Estate Investments, Chairman of the Board of Trustees and a member of the Executive Committee of the Cleveland Clinic Foundation, a Trustee and a member of the Executive Committee of University School (Cleveland), and a Trustee of Cleveland Clinic Florida. DONALD J. KIRK, 680 Steamboat Road, Apartment #1-North, Greenwich, CT, Trustee, is a Professor at Columbia University Graduate School of Business and a financial consultant. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Mr. Kirk is a Director of General Re Corporation (reinsurance) and Valuation Research Corp. (appraisals and valuations, 1993). In addition, he serves as Vice Chairman of the Board of Directors of the National Arts Stabilization Fund and Vice Chairman of the Board of Trustees of the Greenwhich Hospital Association. *PETER S. LYNCH, Trustee (1990) is Vice Chairman of FMR (1992). Prior to his retirement on May 31, 1990, he was a Director of FMR (1989) and Executive Vice President of FMR (a position he held until March 31, 1991); Vice President of Fidelity Magellan Fund and FMR Growth Group Leader; and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services (1991-1992). He is a Director of W.R. Grace & Co. (chemicals, 1989) and Morrison Knudsen Corporation (engineering and construction). In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield (1989) and Society for the Preservation of New England Antiquities, and as an Overseer of the Museum of Fine Arts of Boston (1990). GERALD C. McDONOUGH, 135 Aspenwood Drive, Cleveland, OH, Trustee (1989), is Chairman of G.M. Management Group (strategic advisory services). Prior to his retirement in July 1988, he was Chairman and Chief Executive Officer of Leaseway Transportation Corp. (physical distribution services). Mr. McDonough is a Director of ACME-Cleveland Corp. (metal working, telecommunications and electronic products), Brush-Wellman Inc. (metal refining), York International Corp. (air conditioning and refrigeration, 1989), Commercial Intertech Corp. (water treatment equipment, 1992), and Associated Estates Realty Corporation (a real estate investment trust, 1993). EDWARD H. MALONE, 5601 Turtle Bay Drive #2104, Naples, FL, Trustee. Prior to his retirement in 1985, Mr. Malone was Chairman, General Electric Investment Corporation and a Vice President of General Electric Company. He is a Director of Allegheny Power Systems, Inc. (electric utility), General Re Corporation (reinsurance) and Mattel Inc. (toy manufacturer). He is also a Trustee of Rensselaer Polytechnic Institute and of Corporate Property Investors and a member of the Advisory Boards of Butler Capital Corporation Funds and Warburg, Pincus Partnership Funds. MARVIN L. MANN, 55 Railroad Avenue, Greenwich, CT, Trustee (1993) is Chairman of the Board, President, and Chief Executive Officer of Lexmark International, Inc. (office machines, 1991). Prior to 1991, he held the positions of Vice President of International Business Machines Corporation ("IBM") and President and General Manager of various IBM divisions and subsidiaries. Mr. Mann is a Director of M.A. Hanna Company (chemicals, 1993) and Infomart (marketing services, 1991), a Trammell Crow Co. In addition, he serves as the Campaign Vice Chairman of the Tri-State United Way (1993) and is a member of the University of Alabama President's Cabinet (1990). THOMAS R. WILLIAMS, 21st Floor, 191 Peachtree Street, N.E., Atlanta, GA, Trustee, is President of The Wales Group, Inc. (management and financial advisory services). Prior to retiring in 1987, Mr. Williams served as Chairman of the Board of First Wachovia Corporation (bank holding company), and Chairman and Chief Executive Officer of The First National Bank of Atlanta and First Atlanta Corporation (bank holding company). He is currently a Director of BellSouth Corporation (telecommunications), ConAgra, Inc. (agricultural products), Fisher Business Systems, Inc. (computer software), Georgia Power Company (electric utility), Gerber Alley & Associates, Inc. (computer software), National Life Insurance Company of Vermont, American Software, Inc. (1989), and AppleSouth, Inc. (restaurants, 1992). GARY L. FRENCH, Treasurer (1991). Prior to becoming Treasurer of the Fidelity funds, Mr. French was Senior Vice President, Fund Accounting - Fidelity Accounting & Custody Services Co. (1991); Vice President, Fund Accounting - Fidelity Accounting & Custody Services Co. (1990); and Senior Vice President, Chief Financial and Operations Officer - Huntington Advisers, Inc. (1985-1990). ARTHUR S. LORING, Secretary, is Senior Vice President and General Counsel of FMR, Vice President - Legal of FMR Corp., and Vice President and Clerk of FDC. PENELOPE DOBKIN, Vice President, Worldwide Fund (1990), is an employee of FMR. GEORGE DOMOLKY, Vice President, Canada Fund (1989), is an employee of FMR. SIMON FRASER, Vice President, Pacific Basin Fund (1993), is an employee of FMR. JOHN HICKLING, Vice President, Europe Fund (1991), Overseas (1993), and another fund advised by FMR, is an employee of FMR. PATRICIA SATTERTHWAITE, Vice President, Latin America Fund (1993), is an employee of FMR. SALLY WALDEN, Vice President, Europe Fund (1992), is an employee of FMR. ROBERT H. MORRISON, Manager, Security Transactions, is an employee of FMR. Under a retirement program that became effective on November 1, 1989, Trustees, upon reaching age 72, become eligible to participate in a defined benefit retirement program under which they receive payments during their lifetime from the fund based on their basic trustee fees and length of service. Currently, Messrs. Robert L. Johnson, William R. Spaulding, Bertram H. Witham, and David L. Yunich participate in the program. As of December 31, 1993, an FMR affiliate held approximately 15.01% of Europe Capital Appreciation Fund's total outstanding shares; and as of this date, approximately 1.2%, 1.8%, and 3.2% of the total outstanding shares of the Europe, Diversified International, and Japan funds, respectively, were held in various Fidelity employee retirement accounts. Mr. Edward C. Johnson 3d, President and a Trustee of the funds, by virtue of his controlling interest in FMR Corp., may be considered a beneficial owner of these shares. With the exception of Mr. Johnson 3d's beneficial interest in the aforementioned funds, the Trustees and officers of the funds owned, in the aggregate, less than 1% of each fund's outstanding shares on that date. As of December 31, 1993, Charles Schwab & Co., Inc./Mutual Funds Department, San Francisco, CA, was known to own of record or beneficially appproximately 6.5% and 6.4% of the total outstanding shares of Canada Fund and Worldwide Fund, respectively. Also as of this date, Insight Management, Inc., P.O. Box 9135, Wellseley Hills, MA, was known by International Growth & Income Fund to own of record or beneficially approximately 6.6% of the fund's total outstanding shares. MANAGEMENT CONTRACTS Each fund employs FMR to furnish investment advisory and other services. Under its management contract with each fund, FMR acts as investment adviser and, subject to the supervision of the Board of Trustees, directs the investments of each fund in accordance with its investment objective, policies, and limitations. FMR also provides each fund with all necessary office facilities and personnel for servicing a fund's investments, and compensates all officers of the trust, all Trustees who are "interested persons" of the trust or of FMR, and all personnel of the trust or FMR performing services relating to research, statistical, and investment activities. In addition, FMR or its affiliates, subject to the supervision of the Board of Trustees, provide the management and administrative services necessary for the operation of each fund. These services include providing facilities for maintaining each fund's organization; supervising relations with custodians, transfer and pricing agents, accountants, underwriters, and other persons dealing with the funds; preparing all general shareholder communications and conducting shareholder relations; maintaining each fund's records and the registration of each fund's shares under federal and state law; developing management and shareholder services for each fund; and furnishing reports, evaluations, and analyses on a variety of subjects to the Board of Trustees. In addition to the management fee payable to FMR and the fees payable to FSC, each fund pays all of its expenses, without limitation, that are not assumed by those parties. Each fund pays for typesetting, printing, and mailing proxy material to shareholders, legal expenses, and the fees of the custodian, auditor, and non-interested Trustees. Although each fund's management contract provides that the fund will pay for typesetting, printing, and mailing prospectuses, statements of additional information, notices, and reports to existing shareholders, pursuant to the trusts transfer agent agreement with FSC, FSC bears the cost of providing these services to existing shareholders. Other expenses paid by each fund include interest, taxes, brokerage commissions, each fund's proportionate share of insurance premiums and Investment Company Institute dues, and the costs of registering shares under federal and state securities laws. Each fund is also liable for such nonrecurring expenses as may arise, including costs of any litigation to which the fund may be a party and any obligation it may have to indemnify the trust's officers and Trustees with respect to litigation. FMR is Diversified International, International Growth & Income, Overseas, Worldwide, Europe, Pacific Basin, and Canada's manager pursuant to management contracts dated March 1, 1992, which were approved by shareholders on February 19, 1992. FMR is Japan's manager pursuant to a management contract dated July 16, 1992, which was approved by FMR, then the sole shareholder of Japan, on September 10, 1992. FMR is Emerging Markets manager pursuant to a management contract dated March 1, 1992, which was approved by shareholders on February 19, 1992. FMR is Latin America and Southeast Asia's manager pursuant to management contracts dated March 18, 1993, which were approved by FMR, then the sole shareholder of Latin America and Southeast Asia, on March 24, 1993. FMR is Europe Capital Appreciation Fund's manager pursuant to a management contract dated November 22, 1993, which was approved by FMR, then the sole shareholder of the fund on November 18, 1993. For the services of FMR under the contracts INTERNATIONAL GROWTH & INCOME, WORLDWIDE, EMERGING MARKETS, AND LATIN AMERICA pay FMR a monthly management fee composed of the sum of two elements: a group fee rate and an individual fund fee rate. COMPUTING THE MANAGEMENT FEE. For each fund, the group fee rate is based on the monthly average net assets of all of the registered investment companies with which FMR has management contracts and is calculated on a cumulative basis pursuant to the graduated fee rate schedule shown on the left. On the right, the effective fee rate schedule shows the results of cumulatively applying the annualized rates at varying asset levels. For example, the effective annual group fee rate at $223 billion of group net assets - their approximate level for October 1993 was .3254%, which is the weighted average of the respective fee rates for each level of group net assets up to $225 billion. GROUP FEE RATE SCHEDULE EFFECTIVE ANNUAL FEE RATES Average Group Annualized Group Net Effective Annual Assets Rate Assets Fee Rate 0 - $ 3 billion .520% $ 0.5 billion .5200% 3 - 6 .490 25 .4238 6 - 9 .460 50 .3823 9 - 12 .430 75 .3626 12 - 15 .400 100 .3512 15 - 18 .385 125 .3430 18 - 21 .370 150 .3371 21 - 24 .360 175 .3325 24 - 30 .350 200 .3284 30 - 36 .345 225 .3253 36 - 42 .340 250 .3223 42 - 48 .335 275 .3198 48 - 66 .325 300 .3175 66 - 84 .320 325 .3153 84 - 102 .315 350 .3133 102 - 138 .310 138 - 174 .305 174 - 228 .300 228 - 282 .295 282 - 336 .290 Over 336 .285 * The rates shown for average group assets in excess of $228 billion were adopted by FMR on a voluntary basis on November 1, 1993 pending shareholder approval of a new management contract reflecting the extended schedule. The extended schedule provides for lower management fees as total assets under management increase. Each fund's individual fund fee rate is .45%. Based on the average net assets of funds advised by FMR for October 1993, the annual management fee rate for International Growth & Income, Worldwide, Emerging Markets, and Latin America and the annual basic fee rate for Diversified International, Overseas, Canada, Europe, Japan, Pacific Basin, and Southeast Asia would be calculated as follows:
Group Fee Rate Individual Fund Fee Rate Management Fee Rate .3254% + .45% = .7754%
One-twelfth (1/12) of this annual management/basic fee rate is then applied to a fund's average net assets for the current month, giving a dollar amount which is the fee for that month. For the services of FMR under the contracts DIVERSIFIED INTERNATIONAL, OVERSEAS, CANADA, EUROPE, EUROPE CAPITAL APPRECIATION, JAPAN, PACIFIC BASIN, AND SOUTHEAST ASIA pay FMR a monthly management fee composed of the sum of two elements: a basic fee and a performance adjustment. THE FUNDS' BENCHMARK INDICES. Diversified International and Overseas compare their performance to the Morgan Stanley Capital International Europe, Australia, Far East Index (the EAFE Index). The EAFE Index may be compiled in two ways: a capitalization weighted (cap-weighted) version and a gross domestic product weighted (GDP-weighted) version. The cap-weighted EAFE is an approximate representation of each country's share of the stock market value of all countries in the index. The GDP-weighted version is an approximate representation of each country's share of the value of the value of goods and services produced by all the countries in the index. The primary difference between the two is that while the value of a country's stock may be very large, its relative GDP may be smaller. Diversified International uses the Gross Domestic Product (GDP) weighted version of the EAFE Index because it represents each countries relative production. Overseas uses the capitalization (Cap) weighted EAFE because it approximates each countries share of stock market value. The EAFE Index is published by Morgan Stanley Capital International, an international investment management and research company. The EAFE Index covers equity securities of over 900 companies in such countries as the United Kingdom, Germany, France, Switzerland, the Netherlands, Italy, Belgium, Spain, Sweden, Denmark, Austria, Norway, Australia, Japan, Hong Kong, and Singapore. Canada compares its performance to the Toronto Stock Exchange 300 Composite Index (TSE 300 Index). Europe and Europe Capital Appreciation compare their performance to the Morgan Stanley Capital International Europe Index (Europe Index); Pacific Basin compares its performance to the Morgan Stanley Capital International Pacific Index (Pacific Index). Japan compares its performance to the Tokyo Price Index (TOPIX Index). Southeast Asia Fund compares its performance to the record of the Morgan Stanley Capital International Combined Far East ex-Japan Free Index ( combined Far East ex-Japan Free Index ) over the same period. COMPUTING THE BASIC FEE. The annual basic fee rate is calculated by adding the group fee rate based on the schedule on page 50 to the individual fund fee rate. The individual fund fee rate is .45% Based on the average net assets of the funds advised by FMR for October 1993, the annual fee rate would be calculated as follows: Group Fee Rate Individual Fund Fee Rate Basic Fee Rate .3254% + .45% = .7754% One-twelfth (1/12) of these annual basic fee rate is then applied to the fund's average net assets for the current month, giving a dollar amount which is the monthly fee. COMPUTING THE PERFORMANCE ADJUSTMENT The basic fee is subject to an upward or downward adjustment, depending upon whether, and to what extent, each fund's investment performance for the performance period exceeds, or is exceeded by, the record of its comparative index over the same period. The performance period consists of the most recent month plus the previous 35 months. Diversified International, Europe Capital Appreciation, Japan, and Southeast Asia's performance period s commence d the first day of the first full month of operation following commencement of operations (January 1, 1992 , January 1, 1994 , October 1, 1992 , and May 1, 1993, respectively). Starting with the twelfth month, the performance adjustment will take effect. Each month subsequent to the twelfth month, a new month will be added to the performance period until the performance period equals 36 months. Thereafter, the performance period will consist of the most recent month plus the previous 35 months. Each percentage point of difference (up to a maximum difference of + 10) is multiplied by a performance adjustment rate of .02%. Thus, the maximum annualized adjustment rate is +.20%. This performance comparison is made at the end of each month. One twelfth (1/12) of this rate is then applied to each fund's average net assets for the entire performance period, giving a dollar amount which will be added to (or subtracted from) the basic fee. Each fund's performance is calculated based on change in net asset value. For purposes of calculating the performance adjustment, any dividends or capital gain distributions paid by each fund are treated as if reinvested in fund shares at the net asset value as of the record date for payment. The record of the comparative index is based on change in value and is adjusted for any cash distributions from the companies whose securities compose the index. FMR pays any costs of subscribing to the indices and of obtaining additional information needed to compute the management fee in conformance with applicable laws and regulations. Because the adjustment to the basic fee is based on each fund's performance compared to the investment record of the appropriate index, the controlling factor is not whether each fund's performance is up or down per se, but whether it is up or down more or less than the record of its respective index. Moreover, the comparative investment performance of each fund is based solely on the relevant performance period without regard to the cumulative performance over a longer or shorter period of time. INTERNATIONAL GROWTH & INCOME, WORLDWIDE, EMERGING MARKETS, AND LATIN AMERICA. The tables below show the management fee paid to FMR; the dollar amount reimbursed by FMR (as explained below); and the net management fee as a percentage of each fund's average net assets for the fiscal periods ended October 31, 1993, 1992, and 1991. MANAGEMENT FEE MANAGEMENT FEE AS A BEFORE AMOUNT OF % OF AVERAGE REIMBURSEMENT REIMBURSEMENT NET ASSETS INTERNATIONAL GROWTH & INCOME 1993 $2,323,230 $0 .7706% 1992 476,948 0 .7854% 199 1 314,971 0 .7928% WORLDWIDE 1993 $1,155,519 $0 .7760% 1992 831,818 0 .7852% 199 1 826,846 0 .7945% EMERGING MARKETS 1993 $1,111,793 $0 .7701% 1992 84,800 52,597 .7816% 199 1* 34,014 34,014 .7862% * From November 1, 1990 (commencement of operations) through October 31, 1991. LATIN AMERICA 1993* $479,545 -- .7697%** * From April 19, 1993 (commencement of operations) through October 31, 1993. ** Annualized DIVERSIFIED INTERNATIONAL, OVERSEAS, CANADA, EUROPE, JAPAN, PACIFIC BASIN AND SOUTHEAST ASIA FUNDS. The tables below show the management fee paid to FMR (including the effect of the performance adjustment); the dollar amount of negative or positive performance adjustments; and the net management fee as a percentage of the funds' average net assets for the periods ending October 31, 1993, 1992, and 1991. MANAGEMENT FEE MANAGEMENT FEE AS A INCLUDING PERFORMANCE PERFORMANCE % OF AVERAGE ADJUSTMENT ADJUSTMENT NET ASSETS DIVERSIFIED INTERNATIONAL 1993 $902,601 $(27,280) .7346% 1992* 101,938 0 .3700%** * From December 27, 1991 (commencement of operations) through October 31, 1992. ** Annualized OVERSEAS 1993 $7,984,147 $(58,499) .7731% 1992 9,212,187 1,956,702 .9990% 1991 9,824,997 2,081,177 1.0083% CANADA 1993 $471,845 $50,721 .8552% 1992 219,636 43,991 .9800% 1991 196,369 38,071 .9700% EUROPE 1993 $3,804,429 $(703,601) .6350% 1992 2,163,531 (540,073) .6300% 1991 2,384,684 (315,300) .7000% JAPAN 1993 $758,951 $4,307 .7660% 1992 * 2,175 0 .9500%** PACIFIC BASIN 1993 $1,945,428 $58,458 .7976% 1992 993,713 197,605 .9800% 1991 906,137 180,397 .9900% * From September 15, 1992 (commencement of operations). ** Annualized SOUTHEAST ASIA 1993* $582,244 $43,022 .7688%** * From April 19, 1993 (commencement of operations). ** Annualized The figures shown on page 51 reflect FMR's voluntary implementation of group fee rate schedule changes for the funds as described on page . If FMR had not voluntarily implemented these group fee rate changes, the funds' management fees would have been higher. During the fiscal periods reported, FMR voluntarily agreed to reimburse certain funds to the extent that the fund's aggregate operating expenses were in excess of an annual rate of its average net assets. The table below identifies the funds in reimbursement; the level at which reimbursement began; and the dollar amount reimbursed for each period.
FUND: LEVEL AT WHICH DOLLAR AMOUNT REIMBURSED: REIMBURSEMENT BEGAN: 1993 1992 1991 Canada 2.00% $0 $ 15,923 $ 51,419 Emerging Markets 2.60% 0 52,597 107,794* Japan 2.00% 0 13,797** N/A Latin America 2.00% 0 N/A N/A Southeast Asia 2.00% 43,332*** N/A N/A
* From November 30, 1990 (commencement of operations) through October 31, 1991. ** From September 15, 1992 (commencement of operations) through October 31, 1992. *** From April 19, 1993 (commencement of operations) through October 31, 1993. To comply with the California Code of Regulations, FMR will reimburse each fund if and to the extent that the fund's aggregate annual operating expenses exceed specified percentages of its average net assets. The applicable percentages are 2 1/2% of the first $30 million, 2% of the next $70 million, and 1 1/2% of average net assets in excess of $100 million. When calculating a fund's expenses for purposes of this regulation, each fund may exclude interest, taxes, brokerage commissions, and extraordinary expenses, as well as a portion of its custodian fees attributable to investments in foreign securities. SUB-ADVISORS. FMR has entered into sub-advisory agreements with FMR U.K., FMR Far East, FIJ, and FIIA. FIIA, in turn, has entered into a sub-advisory agreement with its wholly owned subsidiary FIIAL U.K. Pursuant to the sub-advisory agreements, FMR may receive investment advice and research services with respect to companies based outside the U.S. from the sub-advisors and may grant the sub-advisors investment management authority as well as the authority to buy and sell securities if FMR believes it would be beneficial to the funds. Currently, FMR U.K., FMR Far East, FIJ, FIIA, and FIIAL U.K. each focus on companies in countries other than the United States including countries in the United Kingdom, Europe, Asia, and the Pacific Basin. FMR U.K. and FMR Far East are wholly owned subsidiaries of FMR. FIJ and FIIA are a wholly owned subsidiaries of Fidelity International Limited (FIL), a Bermuda company formed in 1968 which primarily provides investment advisory services to non-U.S. investment companies and institutional investors investing in securities of issuers throughout the world. Edward C. Johnson 3d, together with various trusts for the benefit of Johnson family members owns , directly or indirectly, more than 25% of the voting stock of FIL. FIIA was organized in Bermuda in 1983; FIIAL U.K. was organized in the United Kingdom in 1984; and FIJ w as organized in Japan in 1986. Under the sub-advisory agreements FMR pays the fees of FMR U.K., FMR Far East, FIJ, and FIIA. FIIA, in turn, pays the fees of FIIAL U.K. For providing investment advice and research services the sub-advisors are compensated as follows: (bullet) FMR pays FMR U.K. and FMR Far East fees equal to 110% and 105%, respectively, of FMR U.K.'s and FMR Far East's costs incurred in connection with providing investment advice and research services. (bullet) FMR pays FIIA 30% of FMR's monthly management fee with respect to the average market value of investments held by the fund for which FIIA has provided FMR with investment advice. (bullet) FMR pays FIJ 30% of FMR's monthly management fee with respect to the average market value of investments held by the fund for which FIJ has provided FMR with investment advice. (bullet) FIIA pays FIIAL U.K. a fee equal to 110% of FIIAL U.K.'s costs incurred in connection with providing investment advice and research services. For providing investment management and executing portfolio transactions, the sub-advisors are compensated as follows: (bullet) FMR pays FMR U.K., FMR Far East, FIJ, and FIIA 50% of its monthly management fee (including any performance adjustment) with respect to the fund's average net assets managed by the sub-advisor on a discretionary basis. (bullet) FIIA pays FIIAL U.K. 110% of FIIAL U.K.'s costs incurred with providing investment management services. FMR entered into the sub-advisory agreements described above with respect to Diversified International September 16, 1992, and with International Growth & Income, Overseas, Worldwide, Emerging Markets, Europe, Pacific Basin, and Canada on March 1, 1992 following shareholder approval of the agreements on February 19, 1992. FMR entered into the sub-advisory agreements described above with respect to Japan on July 16, 1992, with respect to Latin America and Southeast Asia on March 18, 1993, and with respect to Europe Capital Appreciation on November 18, 1993. Prior to March 1, 1992, FMR had sub-advisory agreements with FMR Far East on behalf of the funds and FMR U.K. on behalf of the funds pursuant to which FMR Far East and FMR U.K. provided FMR with investment advice and research services. Under those agreements, FMR Far East and FMR U.K. were compensated for their services according to the same formulas as they are compensated currently for providing investment advice and research services. The fees paid to FMR U.K. and FMR Far East for fiscal 1993, 1992, and 1991 are set forth below. FEES PAID TO FOREIGN SUB-ADVISERS FEES PAID TO FMR U.K. FEES PAID TO FMR FAR EAST 1993 1992 1991 1993 1992 1991
Diversified International 1 $ 25,908 $ 6,0541 $ N/A $ 39,692 $ 4,9281 $ N/A International Growth & Income 58,672 16,110 26,000 91,684 14,428 27,000 Overseas 281,303 324,410 639,000 53,000 288,806 612,000 Worldwide 22,728 17,586 53,000 34,227 15,709 55,000 Canada 36 0 0 53 0 0 Europe 62,586 113,716 246,000 0 0 0 Japan 2 0 0 N/A 35,955 0 N/A Pacific Basin 67,972 0 0 102,379 31,155 72,000 Emerging Markets 3 32,294 N/A N/A 51,641 N/A N/A Latin America 4 0 N/A N/A 20,076 N/A N/A Southeast Asia 4 0 N/A N/A 30,403 N/A N/A
1 From December 27, 1991 (commencement of operations) through October 31, 1992. 2 From September 15, 1992 (commencement of operations) through October 31, 1992. 3 From November 1, 1990 (commencement of operations) through October 31, 1991. 4 From April 19, 1993 (commencement of operations) through October 31, 1993. CONTRACTS WITH COMPANIES AFFILIATED WITH FMR FSC is transfer, dividend disbursing, and shareholders' servicing agent for the funds. Under the trust's contract with FSC, each fund pays an annual fee of $25.50 per basic retail account with a balance of $5,000 or more; $15.00 per basic retail account with a balance of less than $5,000; and a supplemental activity charge of $5.61 for monetary transactions. These fees and charges are subject to annual cost escalation based on changes in postal rates and changes in wage and price levels as measured by the National Consumer Price Index for Urban Areas. With respect to certain institutional client master accounts, the funds pay FSC a per account fee of $95, and monetary transaction charges of $20 or $17.50, depending on the nature of services provided. With respect to certain broker-dealer master accounts, the funds pay FSC a per-account fee of $30, and a charge of $6 for monetary transactions. Fees for certain institutional retirement plan accounts are based on the net assets of all such accounts in the funds. FSC pays out-of-pocket expenses associated with providing transfer agent services. In addition, FSC bears the expense of typesetting, printing, and mailing prospectuses, statements of additional information, and all other reports, notices, and statements to shareholders, with the exception of proxy statements. Transfer agent fees paid to FSC for the fiscal periods ended October 31, 1993, 1992, and 1991 are shown in the table below. TRANSFER AGENT FEES PAID TO FSC FISCAL FISCAL FISCAL 1993 1992 1991
Diversified International $ 486,053 $ 124,268 $ N/A International Growth & Income 1,303,282 242,518 169,718 Overseas 3,518,007 3,066,851 3,165,394 Worldwide 579,654 421,749 454,122 Canada 466,176 102,105 85,849 Europe 2,017,635 1,319,523 1,239,196 Japan 546,438 6281 N/A Pacific Basin 1,064,457 477,691 455,920 Emerging Markets 782,066 45,901 22,1112 Latin America 351,5933 N/A N/A Southeast Asia 469,2803 N/A N/A
1 From September 15, 1992 (commencement of operations) through October 31, 1992. 2 From November 1, 1990 (commencement of operations) through October 31, 1991. 3 From April 19, 1993 (commencement of operations) through October 31, 1993. The trust's contract with FSC also provides that FSC will perform the calculations necessary to determine each fund's net asset value per share and dividends and maintain each fund's accounting records. Prior to July 1, 1991, the annual fee for these pricing and bookkeeping services was based on two schedules, one pertaining to each fund's average net assets, and one pertaining to the type and number of transactions the fund made. The fee rates in effect as of July 1, 1991 are based on each fund's average net assets, specifically, .06% for the first $500 million of average net assets and .03% for average net assets in excess of $500 million. The fee is limited to a minimum of $45,000 and a maximum of $750,000 per year. Pricing and bookkeeping fees paid to FSC for fiscal 199 3 , 199 2, and 199 1 are shown in the table below. PRICING AND BOOKKEEPING FEES PAID TO FSC FISCAL FISCAL FISCAL 1993 1992 1991
Diversified International $ 80,790 $ 38,296 $ N/A International Growth & Income 161,316 45,503 62,853 Overseas 474,717 426,747 429,098 Worldwide 91,854 64,800 127,218 Canada 51,311 45,206 51,990 Europe 297,155 207,346 202,343 Japan 77,908 4,3001 N/A Pacific Basin 153,830 62,422 110,943 Emerging Markets 101,833 45,611 33,3062 Latin America 44,8533 N/A N/A Southeast Asia 49,4863 N/A N/A
1 From September 15, 1992 (commencement of operations) through October 31, 1992. 2 From November 1, 1990 (commencement of operations) through October 31, 1991. 3 From April 19, 1992 (commencement of operations) through October 31, 1993. Each fund has a distribution agreement with FDC, a Massachusetts corporation organized on July 18, 1960. FDC is a broker-dealer registered under the Securities Exchange Act of 1934 and is a member of the National Association of Securities Dealers, Inc. The distribution agreement calls for FDC to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the funds, which are continuously offered. Promotional and administrative expenses in connection with the offer and sale of shares are paid by FDC. During fiscal 199 3 , 199 2 , and 199 1 , FDC received sales charge revenue and deferred sales charge revenue (for International Growth & Income, Canada, Europe, and Pacific Basin) as indicated in the table on page 56. PAID TO FDC SALES CHARGE REVENUE DEFERRED SALES CHARGE REVENUE FISCAL FISCAL FISCAL FISCAL FISCAL FISCAL 1993 1992 1991 1993 1992 1991
Diversified International N/A N/A N/A N/A N/A N/A International Growth & Income $87,704 $158,552 $108,477 $29,135 $37,682 $31,757 Overseas 1,367,026 1,127,543 1,411,217 N/A N/A N/A Worldwide 109,770 68,687* N/A N/A N/A N/A Canada 50,670 95,727 83,595 12,252 14,661 16,950 Europe 2,116,938 2,834,705 724,229 213,896 313,139 482,844 Japan N/A N/A N/A N/A N/A N/A Pacific Basin 2,239,532 716,574 554,803 56,119 103,024 96,194 Emerging Markets 103,572 137,405 119,807 N/A N/A N/A Latin America N/A N/A N/A N/A N/A N/A Southeast Asia N/A N/A N/A N/A N/A N/A
* During the period July 1, 1992 through October 31, 1993. DESCRIPTION OF THE TRUST TRUST ORGANIZATION. Fidelity Diversified International, Fidelity International Growth & Income Fund, Fidelity Overseas Fund, Fidelity Worldwide Fund, Fidelity Canada Fund, Fidelity Europe Fund, Fidelity Europe Capital Appreciation, Fidelity Japan Fund, Fidelity Pacific Basin Fund, Fidelity Emerging Markets Fund, Fidelity Latin America Fund, and Fidelity Southeast Asia Fund are funds of Fidelity Investment Trust (the trust), an open-end management investment company originally organized as a Massachusetts business trust on April 20, 1984. On November 3, 1986, the trust's name was changed from Fidelity Overseas Fund to Fidelity Investment Trust. Currently, there are seventeen funds of the trust: Fidelity Overseas Fund, Fidelity Europe Fund, Fidelity Europe Capital Appreciation Fund, Fidelity Pacific Basin Fund, Fidelity New Markets Income Fund, Fidelity International Growth & Income Fund, Fidelity Global Bond Fund, Fidelity Canada Fund, Fidelity Worldwide Fund, Fidelity International Opportunities Fund, Fidelity Short-Term World Income Fund, Fidelity Diversified International Fund, Fidelity Diversified Global Fund, Fidelity Japan Fund, Fidelity Emerging Markets Fund, Fidelity Latin America Fund, and Fidelity Southeast Asia Fund. The Declaration of trust permits the Trustees to create additional funds. In the event that FMR ceases to be the investment adviser to the trust or a fund, the right of the trust or fund to use the identifying name "Fidelity" may be withdrawn. There is a remote possibility that one fund might become liable for any misstatement in its prospectus or statement of additional information about another fund. The assets of the trust received for the issue or sale of shares of each fund and all income, earnings, profits, and proceeds thereof, subject only to the rights of creditors, are especially allocated to such fund and constitute the underlying assets of such fund. The underlying assets of each fund are segregated on the books of account, and are to be charged with the liabilities with respect to such fund and with a share of the general expenses of the trust. Expenses with respect to the trust are to be allocated in proportion to the asset value of the respective funds, except where allocations of direct expense can otherwise be fairly made. The officers of the trust, subject to the general supervision of the Board of Trustees, have the power to determine which expenses are allocable to a given fund, or which are general or allocable to all of the funds. In the event of the dissolution or liquidation of the trust, shareholders of each fund are entitled to receive as a class the underlying assets of such fund available for distribution. SHAREHOLDER AND TRUSTEE LIABILITY. The trust is an entity of the type commonly known as a "Massachusetts business trust." Under Massachusetts law, shareholders of such a trust may, under certain circumstances, be held personally liable for the obligations of the trust. The Declaration of Trust provides that the trust shall not have any claim against shareholders except for the payment of the purchase price of shares and requires that each agreement, obligation, or instrument entered into or executed by the trust or the Trustees include a provision limiting the obligations created thereby to the trust and its assets. The Declaration of Trust provides for indemnification out of each fund's property of any shareholder held personally liable for the obligations of the fund. The Declaration of Trust also provides that each fund shall, upon request, assume the defense of any claim made against any shareholder for any act or obligation of the fund and satisfy any judgment thereon. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which a fund itself would be unable to meet its obligations. FMR believes that, in view of the above, the risk of personal liability to shareholders is remote. The Declaration of Trust further provides that the Trustees, if they have exercised reasonable care, will not be liable for any neglect or wrongdoing, but nothing in the Declaration of Trust protects a Trustee against any liability to which they would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of their office. VOTING RIGHTS. Each fund's capital consists of shares of beneficial interest. The shares have no preemptive or conversion rights; the voting and dividend rights, the right of redemption, and the privilege of exchange are described in the Prospectus. Shares are fully paid and nonassessable, except as set forth under the heading "Shareholder and Trustee Liability" above. Shareholders representing 10% or more of the trust may, as set forth in the Declaration of Trust, call meetings of the trust or a fund for any purpose related to the trust or fund, as the case may be, including, in the case of a meeting of the entire trust, the purpose of voting on removal of one or more Trustees. The trust or any fund may be terminated upon the sale of its assets to another open-end management investment company, or upon liquidation and distribution of its assets, if approved by vote of the holders of a majority of the outstanding shares of the trust or the fund. If not so terminated, the trust and its funds will continue indefinitely. CUSTODIAN. Chase Manhattan Bank, N.A., 1211 Avenue of the Americas, New York, New York is custodian of the assets of Diversified International, International Growth & Income, Overseas, Worldwide, Europe, Europe Capital Appreciation, Japan, Pacific Basin, Emerging Markets and Southeast Asia. Brown Brothers Harriman & Co., 40 Water Street, Boston, Massachusetts, is custodian of the assets of the Canada and Latin America. The custodian is responsible for the safekeeping of the funds' assets and the appointment of subcustodian banks and clearing agencies. The custodian takes no part in determining the investment policies of the funds or in deciding which securities are purchased or sold by the funds. The funds may, however, invest in obligations of the custodian and may purchase securities from or sell securities to the custodian. Investors should understand that the expense ratios of the funds may be higher than those of investment companies that invest exclusively in U.S. securities since the cost of maintaining the custody of foreign securities is higher. FMR, its officers and directors, its affiliated companies, and the fund's Trustees may from time to time have transactions with various banks, including banks serving as custodians for certain of the funds advised by FMR. The Boston branch of Brown Brothers Harriman & Co. leases its office space from an affiliate of FMR at a lease payment which, when entered into, was consistent with prevailing market rates. Transactions that have occurred to date include mortgages and personal and general business loans. In the judgment of FMR, the terms and conditions of those transactions were not influenced by existing or potential custodial or other fund relationships. Portfolio securities (including ADRs) purchased in the United States are maintained in the custody of the funds' custodian and may be deposited into the Federal Reserve Treasury Department Book Entry System or the Security Depository System of the Depository Trust Company. The custodian has entered into sub-custodian agreements with several foreign banks or clearing agencies, pursuant to which portfolio securities purchased outside of the United States are maintained in the custody of these entities. AUDITOR. Coopers & Lybrand, One Post Office Square, Boston, Massachusetts serves as independent accountant to Diversified International, International Growth & Income, Overseas, Worldwide, Canada, Europe, Japan, Pacific Basin, and Emerging Markets. Price Waterhouse, 160 Federal Street, Boston, Massachusetts serves as independent accountant to Europe Capital Appreciation, Latin America and Southeast Asia. The auditors examine financial statements for the funds and provides other audit, tax, and related services. FINANCIAL STATEMENTS The funds' Annual Report (except for Europe Capital Appreciation Fund which commenced operations on December 4, 1993), for the fiscal year ended October 31, 1993 is a separate report supplied with this Statement of Additional Information and is incorporated herein by reference. APPENDIX DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S CORPORATE BOND RATINGS: AAA - Bonds rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt edge." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues. AA - Bonds rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high-grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risks appear somewhat larger than in Aaa securities. A - Bonds rated A possess many favorable investment attributes and are to be considered as upper-medium-grade obligations. Factors giving security to principal and interest are considered adequate but elements may be present which suggest a susceptibility to impairment sometime in the future. BAA - Bonds rated Baa are considered as medium-grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well. BA - Bonds rated Ba are judged to have speculative elements. Their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class. B - Bonds rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or maintenance of other terms of the contract over any long period of time may be small. CAA - Bonds rated Caa are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest. CA - Bonds rated Ca represent obligations which are speculative in a high degree. Such issues are often in default or have other marked short-comings. C - Bonds rated C are the lowest rated class of bonds and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing. Moody's applies numerical modifiers, 1, 2, and 3, in each generic rating classification from Aa through B in its corporate bond rating system. The modifier 1 indicates that the security ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates that the issue ranks in the lower end of its generic rating category. DESCRIPTION OF STANDARD & POOR'S CORPORATION'S CORPORATE BOND RATINGS: AAA - Debt rated AAA has the highest rating assigned by Standard & Poor's to a debt obligation. Capacity to pay interest and repay principal is extremely strong. AA - Debt rated AA has a very strong capacity to pay interest and repay principal and differs from the highest-rated issues only in small degree. A - Debt rated A has a strong capacity to pay interest and repay principal, although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions. BBB - Debt rated BBB is regarded as having an adequate capacity to pay interest and repay principal. Whereas it normally exhibits adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay interest and repay principal for debt in this category than in higher-rated categories. BB - Debt rate BB has less near-term vulnerability to default than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to inadequate capacity to meet timely interest and principal payments. B - Debt rated B has a greater vulnerability to default but currently has the capacity to meet interest payments and principal repayments. Adverse business, financial, or economic conditions will likely impair capacity or willingness to pay interest and repay principal. The B rating category is also used for debt subordinated to senior debt that is assigned an actual or implied BB- rating. CCC - Debt rated CCC has a currently identifiable vulnerability to default, and is dependent upon favorable business, financial, and economic conditions to meet timely payment of interest and repayment of principal. In the event of adverse business, financial, or economic conditions, it is not likely to have the capacity to pay interest and repay principal. CC - Debt rated CC is typically applied to debt subordinated to senior debt which is assigned an actual or implied CCC debt rating. C - The rating C is typically applied to debt subordinated to senior debt which is assigned an actual or implied CCC- debt rating. The C rating may be used to cover a situation where a bankruptcy petition has been filed but debt service payments are continued. CI - The rating CI is reserved for income bonds on which no interest is being paid. D - Debt rated D is in payment default. The D rating category is used when interest payments or principal payments are not made on the date due even if the applicable grace period has not expired, unless S&P believes that such payments will be made during such grace period. The D rating will also be used upon the filing of a bankruptcy petition if debt service payments are jeopardized. The ratings from AA to CCC may be modified by the addition of a plus or minus to show relative standing within the major rating categories. PART C. OTHER INFORMATION Item 24. Financial Statements and Exhibits (a) The unaudited semi-annual financial highlights and financial statements for Fidelity Europe Capital Appreciation Fund for the fiscal period ended April 30, 1994 are incorporated by reference into the fund's Statement of Additional Information and filed herein as Exhibit 24 (a). (b) Exhibits: (1) (a) Declaration of Trust dated April 20, 1984 is incorporated herein by reference to Exhibit 1 to Registration Statement No. 2-90649. (b) Amended and Restated Declaration of Trust dated August 2, 1984 is incorporated herein by reference to Exhibit 1(b) to Pre-Effective Amendment No. 1. (c) Supplement to the Declaration of Trust dated October 18, 1984 is incorporated herein by reference to Exhibit 1(c) to Pre-Effective Amendment No 2. (d) Supplement to the Declaration of Trust dated November 1, 1986 is incorporated herein by reference to Exhibit 1(d) to Post-Effective Amendment No. 6. (e) Supplement to the Declaration of Trust dated December 3, 1987 is incorporated herein by reference to Exhibit 1(e) to Post-Effective Amendment No. 11. (f) Supplement to the Declaration of Trust dated November 1, 1988 is incorporated herein by reference to Exhibit 1(f) to Post-Effective No. 18. (g) Supplement to the Declaration of Trust dated November 1, 1989 is incorporated herein by reference to Exhibit 1(g) to Post-Effective Amendment No. 19. (2) By-Laws of the Trust are incorporated herein by reference to Exhibit 2 to Registration Statement No. 2-90649. (a) Supplement to the By-Laws of the Trust is incorporated herein by reference to Exhibit 2(a) to Post-Effective Amendment No. 16. (3) Not applicable. (4) Not applicable. (5) (a) Management Contract between Fidelity Emerging Markets Fund (formerly "Fidelity International Opportunities Fund") and Fidelity Management & Research Company dated March 1, 1992 is incorporated herein by reference to Exhibit 5(c) to Post-Effective Amendment No. 38. (b) Management Contract between Fidelity Overseas Fund and Fidelity Management & Research Company dated March 1, 1992 is incorporated herein by reference to Exhibit 5(g) to Post-Effective Amendment No. 38. (c) Management Contract between Fidelity Worldwide Fund and Fidelity Management & Research Company dated March 1, 1992 is incorporated herein by reference to Exhibit 5(h) to Post-Effective Amendment No. 38. (d) Management Contract between Fidelity International Growth & Income Fund and Fidelity Management & Research Company dated March 1, 1992 is incorporated herein by reference to Exhibit 5(i) to Post-Effective Amendment No. 38. (e) Management Contract between Fidelity Canada Fund and Fidelity Management & Research Company dated March 1, 1992 is incorporated herein by reference to Exhibit 5(j) to Post-Effective Amendment No. 38. (f) Management Contract between Fidelity Europe Fund and Fidelity Management & Research Company dated March 1, 1992 is incorporated herein by reference to Exhibit 5(k) to Post-Effective Amendment No. 38. (g) Management Contract between Fidelity Pacific Basin Fund and Fidelity Management & Research Company dated March 1, 1992 is incorporated herein by reference to Exhibit 5(l) to Post-Effective Amendment No. 38. (h) Management Contract between Fidelity Diversified International Fund and Fidelity Management & Research Company dated October 1, 1992 is incorporated herein by reference to Exhibit 5(a) to Post-Effective Amendment No. 41. (i) Form of Management Contract between Fidelity Global Bond Fund and Fidelity Management & Research Company was filed as Exhibit 5(b) to Post-Effective Amendment No. 38. (j) Form of Management Contract between Fidelity Short-Term World Income Fund and Fidelity Management & Research Company was filed as Exhibit 5(d) to Post-Effective Amendment No. 38. (k) Management Contract between Fidelity Japan Fund and Fidelity Management & Research Company dated July 16, 1992 is incorporated herein by reference to Exhibit 5(k) to Post-Effective Amendment No. 51. (l) Management Contract between Fidelity Latin America Fund and Fidelity Management & Research Company dated March 18, 1993 is incorporated herein by reference to Exhibit 5(l) to Post-Effective Amendment No. 48. (m) Management Contract between Fidelity Southeast Asia Fund and Fidelity Management & Research Company dated March 18, 1993 is incorporated herein by reference to Exhibit 5(m) to Post-Effective Amendment No. 48. (n) Management Contract between Fidelity New Markets Income Fund and Fidelity Management & Research Company dated April 15, 1993 is incorporated herein by reference to Exhibit 5(n) to Post-Effective Amendment No. 48. (o) Management Contract between Fidelity Europe Capital Appreciation Fund and Fidelity Management & Research Company dated November 18, 1993 is incorporated herein by reference to Exhibit 5(o) to Post-Effective Amendment No. 51. (p) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Diversified International Fund dated October 1, 1992 is incorporated herein by reference to Exhibit 5(p) to Post-Effective Amendment No. 51. (q) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Overseas Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(o) to Post-Effective Amendment No. 38. (r) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Europe Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(p) to Post-Effective Amendment No. 38. (s) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Pacific Basin Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(q) to Post-Effective Amendment No. 38. (t) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Canada Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(r) to Post-Effective Amendment No. 38. (u) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity International Growth & Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(s) to Post-Effective Amendment No. 38. (v) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Worldwide Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(t) to Post-Effective Amendment No. 38. (w) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Emerging Markets Fund (formerly "Fidelity International Opportunities Fund") dated April 1, 1992 is incorporated herein by reference to Exhibit 5(u) to Post-Effective Amendment No. 38. (x) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Global Bond Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(v) to Post-Amendment No. 38. (y) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Short-Term World Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(w) to Post-Effective Amendment No. 38. (z) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Japan Fund dated July 16, 1992 is incorporated herein by reference to Exhibit 5(z) to Post-Effective Amendment No. 53. (aa) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Latin America Fund dated March 18, 1993 is incorporated herein by reference to Exhibit 5(z) to Post-Effective Amendment No. 48. (bb) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Southeast Asia Fund dated March 18, 1993 is incorporated herein by reference to Exhibit 5(aa) to Post-Effective Amendment No. 48. (cc) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity New Markets Income Fund dated April 15, 1993 is incorporated herein by reference to Exhibit 5(bb) to Post-Effective Amendment No. 48. (dd) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Europe Capital Appreciation Fund dated November 18, 1993 is incorporated herein by reference to Exhibit 5(dd) to Post- Effective Amendment No. 53. (ee) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Overseas Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(x) to Post-Effective Amendment No. 38. (ff) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Europe Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(y) to Post-Effective Amendment No. 38. (gg) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Pacific Basin Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(z) to Post-Effective Amendment No. 38. (hh) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Canada Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(aa) to Post-Effective Amendment No. 38. (ii) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity International Growth & Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(bb) to Post-Effective Amendment No. 38. (jj) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Worldwide Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(cc) to Post-Effective Amendment No. 38. (kk) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Emerging Markets Fund (formerly "Fidelity International Opportunities Fund") dated April 1, 1992 is incorporated herein by reference to Exhibit 5(dd) to Post-Effective Amendment No. 38. (ll) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Global Bond Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(ee) to Post-Effective Amendment No. 38. (mm) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) on behalf of Fidelity Short-Term World Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(ff) to Post-Effective Amendment No. 38. (nn) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Diversified International Fund dated October 1, 1992 is incorporated herein to Exhibit 5(nn) to Post-Effective Amendment No. 51. (oo) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Japan Fund dated July 16, 1992 is incorporated herein by reference to Exhibit 5(oo) to Post Effective Amendment No. 53. (pp) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Latin America Fund is incorporated herein by reference to Exhibit 5(nn) to Post-Effective Amendment No. 48. (qq) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Southeast Asia Fund dated March 18, 1993 is incorporated herein by reference to Exhibit 5(oo) to Post-Effective Amendment No. 48. (rr) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. dated April 15, 1993 on behalf of Fidelity New Markets Income Fund dated April 15, 1993, is incorporated herein by reference to Exhibit 5(pp) to Post-Effective Amendment No. 48. (ss) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Europe Capital Appreciation Fund dated November 18, 1993 is incorporated herein by reference to Exhibit 5(ss) to Post- Effective Amendment No. 53. (tt) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Overseas Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(gg) to Post-Effective Amendment No. 38. (uu) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Europe Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(hh) to Post-Effective Amendment No. 38. (vv) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Pacific Basin Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(ii) to Post-Effective Amendment No. 38. (ww) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Canada Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(jj) to Post-Effective Amendment No. 38. (xx) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity International Growth & Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(kk) to Post-Effective Amendment No. 38. (yy) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Worldwide Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(ll) to Post-Effective Amendment No. 38. (zz) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Emerging Markets Fund (formerly "Fidelity International Opportunities Fund") dated April 1, 1992 is incorporated herein by reference to Exhibit 5(mm) to Post-Effective Amendment No. 38. (aaa) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Global Bond Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(nn) to Post-Effective Amendment No. 38. (bbb) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Short-Term World Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(oo) to Post-Effective Amendment No. 38. (ccc) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Japan Fund dated July 16, 1992, is filed herein as Exhibit 5(ccc). (ddd) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Latin America Fund dated March 18, 1993, is filed herein as Exhibit 5(ddd). (eee) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Southeast Asia Fund dated March 18, 1993, is filed as Exhibit 5(eee). (fff) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity New Markets Income Fund was filed as Exhibit 5(fff) to Post-Effective Amendment No. 50. (ggg) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Europe Capital Appreciation Fund dated November 18, 1993, is filed herein as Exhibit 5(ggg). (hhh) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Overseas Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(pp) to Post-Effective Amendment No. 38. (iii) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Europe Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(qq) to Post-Effective Amendment No. 38. (jjj) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Pacific Basin Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(rr) to Post-Effective Amendment No. 38. (kkk) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidel- ity International Investment Advisors on behalf of Fidelity Canada Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(ss) to Post-Effective Amendment No. 38. (lll) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity International Growth & Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(tt) to Post-Effective Amendment No. 38. (mmm) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Worldwide Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(uu) to Post-Effective Amendment No. 38. (nnn) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Emerging Markets Fund (formerly "Fidelity International Opportunities Fund") dated April 1, 1992 is incorporated herein by reference to Exhibit 5(vv) to Post-Effective Amendment No. 38. (ooo) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Global Bond Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(ww) to Post-Effective Amendment No. 38. (ppp) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Short-Term World Income Fund dated April 1, 1992 is incorporated herein by reference to Exhibit 5(xx) to Post-Effective Amendment No. 38. (qqq) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Japan Fund dated July 16, 1992, is filed herein as exhibit 5(qqq). (rrr) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Latin America Fund dated March 18, 1993 is incorporated herein by reference as Exhibit 5(rrr) to Post-Effective amendment No. 51. (sss) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Southeast Asia Fund dated March 18, 1993 is incorporated herein by reference as Exhibit 5(sss) to Post-Effective Amendment No. 51. (ttt) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity New Markets Income Fund was filed as Exhibit 5(ttt) to Post-Effective Amendment No. 50. (uuu) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Europe Capital Appreciation Fund dated November 18, 1993, is filed herein as exhibit 5(uuu). (vvv) Form of Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Investments Japan Limited on behalf of Fidelity Southeast Asia Fund was filed as Exhibit 5(i) to Post-Effective Amendment No. 42. (www) Form of Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity Investments Japan Limited on behalf of Fidelity New Markets Income Fund was filed as Exhibit 5(rrr) to Post-Effective Amendment No. 45. (xxx) Sub-Advisory Agreement between Fidelity Management & Research Company and Fidelity International Investment Advisors on behalf of Fidelity Diversified International Fund dated October 1, 1992 is incorporated herein by reference as Exhibit 5(xxx) to Post-Effective Amendment No. 51. (yyy) Sub-Advisory Agreement between Fidelity International Investment Advisors and Fidelity International Investment Advisors (U.K.) Limited on behalf of Fidelity Diversified International Fund dated October 1, 1992 is incorporated herein by reference as Exhibit 5(yyy) to Post-Effective Amendment No. 51. (6) (a) General Distribution Agreement between Fidelity Overseas Fund and Fidelity Distributors Corporation dated April 1, 1987 is incorporated herein by reference to Exhibit 6(a) to Post-Effective Amendment No. 11. (b) General Distribution Agreement between Fidelity Europe Fund and Fidelity Distributors Corporation dated April 1, 1987 is incorporated herein by reference to Exhibit 6(b) to Post-Effective Amendment No. 11. (c) General Distribution Agreement between Fidelity Pacific Basin Fund and Fidelity Distributors Corporation dated April 1, 1987 is incorporated herein by reference to Exhibit 6(c) to Post-Effective Amendment No. 11. (d) General Distribution Agreement between Fidelity International Growth & Income Fund and Fidelity Distributors Corporation dated April 1, 1987 is incorporated herein by reference to Exhibit 6(d) to Post-Effective Amendment No. 11. (e) General Distribution Agreement between Fidelity Global Bond Fund and Fidelity Distributors Corporation dated April 1, 1987 is incorporated herein by reference to Exhibit 6(e) to Post-Effective Amendment No. 11. (f) General Distribution Agreement between Fidelity Canada Fund and Fidelity Distributors Corporation dated November 14, 1987 is incorporated herein by reference to Exhibit 6(f) to Post-Effective Amendment No. 11. (g) Amendment to General Distribution Agreement between Registrant and Fidelity Distributors Corporation dated January 1, 1988 is incorporated herein by reference to Exhibit 6(h) to Post-Effective Amendment No. 12. (h) General Distribution Agreement between Fidelity Worldwide Fund and Fidelity Distributors Corporation dated May 19, 1990 is incorporated herein by reference to Exhibit 6(h) to Post-Effective Amendment No. 24. (i) General Distribution Agreement between Fidelity Emerging Markets Fund (formerly "Fidelity International Opportunities Fund") and Fidelity Distributors Corporation dated September 30, 1990 is incorporated herein by reference to Exhibit 6(i) to Post-Effective Amendment No. 24. (j) General Distribution Agreement between Fidelity Short-Term World Income Fund and Fidelity Distributors Corporation dated September 20, 1991 is incorporated by reference to Exhibit 6(j) to Post-Effective Amendment No. 44. (k) General Distribution Agreement between Fidelity Diversified International Fund and Fidelity Distributors Corporation dated December 12, 1991 is incorporated herein by reference to Exhibit 6(k) to Post-Effective Amendment No. 38. (l) General Distribution Agreement between Fidelity Japan Fund and Fidelity Distributors Corporation dated July 16, 1992, is filed herein as Exhibit 6(l). (m) General Distribution Agreement between Fidelity Latin America Fund and Fidelity Distributors Corporation dated March 18, 1993, is filed herein as Exhibit 6(m). (n) General Distribution Agreement between Fidelity Southeast Asia Fund and Fidelity Distributors Corporation dated March 18, 1993, is filed herein as Exhibit 6(n). (o) General Distribution Agreement between Fidelity New Markets Income Fund and Fidelity Distributors Corporation was filed as Exhibit 6(o) to Post-Effective Amendment No. 50. (p) General Distribution Agreement between Fidelity Europe Capital Appreciation Fund and Fidelity Distributors Corporation dated November 18, 1993, is filed herein as Exhibit 6(p). (7) Retirement Plan for Non-Interested Person Trustees, Directors or General Partners, effective November 1, 1989, is incorporated herein by reference to Exhibit 7 to Post-Effective Amendment No. 29. (8)(a) Custodian Agreement between Fidelity Investment Trust and the Chase Manhattan Bank, N.A. dated July 18, 1991 is incorporated herein by reference to Exhibit 8(a) to Post-Effective Amendment No. 38. (9) (a) Amended Service Agreement between the Registrant, FMR Corp., and Fidelity Service Co. dated June 1, 1989 is incorporated herein by reference to Exhibit 9(a) to Post-Effective Amendment No. 18. (b) Schedules A, B, and C to the Amended Service Agreement for Fidelity Europe Fund, dated June 1, 1989, are incorporated herein by reference to Exhibit 9(b) to Post-Effective Amendment No. 18. (c) Schedules A, B, and C to the Amended Service Agreement for Fidelity Pacific Basin Fund, dated June 1, 1989, are incorporated herein by reference to Exhibit 9(c) to Post-Effective Amendment No. 18. (d) Schedules A, B, and C to the Amended Service Agreement for Fidelity International Growth & Income Fund, dated June 1, 1989, are incorporated herein by reference to Exhibit 9(d) to Post-Effective Amendment No. 18. (e) Schedules A, B, and C to the Amended Service Agreement for Fidelity Global Bond Fund, dated June 1, 1989, are incorporated herein by reference to Exhibit 9(e) to Post-Effective Amendment No. 18. (f) Schedules A, B, and C to the Amended Service Agreement for Fidelity Canada Fund, dated June 1, 1989, are incorporated herein by reference to Exhibit 9(f) to Post-Effective Amendment No. 18. (g) Schedules A, B, and C to the Amended Service Agreement for Fidelity Overseas Fund, dated June 1, 1989, are incorporated herein by reference to Exhibit 9(g) to Post-Effective Amendment No. 18. (h) Schedules A, B, and C to the Amended Service Agreement for Fidelity Worldwide Fund, dated May 19, 1990, are incorporated herein by reference to Exhibit 9(h) to Post-Effective Amendment No. 24. (i) Schedules A, B, and C to the Amended Service Agreement for Fidelity Emerging Markets Fund (formerly "Fidelity International Opportunities Fund"), dated September 30, 1990, are incorporated herein by reference to Exhibit 9(i) to Post-Effective Amendment No. 24. (j) Form of Schedules A, B, and C to the Amended Service Agreement for Fidelity Short-Term World Income Fund was filed as Exhibit 9(j) to Post-Effective Amendment No. 27. (k) Form of Schedules A, B, and C to the Amended Service Agreement for Fidelity Diversified International Fund was filed as Exhibit 9(k) to Post-Effective Amendment No. 29. (l) Form of Schedules A, B, and C to the Amended Service Agreement for Fidelity Japan Fund was filed as Exhibit 9(l) to Post-Effective Amendment No. 35. (n) Form of Schedules A, B, and C to the Amended Service Agreement for Fidelity Latin America Fund was filed as Exhibit 9(a) to Post-Effective Amendment No. 42. (o) Form of Schedules A, B, and C to the Amended Service Agreement for Fidelity Southeast Asia Fund was filed as Exhibit 9(b) to Post-Effective Amendment No. 42. (p) Form of Schedules A, B, and C to the Amended Service Agreement for Fidelity New Markets Income Fund was filed as Exhibit 9(p) to Post-Effective Amendment No. 45. (q) Form of Schedules A, B, and C to the Amended Service Agreement for Fidelity Europe Capital Appreciation Fund was filed as Exhibit 9(q) to Post-Effective Amendment No. 49. (10) Not applicable. (11) Not applicable. (12) Not applicable. (13) Not applicable. (14)(a) Fidelity Individual Retirement Account Custodial Agreement and Disclosure Statement, as currently in effect, is incorporated herein by reference to Exhibit 14(a) to Post-Effective Amendment No. 38. (b) Fidelity Defined Contribution Retirement Plan and Trust Agreement, as currently in effect, is incorporated herein by reference to Exhibit 14(c) to Post-Effective Amendment No. 23. (c) Fidelity Defined Benefit Pension Plan and Trust, as currently in effect, is incorporated herein by reference to Exhibit 14(d) to Post-Effective Amendment No. 23. (d) Fidelity 401(a) Prototype Plan for Tax-Exempt Employers, as currently in effect, is incorporated herein by reference to Exhibit 14(e) to Post-Effective Amendment No. 23. (e) Fidelity Group Individual Retirement Account Custodial Agreement and Disclosure Statement, as currently in effect, is incorporated herein by reference to Exhibit 14(g) to Post-Effective Amendment No. 23. (f) Fidelity Master Plan for Savings and Investments, as currently in effect, is incorporated herein by reference to Exhibit 14(f) to Post-Effective Amendment No. 27. (g) Fidelity 403(b)(7) Custodial Agreement, as currently in effect, is incorporated herein by reference to Exhibit 14(g) to Post-Effective Amendment No. 27. (15) (a) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Global Bond Fund is incorporated herein by reference to Exhibit 15 to Post-Effective Amendment No. 7. (b) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity Short-Term World Income Fund is incorporated herein by reference to Exhibit 15(b) to Post-Effective Amendment No. 27. (c) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity New Markets Income Fund is incorporated herein by reference to Exhibit 15(c) to Post-Effective Amendment No. 45. (16) (a) A schedule for computation of performance quotations is incorporated herein by reference to Exhibit 16 to Post-Effective Amendment No. 16. (b) A schedule for computation of performance quotations regarding adjusted net asset value is incorporated herein by reference to Exhibit 16(b) to Post-Effective Amendment No. 43 (c) Backup for the computation of moving averages for Europe Fund is incorporated herein by reference to Exhibit 16(c) to Post-Effective Amendment No. 53. . Item 25. Persons Controlled by or Under Common Control with Registrant The Board of Trustees of Registrant is the same as the Board of Trustees of other funds advised by FMR, each of which has Fidelity Management & Research Company as its investment adviser. In addition, the officers of these funds are substantially identical. Nonetheless, Registrant takes the position that it is not under common control with these other funds since the power residing in the respective boards and officers arises as the result of an official position with the respective funds. Item 26. Number of Holders of Securities: April 1994 Title of Class: Shares of Beneficial Interest Name of Series Number of Record Holders Fidelity Overseas Fund 357,666 Fidelity Europe Fund 63,640 Fidelity Pacific Basin Fund 65,533 Fidelity International Growth & Income Fund 151,202 Fidelity Global Bond Fund 42,487 Fidelity Canada Fund 25,608 Fidelity Worldwide Fund 52,778 Fidelity Emerging Markets Fund 197,528 Fidelity New Markets Income Fund 22,611 Fidelity Short-Term World Income Fund 22,308 Fidelity Diversified International Fund 35,080 Fidelity Japan Fund 35,804 Fidelity Diversified Global Fund 0 Fidelity Latin America Fund 95,250 Fidelity Southeast Asia Fund 99,788 Fidelity Europe Capital Appreciation Fund 25,688 Item 27. Indemnification Article XI, Section 2 of the Declaration of Trust sets forth the reasonable and fair means for determining whether indemnification shall be provided to any past or present Trustee or officer. It states that the Registrant shall indemnify any present or past Trustee, or officer to the fullest extent permitted by law against liability and all expenses reasonably incurred by him in connection with any claim, action, suit or proceeding in which he is involved by virtue of his service as a trustee, an officer, or both. Additionally, amounts paid or incurred in settlement of such matters are covered by this indemnification. Indemnification will not be provided in certain circumstances, however. These include instances of willful misfeasance, bad faith, gross negligence, and reckless disregard of the duties involved in the conduct of the particular office involved. Item 28. Business and Other Connections of Investment Adviser (1) FIDELITY MANAGEMENT & RESEARCH COMPANY FMR serves as investment adviser to a number of other investment companies. The directors and officers of the Adviser have held, during the past two fiscal years, the following positions of a substantial nature.
Edward C. Johnson 3d Chairman of the Executive Committee of FMR; President and Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc. (1989), Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research (Far East) Inc.; President and Trustee of funds advised by FMR; J. Gary Burkhead President of FMR; Managing Director of FMR Corp.; President and a Director of FMR Texas Inc. (1989), Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research (Far East) Inc.; Senior Vice President and Trustee of funds advised by FMR. Peter S. Lynch Vice Chairman of FMR (1992). David Breazzano Vice President of FMR (1993) and of a fund advised by FMR. Stephan Campbell Vice President of FMR (1993). Rufus C. Cushman, Jr. Vice President of FMR and of funds advised by FMR; Corporate Preferred Group Leader. Will Danof Vice President of FMR (1993) and of a fund advised by FMR. Scott DeSano Vice President of FMR (1993). Penelope Dobkin Vice President of FMR (1990) and of a fund advised by FMR. Larry Domash Vice President of FMR (1993). George Domolky Vice President of FMR (1993) and of a fund advised by FMR. Charles F. Dornbush Senior Vice President of FMR (1991); Chief Financial Officer of the Fidelity funds; Treasurer of FMR Texas Inc. (1989), Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc. Robert K. Duby Vice President of FMR. Margaret L. Eagle Vice President of FMR and of a fund advised by FMR. Kathryn L. Eklund Vice President of FMR (1991). Richard B. Fentin Senior Vice President of FMR (1993) and of a fund advised by FMR. Daniel R. Frank Vice President of FMR and of funds advised by FMR. Gary L. French Vice President of FMR (1991) and Treasurer of the funds advised by FMR (1991). Prior to assuming the position as Treasurer he was Senior Vice President, Fund Accounting - Fidelity Accounting & Custody Services Co. (1991) (Vice President, 1990-1991); and Senior Vice President, Chief Financial and Operations Officer - Huntington Advisers, Inc. (1985-1990). Michael S. Gray Vice President of FMR and of funds advised by FMR. Barry A. Greenfield Vice President of FMR and of a fund advised by FMR. William J. Hayes Senior Vice President of FMR (1989); Income/Growth Group Leader (1990) and International Group Leader (1990). Robert Haber Vice President of FMR (1991) and of funds advised by FMR. Daniel Harmetz Vice President of FMR (1991) and of a fund advised by FMR. Ellen S. Heller Vice President of FMR (1991).
John Hickling Vice President of FMR (1993) and of funds advised by FMR.
Robert F. Hill Vice President of FMR (1989); and Director of Technical Research. Stephan Jonas Vice President of FMR (1993). David B. Jones Vice President of FMR (1993). Steven Kaye Vice President of FMR (1993) and of a fund advised by FMR. Frank Knox Vice President of FMR (1993). Robert A. Lawrence Senior Vice President of FMR (1993); and High Income Group Leader. Alan Leifer Vice President of FMR and of a fund advised by FMR. Harris Leviton Vice President of FMR (1993) and of a fund advised by FMR. Bradford E. Lewis Vice President of FMR (1991) and of funds advised by FMR. Robert H. Morrison Vice President of FMR and Director of Equity Trading. David Murphy Vice President of FMR (1991) and of funds advised by FMR. Jacques Perold Vice President of FMR (1991). Brian Posner Vice President of FMR (1993) and of a fund advised by FMR. Anne Punzak Vice President of FMR (1990) and of funds advised by FMR. Richard A. Spillane Vice President of FMR (1990) and of funds advised by FMR; and Director of Equity Research (1989). Robert E. Stansky Senior Vice President of FMR (1993) and of funds advised by FMR. Thomas Steffanci Senior Vice President of FMR (1993); and Fixed-Income Division Head. Gary L. Swayze Vice President of FMR and of funds advised by FMR; and Tax-Free Fixed-Income Group Leader. Donald Taylor Vice President of FMR (1993) and of funds advised by FMR. Beth F. Terrana Senior Vice President of FMR (1993) and of funds advised by FMR. Joel Tillinghast Vice President of FMR (1993) and of a fund advised by FMR. Robert Tucket Vice President of FMR (1993). George A. Vanderheiden Senior Vice President of FMR; Vice President of funds advised by FMR; and Growth Group Leader (1990). Jeffrey Vinik Senior Vice President of FMR (1993) and of a fund advised by FMR. Guy E. Wickwire Vice President of FMR and of a fund advised by FMR. Arthur S. Loring Senior Vice President (1993), Clerk and General Counsel of FMR; Vice President, Legal of FMR Corp.; and Secretary of funds advised by FMR.
(2) FIDELITY MANAGEMENT & RESEARCH (U.K.) INC. (FMR U.K.) FMR U.K. provides investment advisory services to Fidelity Management & Research Company and Fidelity Management Trust Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years.
Edward C. Johnson 3d Chairman and Director of FMR U.K.; Chairman of the Executive Committee of FMR; Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc. (1989), and Fidelity Management & Research (Far East) Inc.; President and Trustee of funds advised by FMR. J. Gary Burkhead President and Director of FMR U.K.; President of FMR; Managing Director of FMR Corp.; President and a Director of FMR Texas Inc. (1989) and Fidelity Management & Research (Far East) Inc.; Senior Vice President and Trustee (1987) of funds advised by FMR. Richard C. Habermann Senior Vice President of FMR U.K. (1991); Senior Vice President of Fidelity Management & Research (Far East) Inc. (1991); Director of Worldwide Research of FMR (1989). Charles F. Dornbush Treasurer of FMR U.K.; Treasurer of Fidelity Management & Research (Far East) Inc.; Treasurer of FMR Texas Inc. (1989); Senior Vice President and Chief Financial Officer of the Fidelity funds. David Weinstein Clerk of FMR U.K. (1989); Clerk of Fidelity Management & Research (Far East) Inc. (1989); Secretary of FMR Texas Inc. (1989).
(3) FIDELITY MANAGEMENT & RESEARCH (FAR EAST) INC. (FMR Far East) FMR Far East provides investment advisory services to Fidelity Management & Research Company and Fidelity Management Trust Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years.
Edward C. Johnson 3d Chairman and Director of FMR Far East; Chairman of the Executive Committee of FMR; Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc. (1989) and Fidelity Management & Research (U.K.) Inc.; President and Trustee of funds advised by FMR. J. Gary Burkhead President and Director of FMR Far East; President of FMR; Managing Director of FMR Corp.; President and a Director of FMR Texas Inc. (1989) and Fidelity Management & Research (U.K.) Inc.; Senior Vice President and Trustee (1987) of funds advised by FMR. Richard C. Habermann Senior Vice President of FMR Far East (1991); Senior Vice President of Fidelity Management & Research (U.K.) Inc. (1991); Director of Worldwide Research of FMR (1989). William R. Ebsworth Vice President of FMR Far East. Charles F. Dornbush Treasurer of FMR Far East; Treasurer of Fidelity Management & Research (U.K.) Inc.; Treasurer of FMR Texas Inc. (1989); Senior Vice President and Chief Financial Officer of the Fidelity funds. David C. Weinstein Clerk of FMR Far East (1989); Clerk of Fidelity Management & Research (U.K.) Inc. (1989); Secretary of FMR Texas Inc. (1989).
(4) FIDELITY INTERNATIONAL INVESTMENT ADVISORS Pembroke Hall, 42 Crow Lane, Pembroke, Bermuda The directors and officers of Fidelity International Investment Advisors (FIIA) have held, during the past two fiscal years, the following positions of a substantial nature.
Anthony Bolton Director of FIIA and FIIAL (U.K.) (1989); Director of Fidelity International Management Holdings Limited. Martin P. Cambridge Director of FIIA (1989)and FIIAL (U.K.) (1990); Chief Financial Officer of Fidelity International Ltd. (1989) and Fidelity Investment Services Ltd. (1987-1989). Kirk Caza Vice President of FIIA (1991). Charles T. M. Collis Director and Secretary of FIIA; Partner in Conyers, Dill & Pearman, Hamilton, Bermuda; Secretary to many companies in the Fidelity international group of companies. Stephen A. DeSilva Treasurer of FIIA and Fidelity International Limited. Geoffrey J. Mansfield Director of FIIA (1990). Frank Mutch Assistant Secretary of FIIA. David J. Saul President, Director, and Controller of FIIA (1989); Director of Fidelity International Limited. Michael Sommerville Vice President of FIIA; Vice President of Fidelity International Limited. Toshiaki Wakabayashi Director of FIIA (1989); Executive Vice President and Director of FIIAL (Japan).
(5) FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED 27-28 Lovat Lane, London, England The directors and officers of Fidelity International Investment Advisors (U.K.) Limited (FIIAL (U.K.)) have held, during the past two fiscal years, the following positions of a substantial nature.
Anthony Bolton Director of FIIAL (U.K.) and FIIA (1989); Director of Fidelity International Management Holdings Limited (1980). Martin P. Cambridge Director and Secretary of FIIAL (U.K.) (1990) and FIIA (1989); Chief Financial Officer of Fidelity International Ltd. (1989) and Fidelity Investment Services Ltd. (1987-1989). C. Bruce Johnstone Director of FIIAL (U.K.) (1991).
(6) FIDELITY INVESTMENTS JAPAN LIMITED Hibiya Park Building, 1-8-1 Yuraku-cho, Chiyoda-Ku, Tokyo, Japan The directors and officers of Fidelity Investments Japan Limited have held, during the past two fiscal years, the following positions of a substantial nature.
Edward C. Johnson 3d Chairman and Director of FMR Far East; Chairman of the Executive Committee of FMR; Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc. (1989) and Fidelity Management & Research (U.K.) Inc.; President and Trustee of funds advised by FMR. Glen R. Moreno President of Fidelity International Limited; Chairman of Fidelity International Management Holdings Limited. Yasuo Kuramoto Vice Chairman of Fidelity Investments Japan Limited (1988), Chairman of Fidelity International Investment Advisors (Japan) Limited (1991). Yasukazu Akamatsu Masaharu Izumi Hiroshi Yamashita Kozo Tango Yoshiharu Okazaki President of Fidelity International Investment Advisors (Japan) Limited (1992), Director of Fidelity Investments Japan Limited (1989), Managing Director of Fidelity International Management Holding Limited (1988-1992) Takashi Kato Nobuhide Kamiyama Arthur M. Jesson Noboru Kawai Shinobu Kasaya
Item 29. Principal Underwriters (a) Fidelity Distributors Corporation (Distributors) acts as distributor for most funds advised by FMR and the following other funds: CrestFunds, Inc. The Victory Funds ARK Funds (b) Name and Principal Positions and Offices Positions and Offices Business Address* With Underwriter With Registrant Edward C. Johnson 3d Director Trustee, President Nita B. Kincaid Director None W. Humphrey Bogart Director None Kurt A. Lange President None Thomas W. Littauer Senior Vice President None William J. Kearns Senior Vice President None Harry Anderson Treasurer None Arthur S. Loring Vice President and Clerk Secretary * 82 Devonshire Street, Boston, MA (c) Not applicable. Item 30. Location of Accounts and Records All accounts, books, and other documents required to be maintained by Section 31a of the 1940 Act and the Rules promulgated thereunder are maintained by Fidelity Management & Research Company or Fidelity Service Co., 82 Devonshire Street, Boston, MA 02109, or the funds' respective custodians The Chase Manhattan Bank, 1211 Avenue of the Americas, New York, N.Y. and Brown Brothers Harriman & Co., 40 Water Street, Boston, MA. Item 31. Management Services Not applicable. Item 32. Undertakings (a) The Registrant on behalf of Fidelity Overseas Fund, Fidelity Europe Fund, Fidelity Pacific Basin Fund, Fidelity International Growth & Income Fund, Fidelity Global Bond Fund, Fidelity Canada Fund, Fidelity Worldwide Fund, Fidelity Emerging Markets Fund, Fidelity New Markets Income Fund, Fidelity Short-Term World Income Fund, Fidelity Diversified International Fund, Fidelity Japan Fund, Fidelity Diversified Global Fund, Fidelity Latin America Fund, Fidelity Southeast Asia Fund, and Fidelity Europe Capital Appreciation Fund undertakes, provided the information required by Item 5A is contained in the annual report, to furnish each person to whom a prospectus has been delivered, upon their request and without charge, a copy of the Registrant's latest annual report to shareholders. (b) The Registrant undertakes to file Post-Effective Amendments, using financial statements which need not be certified, within six months of Fidelity Diversified Global Fund's effectiveness. (c) Each Registrant undertakes: 1) to call a meeting of shareholders for the purpose of voting upon the question of removal of a trustee or trustees, when requested to do so by record holders of not less than 10% of its outstanding shares; and 2) to assist in communications with other shareholders pursuant to Section 16(c)(1) and (2), whenever shareholders meeting the qualifications set forth in 16(c) seek the opportunity to communicate with other shareholders with a view toward requesting a meeting. SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for the effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 55 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, and Commonwealth of Massachusetts, on the 17th day of June 1994. FIDELITY INVESTMENT TRUST By /s/Edward C. Johnson 3d (dagger) Edward C. Johnson 3d, President Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated. (Signature) (Title) (Date)
/s/ Edward C. Johnsons(dagger) President and Trustee June 17, 1994 Edward C. Johnson 3d (Principal Executive Officer)
/s/ Gary L. French Treasurer June 17, 1994 Gary L. French /s/ J. Gary Burkhead Trustee June 17, 1994 J. Gary Burkhead /s/ Ralph F. Cox* Trustee June 17, 1994 Ralph F. Cox /s/ Phyllis Burke Davis* Trustee June 17, 1994 Phyllis Burke Davis /s/ Richard J. Flynn* Trustee June 17, 1994 Richard J. Flynn /s/E. Bradley Jones* Trustee June 17, 1994 E. Bradley Jones /s/ Donald J. Kirk* Trustee June 17, 1994 Donald J. Kirk /s/ Peter S. Lynch* Trustee June 17, 1994 Peter S. Lynch /s/ Edward H. Malone* Trustee June 17, 1994 Edward H. Malone /s/Marvin L. Mann* Trustee June 17, 1994 Marvin L. Mann /s/ Gerald C. McDonough* Trustee June 17, 1994 Gerald C. McDonough /s/ Thomas R. Williams* Trustee June 17, 1994 Thomas R. Williams (dagger) Signatures affixed by J.Gary Burkhead pursuant to a power of attorney dated October 20, 1993 and filed herewith. * Signature affixed by Robert C. Hacker pursuant to a power of attorney dated October 20, 1993 and filed herewith. POWER OF ATTORNEY We, the undersigned Directors, Trustees or General Partners, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Institutional Trust Fidelity Advisor Series II Fidelity Investment Trust Fidelity Advisor Series III Fidelity Magellan Fund Fidelity Advisor Series IV Fidelity Massachusetts Municipal Trust Fidelity Advisor Series V Fidelity Money Market Trust Fidelity Advisor Series VI Fidelity Mt. Vernon Street Trust Fidelity Advisor Series VII Fidelity Municipal Trust Fidelity Advisor Series VIII Fidelity New York Municipal Trust Fidelity California Municipal Trust Fidelity Puritan Trust Fidelity Capital Trust Fidelity School Street Trust Fidelity Charles Street Trust Fidelity Securities Fund Fidelity Commonwealth Trust Fidelity Select Portfolios Fidelity Congress Street Fund Fidelity Sterling Performance Portfolio, L.P. Fidelity Contrafund Fidelity Summer Street Trust Fidelity Corporate Trust Fidelity Trend Fund Fidelity Court Street Trust Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Destiny Portfolios Fidelity U.S. Investments-Government Securities Fidelity Deutsche Mark Performance Fund, L.P. Portfolio, L.P. Fidelity Union Street Trust Fidelity Devonshire Trust Fidelity Yen Performance Portfolio, L.P. Fidelity Exchange Fund Spartan U.S. Treasury Money Market Fidelity Financial Trust Fund Fidelity Fixed-Income Trust Variable Insurance Products Fund Fidelity Government Securities Fund Variable Insurance Products Fund II Fidelity Hastings Street Trust Fidelity Income Fund
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individuals serve as Board Members (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, our true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for us and in our names in the appropriate capacities, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in our names and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS our hands on this twentieth day of October, 1993. /s/Edward C. Johnson 3d /s/Peter S. Lynch Edward C. Johnson 3d Peter S. Lynch /s/J. Gary Burkhead /s/Edward H. Malone J. Gary Burkhead Edward H. Malone /s/Richard J. Flynn /s/Gerald C. McDonough Richard J. Flynn Gerald C. McDonough /s/E. Bradley Jones /s/Thomas R. Williams E. Bradley Jones Thomas R. Williams /s/Donald J. Kirk Donald J. Kirk POWER OF ATTORNEY I, the undersigned President and Director, Trustee or General Partner, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Institutional Trust Fidelity Advisor Series II Fidelity Investment Trust Fidelity Advisor Series III Fidelity Magellan Fund Fidelity Advisor Series IV Fidelity Massachusetts Municipal Trust Fidelity Advisor Series V Fidelity Money Market Trust Fidelity Advisor Series VI Fidelity Mt. Vernon Street Trust Fidelity Advisor Series VII Fidelity Municipal Trust Fidelity Advisor Series VIII Fidelity New York Municipal Trust Fidelity California Municipal Trust Fidelity Puritan Trust Fidelity Capital Trust Fidelity School Street Trust Fidelity Charles Street Trust Fidelity Securities Fund Fidelity Commonwealth Trust Fidelity Select Portfolios Fidelity Congress Street Fund Fidelity Sterling Performance Portfolio, L.P. Fidelity Contrafund Fidelity Summer Street Trust Fidelity Corporate Trust Fidelity Trend Fund Fidelity Court Street Trust Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Destiny Portfolios Fidelity U.S. Investments-Government Securities Fidelity Deutsche Mark Performance Fund, L.P. Portfolio, L.P. Fidelity Union Street Trust Fidelity Devonshire Trust Fidelity Yen Performance Portfolio, L.P. Fidelity Exchange Fund Spartan U.S. Treasury Money Market Fidelity Financial Trust Fund Fidelity Fixed-Income Trust Variable Insurance Products Fund Fidelity Government Securities Fund Variable Insurance Products Fund II Fidelity Hastings Street Trust Fidelity Income Fund
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as President and Board Member (collectively, the "Funds"), hereby severally constitute and appoint J. Gary Burkhead, my true and lawful attorney-in-fact, with full power of substitution, and with full power to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorney-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Edward C. Johnson 3d October 20, 1993 Edward C. Johnson 3d POWER OF ATTORNEY I, the undersigned Director, Trustee or General Partner, as the case may be, of the following investment cmpanies:
Fidelity Advisor Series I Fidelity Magellan Fund Fidelity Advisor Series III Fidelity Massachusetts Municipal Trust Fidelity Advisor Series IV Fidelity Money Market Trust Fidelity Advisor Series VI Fidelity Mt. Vernon Street Trust Fidelity Advisor Series VIII Fidelity New York Municipal Trust Fidelity California Municipal Trust Fidelity Puritan Trust Fidelity Capital Trust Fidelity School Street Trust Fidelity Charles Street Trust Fidelity Select Portfolios Fidelity Commonwealth Trust Fidelity Sterling Performance Portfolio, L.P. Fidelity Congress Street Fund Fidelity Summer Street Trust Fidelity Contrafund Fidelity Trend Fund Fidelity Deutsche Mark Performance Fidelity Union Street Trust Portfolio, L.P. Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Devonshire Trust Fidelity U.S. Investments-Government Securities Fidelity Financial Trust Fund, L.P. Fidelity Fixed-Income Trust Fidelity Yen Performance Portfolio, L.P. Fidelity Government Securities Fund Spartan U.S. Treasury Money Market Fidelity Hastings Street Trust Fund Fidelity Income Fund Variable Insurance Products Fund Fidelity Institutional Trust Variable Insurance Products Fund II Fidelity Investment Trust
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as a Board Member (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Ralph F. Cox October 20, 1993 Ralph F. Cox POWER OF ATTORNEY I, the undersigned Director, Trustee or General Partner, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Investment Trust Fidelity Advisor Series III Fidelity Mt. Vernon Street Trust Fidelity Advisor Series IV Fidelity School Street Trust Fidelity Advisor Series VI Fidelity Select Portfolios Fidelity Advisor Series VIII Fidelity Sterling Performance Portfolio, L.P. Fidelity Beacon Street Trust Fidelity Trend Fund Fidelity Capital Trust Fidelity Union Street Trust Fidelity Commonwealth Trust Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Contrafund Fidelity U.S. Investments-Government Securities Fidelity Deutsche Mark Performance Fund, L.P. Portfolio, L.P. Fidelity Yen Performance Portfolio, L.P. Fidelity Devonshire Trust Spartan U.S. Treasury Money Market Fidelity Financial Trust Fund Fidelity Fixed-Income Trust Variable Insurance Products Fund Fidelity Government Securities Fund Variable Insurance Products Fund II Fidelity Hastings Street Trust Fidelity Institutional Trust
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as a Board Member (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Phyllis Burke Davis October 20, 1993 Phyllis Burke Davis POWER OF ATTORNEY I, the undersigned Director, Trustee or General Partner, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Investment Trust Fidelity Advisor Series III Fidelity Special Situations Fund Fidelity Advisor Series IV Fidelity Sterling Performance Portfolio, L.P. Fidelity Advisor Series VI Fidelity Trend Fund Fidelity Advisor Series VII Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Advisor Series VIII Fidelity U.S. Investments-Government Securities Fidelity Contrafund Fund, L.P. Fidelity Deutsche Mark Performance Fidelity Yen Performance Portfolio, L.P. Portfolio, L.P. Spartan U.S. Treasury Money Market Fidelity Fixed-Income Trust Fund Fidelity Government Securities Fund Variable Insurance Products Fund Fidelity Hastings Street Trust Variable Insurance Products Fund II Fidelity Institutional Trust
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as a Board Member (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Marvin L. Mann October 20, 1993 Marvin L. Mann EX-99.B12 2 (2_FIDELITY_LOGOS)FIDELITY INTERNATIONAL EQUITY FUNDS Broadly Diversified Funds FIDELITY DIVERSIFIED INTERNATIONAL FUND FIDELITY INTERNATIONAL GROWTH & INCOME FUND FIDELITY OVERSEAS FUND FIDELITY WORLDWIDE FUND Regional/Single Country Funds FIDELITY CANADA FUND FIDELITY EUROPE FUND FIDELITY EUROPE CAPITAL APPRECIATION FUND FIDELITY JAPAN FUND FIDELITY PACIFIC BASIN FUND Emerging Markets Funds FIDELITY EMERGING MARKETS FUND FIDELITY LATIN AMERICA FUND FIDELITY SOUTHEAST ASIA FUND SEMIANNUAL REPORT APRIL 30, 1994 CANADA INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 96.5% SHARES VALUE (NOTE 1) BASIC INDUSTRIES - 20.7% CHEMICALS & PLASTICS - 5.6% AT Plastics, Inc. 50,000 $ 302,849 00194710 Cominco Fertilizer Ltd. 50,000 940,189 20043C10 Dupont Canada Class A, Series 1 8,900 334,707 26590210 Intertape Polymer Group, Inc. 52,000 808,563 46091910 Maax, Inc. (b) 278,300 2,641,707 57777C10 Maax, Inc. (warrants) (b) 8,333 40,680 57777C11 NOVA Corp. of Alberta Class A 424,900 3,265,034 66977110 Tarxien Corp. 70,000 784,696 87651E20 Winpak Ltd. 30,000 515,296 97535P10 9,633,721 IRON & STEEL - 0.9% Co-Steel, Inc. (sub.-vtg.) (b) 31,200 609,243 18975N10 Linamar Corp. 30,000 496,312 53278L10 Samuel Manu-Tech, Inc. 25,000 433,933 79606J10 Shaw Industries Ltd. Class A 6,300 54,676 82090420 1,594,164 METALS & MINING - 7.1% Alcan Aluminium Ltd. 150,210 3,150,423 01371610 American Gem Corp. 30,000 107,398 0263E108 Cameco, Inc. 30,000 507,160 13321L10 Cominco Ltd. 123,200 1,882,259 20043510 Dia Met Minerals Ltd. (b) 28,000 559,413 25243K10 Kookaburra Resources Ltd. 150,000 234,324 50050D10 Noranda, Inc. 307,944 5,372,930 65542210 Southernera Resources Ltd. (b) 57,000 273,107 84390110 12,087,014 PAPER & FOREST PRODUCTS - 7.1% Abitibi-Price, Inc. 175,900 2,083,143 00368010 Abitibi-Price, Inc. installment receipts (d) 9,200 49,071 00368070 Ainsworth Lumber Ltd. (b) 50,000 555,977 00891410 Avenor, Inc. 48,000 733,348 05356K10 Canfor Corp. 18,000 572,792 13790210 Domain Industries Ltd. Class B (non-vtg.), Series 2 40,000 437,550 25703930 Donohue, Inc. Class B (b) 41,600 394,880 25804110 Fletcher Challenge Ltd.: Class A 91,639 1,292,370 33932D10 Receipts 10,000 83,171 33932D20 International Forest Products Class A (b) 50,000 587,618 45953E10 Longview Fibre Co. 10,000 176,250 54321310 Merfin Hygenic Products Ltd. (b) 543,700 1,612,185 58950K10 Noranda Forest, Inc. (b) 177,000 1,664,135 65542L10 Norwall Group, Inc. 40,000 336,298 66920H10 Pacific Forest Products Ltd. 10,000 115,716 69428P10 Riverside Forest Products 56,100 1,024,463 76890410 Slocan Forest Products Ltd. 18,900 377,604 83158C10 12,096,571 TOTAL BASIC INDUSTRIES 35,411,470 CONGLOMERATES - 3.0% Brascan Ltd. Class A 310,000 3,951,508 10550240 Federal Industries Ltd. Class A cv (b) 49,800 270,124 31345330 Suncor, Inc. 40,000 904,028 86722910 5,125,660 CONSTRUCTION & REAL ESTATE - 1.8% BUILDING MATERIALS - 0.2% Global Stone (b) 100,000 357,995 37936Q10 CONSTRUCTION - 0.6% Firan Corp. (special warrants) (b)(c) 150,000 458,668 31809192 Royal Lepage Ltd. (b) 100,000 289,289 78033W10 Viceroy Homes Ltd. Class A 109,100 335,341 92562710 1,083,298 SHARES VALUE (NOTE 1) ENGINEERING - 0.1% Agra Industries Ltd. Class B (b) 20,000 $ 106,675 00848940 REAL ESTATE - 0.9% Cambridge Shopping Centres Ltd. 105,900 1,225,428 13250910 Markborough Properties, Inc. 200,000 390,540 57052F10 1,615,968 TOTAL CONSTRUCTION & REAL ESTATE 3,163,936 DURABLES - 3.5% AUTOS, TIRES, & ACCESSORIES - 1.8% Hayes-Dana, Inc. 11,300 131,780 42077610 Meridian Technologies, Inc. (b) 214,600 1,493,835 58978510 Stackpole Ltd. (b) 105,000 968,214 85232N10 UAP, Inc. Class A 30,100 481,639 90255810 3,075,468 CONSUMER DURABLES - 0.4% Unican Security Systems Ltd. Class B 45,000 691,582 90458940 HOME FURNISHINGS - 1.3% Dorel Industries: Class A (vtg.) (c) 105,000 816,337 25822C30 Class B (sub.-vtg.) (b)(c) 82,000 652,347 25822C20 Leons Furniture Ltd. 80,000 694,294 52668210 2,162,978 TOTAL DURABLES 5,930,028 ENERGY - 24.4% ENERGY SERVICES - 1.8% Akita Drilling Ltd. Class A (non-vtg.) (b) 60,700 175,598 00990510 Dreco Energy Services Ltd. Class A (b) 5,700 52,725 26152820 Enserv Corp. (b) 84,700 888,226 29357B10 Nowsco Well Service Ltd. 77,000 1,280,827 67012210 Precision Drilling Class A (b) 53,900 638,325 74022D10 3,035,701 OIL & GAS - 22.6% Anderson Exploration Ltd. (b) 5,400 133,272 03390110 Archer Resources Ltd. (b) 59,700 825,748 03950K10 Ballistic Energy Corp. 20,000 108,483 05865K10 Battle Creek Developments Ltd. (b) 220,000 410,500 07134E10 Beau Canada Exploration 600,000 985,032 07428010 Canadian Natural Resources Ltd. (b) 67,900 1,012,828 13638510 Canadian Occidental Petroleum Ltd. 90,000 1,822,522 13642010 Chancellor Energy Resources (b) 380,000 769,508 15882910 Czar Resources Ltd. (b) 105,600 141,289 23282910 DEKALB Energy Corp. Class B (b) 79,500 1,113,000 24487410 Dorset Exploration Ltd. (b) 241,200 2,071,491 25842E10 Encal Energy Ltd. (b) 515,900 1,026,053 29250D10 Ensign Resource Service Group Ord. (b) 81,900 399,815 29357T10 Excel Energy, Inc. (warrants) (b) 25,000 3,616 30065492 Gardiner Oil & Gas, Ltd. (b) 104,400 575,721 36553R10 Grad & Walker Energy Corp. 54,400 580,314 38391010 Gulf Canada Corp. (b) 50,000 166,341 40218L30 HCO Energy Ltd. 70,000 106,314 40390410 Intensity Resources Ltd. (b) 342,900 709,261 45816E10 Inverness Petroleum Ltd. (b) 409,300 3,034,153 46190810 Jordan Petroleum Ltd. Class A (b) 3,000 21,154 48076110 Morgan Hydrocarbons, Inc. (b) 247,000 982,497 61790010 Morrison Petroleums Ltd. 566,500 4,660,403 61847310 Northridge Exploration Ltd. (b) 100,800 72,172 66667T10 Northstar Energy Corp. (b) 20,200 427,316 66703R10 Nugas Ltd. 30,000 101,974 67051K10 Pancanadian Petroleum Ltd. 24,200 774,463 69890020 Paramount Resources Ltd. (b) 86,800 1,263,362 69932010 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) ENERGY - CONTINUED OIL & GAS - CONTINUED Plastibec Ltd. (special warrants) (b) 60,000 $ 278,282 72753D92 Poco Petroleums Ltd. (b) 190,000 1,425,654 73036110 Remington Energy Ltd. 25,000 66,898 75958D10 Renaissance Energy Ltd. (b) 149,622 3,354,510 75966610 Richland Petroleum Corp. Class A 56,800 195,126 76390110 Rigel Energy Corp. (b) 73,000 1,062,505 76655L10 Rio Alto Exploration Ltd. (b) 93,300 598,855 76689210 Summit Resources Ltd. 85,600 588,125 86624610 Talisman Energy, Inc. (b) 105,000 2,420,536 87425E10 Tarragon Oil & Gas Ltd. (b) 257,000 3,020,359 87629E20 Tri Link Resources Ltd. Class A (b) 64,900 574,980 89557D10 Ulster Petroleums Ltd. (b) 50,000 159,109 90384010 Wascana Energy, Inc. 36,500 263,976 93690110 Winfield Energy Ltd. 160,000 543,864 97390510 38,851,381 TOTAL ENERGY 41,887,082 FINANCE - 2.9% CREDIT & OTHER FINANCE - 0.9% Power Corporation of Canada 55,000 835,322 73923910 Trimark Financial Corp. (b) 26,400 706,444 89621H10 1,541,766 INSURANCE - 0.3% Crownx, Inc. Class A (b) 101,500 587,257 22870220 SECURITIES INDUSTRY - 1.7% First Marathon, Inc. Class A (non-vtg.) 66,200 694,222 32076L20 Investors Group, Inc. 40,000 542,417 46152H10 Mackenzie Financial Corp. 151,000 1,051,114 55453110 Power Financial Corp. 20,000 482,751 73927C10 20/20 Financial Corp. 11,900 109,731 90136T10 2,880,235 TOTAL FINANCE 5,009,258 HEALTH - 0.6% DRUGS & PHARMACEUTICALS - 0.4% Allelix Biopharmaceuticals, Inc. 10,000 50,626 01749H10 Zenon Environmental, Inc. 78,200 551,421 98942B10 602,047 MEDICAL FACILITIES MANAGEMENT - 0.2% Spectral Diagnostics, Inc. 10,000 263,976 84757410 TOTAL HEALTH 866,023 INDUSTRIAL MACHINERY & EQUIPMENT - 6.9% ELECTRICAL EQUIPMENT - 0.1% Noma Industries Ltd. Class A (b)(c) 26,200 111,322 65531630 INDUSTRIAL MACHINERY & EQUIPMENT - 6.8% Champion Road Machinery Ltd. (c) 20,000 178,998 15864C92 Eagle Precision Tech. (b) 178,500 1,355,500 26990010 Enerflex Systems Ltd. 15,000 197,982 29265B10 Exco Technologies Ltd. (b) 572,800 3,935,491 30150P10 Finning Ltd. 118,300 1,946,428 31807140 Hawker Siddeley Canada, Inc. (special warrants) (b) 35,700 570,291 42012892 Laperriere & Verreault, Inc. (b) 11,300 21,657 39945L20 Osmonics, Inc. 15,000 238,125 68835010 Trojan Technologies Corp. (b) 290,400 2,599,045 89692410 Valmont Industries, Inc. 48,700 754,850 92025310 11,798,367 TOTAL INDUSTRIAL MACHINERY & EQUIPMENT 11,909,689 SHARES VALUE (NOTE 1) MEDIA & LEISURE - 8.4% BROADCASTING - 0.8% Chum Ltd. Class B (b) 7,000 $ 97,454 17132220 Cogeco, Inc. 40,000 339,915 19238T10 Shaw Cablesystems Ltd. Class B cv (b)(c) 44,000 815,434 82028K20 Videotron Group Ltd. 16,800 174,658 92558H10 1,427,461 ENTERTAINMENT - 1.2% Astral Bellevue Pathe, Inc. Class A 122,000 1,510,993 04634620 Cinar Films, Inc. (b) 82,000 511,500 17190510 2,022,493 LODGING & GAMING - 1.8% Four Seasons Hotels, Inc. 351,500 3,114,107 35100E10 PUBLISHING - 4.4% Hollinger, Inc. (b) 30,000 339,010 43556C10 Southam, Inc. 135,100 1,856,440 84084010 Thomson Corp. 171,798 2,158,812 88490310 Toronto Sun Publishing Co. (b) 8,000 88,956 89199110 Torstar Corp. Class B 169,000 3,116,728 89147420 7,559,946 RESTAURANTS - 0.2% Cara Operations Ltd. (b) 91,500 271,317 14075420 Spectra Group of Great Restaurants, Inc. Class A (non-vtg.) 4,900 24,807 84756E20 296,124 TOTAL MEDIA & LEISURE 14,420,131 NONDURABLES - 3.1% AGRICULTURE - 0.1% Chai-Na-Ta Ginseng Products (b) 20,705 97,333 15745J10 DEKALB Genetics Corp. Class B 4,900 155,575 24487820 252,908 BEVERAGES - 0.3% Coca Cola Beverages Canada 100,000 347,147 19108T10 Corby Distilleries Ltd. 6,000 160,555 21834310 507,702 FOODS - 2.7% Ault Foods Ltd. 197,300 2,247,397 05150E10 Tootsie Roll Industries, Inc. 9,937 638,452 89051610 Weston George Ltd. 55,000 1,710,422 96114850 4,596,271 TOTAL NONDURABLES 5,356,881 PRECIOUS METALS - 6.2% Aber Resources Ltd. 80,000 248,789 00291110 Agnico Eagle Mines Ltd. 66,000 721,957 00847410 American Barrick Resources Corp. 45,000 1,037,372 02451E10 Canaarc Resources Corp. 10,000 32,545 13722D10 Euro-Nevada Mining Corp. 43,000 1,166,197 29870P10 Franco Nevada Mining Corp. 35,600 1,834,454 35186010 Pegasus Gold, Inc. 50,000 818,145 70556K10 Placer Dome, Inc. 140,000 2,885,659 72590610 Prime Resources Group, Inc. (b) 50,300 327,403 74157L10 Rayrock Yellowknife Resources, Inc. (b) 46,200 639,021 75509N10 Teck Corp. Class B (sub.-vtg.) 50,000 858,827 87874220 Viceroy Resources Corp. (b) 10,000 74,130 92564C10 10,644,499 RETAIL & WHOLESALE - 5.2% GENERAL MERCHANDISE STORES - 1.3% Hudson's Bay Co. Ord. 46,000 952,303 44420410 Sears Canada, Inc. 200,000 1,175,236 81234D10 2,127,539 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) RETAIL & WHOLESALE - CONTINUED GROCERY STORES - 3.7% Empire Ltd. Class A 19,600 $ 228,575 29184340 Loblaw Companies Ltd. 70,100 1,204,075 53948110 Oshawa Group Ltd. Class A 45,000 703,786 68820520 Stop & Shop Companies, Inc. (b) 99,800 2,669,650 86209910 Van Houtte (A.L.) (b) 175,500 1,602,436 92090410 6,408,522 RETAIL & WHOLESALE, MISCELLANEOUS - 0.2% Forzani Group Ltd. Class A 40,000 303,754 34990710 TOTAL RETAIL & WHOLESALE 8,839,815 SERVICES - 1.5% PRINTING - 0.7% GTC Transcontinental Group Class A 74,900 473,982 36229K20 MDC Corp. Class A (sub.-vtg.) (b) 150,000 297,792 55267W10 Moore Corporation Ltd. 20,000 363,419 61578510 1,135,193 SERVICES - 0.8% Arbor Memorial Services, Inc. Class B (non-vtg.) (b) 43,300 454,075 03891620 G&K Services, Inc. Class A 67,500 961,875 36126810 1,415,950 TOTAL SERVICES 2,551,143 TECHNOLOGY - 1.5% COMMUNICATIONS EQUIPMENT - 0.5% Northern Telecom Ltd. 10,000 297,425 66581510 SR Telecom, Inc. 44,100 430,571 78464P10 Telular Canada, Inc. 66,000 162,291 87970B10 890,287 COMPUTER SERVICES & SOFTWARE - 0.7% EICON Technology Corp. (b) 45,000 423,085 28248F10 Electronic Retailing Systems (b) 34,500 310,500 28582510 ISG Technologies, Inc. (b) 5,000 42,500 45021P30 Telepanel Systems, Inc. 95,000 446,590 87943U20 1,222,675 ELECTRONIC INSTRUMENTS - 0.3% Mosaid Technologies, Inc. 69,300 488,663 61945Q10 TOTAL TECHNOLOGY 2,601,625 TRANSPORTATION - 3.7% AIR TRANSPORTATION - 0.6% Air Canada, Inc. (b) 225,000 1,078,054 00891110 RAILROADS - 3.1% Canadian Pacific Ltd. Ord. 334,000 5,374,628 13644030 TOTAL TRANSPORTATION 6,452,682 UTILITIES - 3.1% CELLULAR - 3.1% BCE Mobile Communications, Inc. 26,900 739,278 05534G10 Call-Net Enterprises, Inc. (b) 78,000 564,114 13091010 Call-Net Enterprises (non-vtg.) Class B (b) 78,000 542,960 13091020 Rogers Cantel Mobile Communications, Inc. Class B (non-vtg.) (b) 20,000 493,599 77510210 Rogers Communications, Inc. Class B (b) 208,600 3,017,283 77510920 5,357,234 TOTAL COMMON STOCKS (Cost $162,291,937) 165,527,156 CONVERTIBLE PREFERRED STOCKS - 0.1% SHARES VALUE (NOTE 1) ENERGY - 0.0% OIL & GAS - 0.0% Valero Energy Corp. $3.125 2,000 $ 100,250 91913840 PRECIOUS METALS - 0.1% Battle Gold Co. 2,000 119,000 07159330 TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $200,000) 219,250 CORPORATE BONDS - 1.8% MOODY'S PRINCIPAL RATINGS (E) AMOUNT (A) CONVERTIBLE BONDS - 1.7% BASIC INDUSTRIES - 0.6% PAPER & FOREST PRODUCTS - 0.6% Abitibi-Price, Inc. 7.85%, 3/1/03 - CAD 1,000,000 914,877 003680AD Avenor, Inc. 7 1/2%, 2/8/04 - CAD 147,000 129,171 05356KAA 1,044,048 CONSTRUCTION & REAL ESTATE - 1.1% REAL ESTATE - 1.1% Markborough Properties, Inc. 6%, 3/14/04 - CAD 2,700,000 1,816,012 57052FAA TOTAL CONVERTIBLE BONDS 2,860,060 NONCONVERTIBLE BONDS - 0.1% PRECIOUS METALS - 0.1% Agnico Eagle Mines Ltd. yankee 3 1/2%, 1/27/04 B1 $ 220,000 173,800 008474AA TOTAL CORPORATE BONDS (Cost $3,164,689) 3,033,860 REPURCHASE AGREEMENTS - 1.6% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 2,743,814 2,743,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $168,399,626) $ 171,523,266 CURRENCY ABBREVIATIONS CAD - Canadian dollar LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $3,033,106 or 1.8% of net assets. (d) Market value reflects the payment of the first installment. Additional equal payments of CAD 46,000 are payable in January and October of 1995. (e) Standard & Poor's Corporation credit ratings are used in the absence of a rating by Moody's Investors Service, Inc. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $115,703,067 and $31,649,352 respectively. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $4,328 for the period (see Note 4 of Notes to Financial Statements). The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $1,799,400 and $3,867,000, respectively. The weighted average interest rate was 4.15%. Interest expense includes $1,037 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $168,969,425. Net unrealized appreciation aggregated $2,553,841, of which $13,476,104 related to appreciated investment securities and $10,922,263 related to depreciated investment securities. CANADA FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $2,743,000) (cost $168,399,626) (Notes $ 171,523,266 1 and 2) - See accompanying schedule Cash 594 Receivable for investments sold 1,065,839 Receivable for fund shares sold 776,907 Dividends receivable 142,923 Interest receivable 29,113 Other receivables 36,832 TOTAL ASSETS 173,575,474 LIABILITIES Payable for fund shares redeemed $ 484,691 Payable for investments purchased 712 Accrued management fee 110,474 Other payables and accrued expenses 149,669 TOTAL LIABILITIES 745,546 NET ASSETS $ 172,829,928 Net Assets consist of (Note 1): Paid in capital $ 171,814,078 Accumulated net investment (loss) (336,797 ) Accumulated undistributed net realized gain (loss) on investments (1,770,993 ) Net unrealized appreciation (depreciation) on investment securities 3,123,640 NET ASSETS, for 9,943,673 shares outstanding $ 172,829,928 NET ASSET VALUE, offering price and redemption price per share ($172,829,928 (divided by) 9,943,673 shares)(Note 4) $17.38
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 845,922 Dividends Interest 180,908 1,026,830 Less foreign taxes withheld (Note 1) (123,466 ) TOTAL INCOME 903,364 EXPENSES Management fee (Note 4) $ 553,812 Basic fee Performance adjustment 39,161 Transfer agent fees (Note 4) 540,228 Accounting fees and expenses 43,938 (Note 4) Non-interested trustees' compensation 402 Custodian fees and expenses 19,938 Registration fees 25,265 Audit 14,666 Legal 833 Interest (Note 5) 1,037 Miscellaneous 758 TOTAL EXPENSES 1,240,038 NET INVESTMENT INCOME (LOSS) (336,674 ) REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTE 1) (1,128,584 Net realized gain (loss) on investment securities ) Change in net unrealized appreciation (depreciation) on investment securities (7,374,818 ) NET GAIN (LOSS) (8,503,402 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ (8,840,076 ) OTHER INFORMATION Deferred sales charges withheld by $3,432 FDC (Note 4) Accounting fees paid to FSC $43,756 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED) Operations $ (336,674 $ (406,210 Net investment income (loss) ) ) Net realized gain (loss) on investments (1,128,584 (215,792 ) ) Change in net unrealized appreciation (depreciation) on investments (7,374,818 9,798,514 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS (8,840,076 9,176,512 ) Distributions to shareholders - (30,615 From net investment income ) In excess of net realized gain (242,990 - ) TOTAL DISTRIBUTIONS (242,990 (30,615 ) ) Share transactions 214,691,266 232,403,520 Net proceeds from sales of shares Reinvestment of distributions 238,389 29,289 Cost of shares redeemed (128,994,157 (167,302,323 ) ) Net increase (decrease) in net assets resulting from share transactions 85,935,498 65,130,486 TOTAL INCREASE (DECREASE) IN NET ASSETS 76,852,432 74,276,383 NET ASSETS Beginning of period 95,977,496 21,701,113 End of period (including accumulated net investment (loss) of $(336,797) and $(237,885), respectively) $ 172,829,928 $ 95,977,496 OTHER INFORMATION Shares Sold 11,692,592 13,751,993 Issued in reinvestment of distributions 13,408 2,020 Redeemed (7,146,795 (9,894,449 ) ) Net increase (decrease) 4,559,205 3,859,564 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS YEARS ENDED OCTOBER 31, ENDED APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA 1993 1992 1991 1990 1989 Net asset value, beginning of period $ 17.82 $ 14.23 $ 16.28 $ 13.57 $ 15.45 $ 12.74 Income from Investment Operations Net investment income (.03) (.15) (.02)** .03** .05** .02** Net realized and unrealized gain (loss) on investments (.37) 3.76 (1.11) 3.59 (1.24) 2.96 Total from investment operations (.40) 3.61 (1.13) 3.62 (1.19) 2.98 Less Distributions From net investment income - - (.02) - (.06) (.01) (.12) From net realized gain - - (.92) (.85) (.68) (.15)(S DIAMOND) In excess of net realized gain (.04) - - - - - Total distributions (.04) (.02) (.92) (.91) (.69) (.27) Net asset value, end of period $ 17.38 $ 17.82 $ 14.23 $ 16.28 $ 13.57 $ 15.45 TOTAL RETURN (dagger)(diamond) (2.25)% 25.40% (7.09)% 28.13% (8.16)% 23.94% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 172,830 $ 95,977 $ 21,701 $ 23,327 $ 17,736 $ 24,331 Ratio of expenses to average net assets 1.74%* 2.00% 2.00% 2.01% 2.05% 2.06% Ratio of expenses to average net assets before expense 1.74%* 2.00% 2.07% 2.26% 2.31% 2.87% reductions Ratio of net investment income to average net assets (.47)%* (.66)% (.11)% .17% .34% .16% Portfolio turnover rate 47%* 131% 55% 68% 164% 152% * ANNUALIZED ** NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED USING AVERAGE SHARES OUTSTANDING. (S DIAMOND) INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. (diamond) THE TOTAL RETURN WOULD HAVE BEEN LOWER IF THE ADVISER HAD NOT REDUCED EXPENSES OF THE FUND DURING THE PERIODS SHOWN. (dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
EUROPE INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 93.8% SHARES VALUE (NOTE 1) BELGIUM - 6.1% Audiofina 16,836 $ 8,589,166 Audiofina (rights) (b) 16,836 27,150 05099296 Colruyt NV NPV 13,100 3,111,137 19681599 GB-INNO-BM Group SA 89,665 4,127,484 36149699 Generale de Banque SA 17,802 4,520,115 37199592 Immob de Belgique (b) 24,695 2,353,180 45099592 Quick Restaurants SA (b) 55,695 3,853,817 74899B22 UCB Group (b) 3,797 2,610,636 90262799 29,192,685 BERMUDA - 0.4% Bona Shipholdings Ltd. 200,000 1,875,000 09776C92 DENMARK - 0.6% Tele Denmark AS Class B 63,235 3,036,683 87924292 FINLAND - 5.5% Amer Group Ltd. Class A 126,675 3,263,570 02351210 Kone Corp. Class B Ord. 28,850 3,350,111 50400092 Nokia AB Free shares 160,600 13,791,970 65599992 Outokumpu OY Class A (b) 69,000 1,110,400 69099992 Repola OY 187,100 3,325,323 75999A92 WSOY (Werner Soderstrom) Class B (b) 24,600 1,676,297 94299J23 26,517,671 FRANCE - 11.3% Assurances Generales (Reg.) 37,605 3,608,964 04557510 BIC 21,375 5,043,412 08899292 BNP (b) 11,788 2,208,427 05599994 BNP Ord. 102,095 4,788,973 05599996 Ecco SA 27,165 3,543,261 27399292 Eiffage SA (b) 11,220 2,538,282 27599522 Eurafrance (Societe) (b) 415 153,296 29899892 Fructivie SA 96 13,234 33099092 Immeubles de France, Ste Des (b) 36,576 3,652,429 44999C22 Omnium Gestion Financement SA 19,286 2,928,009 68099792 Publications Filippachi 14,500 2,362,849 75599999 Renault SA Part. Cert. (b) 10,470 4,552,174 75999F92 Salomon SA 7,164 2,671,622 93099292 Scor SA 25,900 2,352,881 80999992 TF-1 59,100 4,951,113 90399999 Taittinger SA 4,400 2,239,661 87657794 Thomson C.S.F 77,200 2,325,005 88431610 Total Compagnie Francaise des Petroles Class B 65,158 3,788,791 20434510 Union Assurances Federale SA 7,000 728,703 91899F24 54,451,086 GERMANY - 9.3% Ava Alg Handels Verbrauchen 6,914 3,356,676 05399692 Bayerische Motor Werke (BMW) (b) 8,000 4,357,920 05528310 Bayer AG 20,336 4,841,788 07273010 Duerr Beteiligungs AG 10,050 4,271,554 26499292 Gehe AG 16,781 5,945,384 68199492 Gehe AG (Rfd.) 4,709 1,625,658 68199497 Holsten Brauerei AG 5,254 1,810,629 43899D92 Otto Reichelt AG 17,820 4,029,432 69199A92 Schering 15,700 10,507,780 80658510 Veba Vereinigte Elektrizetaets & Bergwerks AG Ord. 13,491 4,191,672 92239110 44,938,493 IRELAND - 1.2% CRH PLC 578,950 3,356,086 12626K10 IWP International (U.K. Reg.) 450,000 2,526,638 45199A93 5,882,724 SHARES VALUE (NOTE 1) ITALY - 3.9% Edison Spa 728,150 $ 4,132,713 28099092 Fila Holding Spa sponsored ADR (b) 187,200 2,597,400 31685010 Istituto Mobiliare Italiano 169,550 1,406,033 45777M92 SIP Spa 3,469,200 10,380,958 78401792 18,517,104 NETHERLANDS - 5.1% Heineken NV 39,425 5,024,484 42301210 International Nederlanden Groep CVA 103,070 4,308,231 46099892 PolyGram NV Ord. 87,200 3,602,607 73173392 Unilever NV ADR 43,110 4,785,210 90478450 VNU Ord. (b) 56,410 5,441,978 92399010 Wereldhave NV 25,000 1,483,975 95199E22 24,646,485 NORWAY - 1.6% Color Lines 590,285 2,388,783 19699492 Smedvig Tankships Ltd. (b) 10,350 96,768 83169E92 Smedvig Tankships Ltd. Ord. (c) 258,500 2,358,813 83169E20 Veidekke AS 111,800 2,964,234 93699592 7,808,598 PORTUGAL - 0.7% Banco Espirito Santo (Lisbon) (Reg.) 185,600 3,436,028 06699M22 SPAIN - 6.6% Banco Popular Espanol 23,410 2,723,124 05999110 Corporacion Financiera Alba 99,700 4,450,860 15199010 Corporacion Mapfre International Reas (Reg.) (b) 101,180 4,291,460 16899192 El Aguila SA 279,130 3,244,853 28299292 Empresa Nacional de Electricidad SA Ord. 83,530 4,144,701 29244710 FOCSA (Fomento de Obras Y Construcciones SA) 42,905 4,764,566 34418599 Hidro Cantabrico 70,500 2,194,206 42899999 Iberdrola SA 311,095 2,234,570 45499892 Repsol SA Ord. (b) 110,870 3,697,725 76026T10 31,746,065 SWEDEN - 6.2% Arjo AB 144,100 2,289,073 04069792 Astra A Free shares 171,585 3,559,153 04632292 Avesta Sheffield AB Ord. Free shares (b) 392,850 2,578,738 05399892 Bergman & Beving AB B Free shares 147,910 2,815,633 08399622 Custos AB A Free shares 141,200 2,168,857 23299A22 ICB Shipping Class B (b) 432,100 5,218,943 44999B92 SKF AB Ord. (b) 155,600 3,207,153 78437530 Skandia Forsikring (rights) (b) 211,450 241,512 83055592 Skandia International Holding Co. AB ADR 211,450 3,803,108 83055510 Volvo Aktiebolaget Class B 43,200 4,032,401 92885630 29,914,571 SWITZERLAND - 9.7% Ares Serono SA B (Bearer) 9,090 4,929,972 03999392 BBC Brown Boveri & Cie (Bearer) 6,150 5,654,064 05599099 Baloise Holding (Reg.) (b) 2,525 4,624,773 05899195 Intershop Holding AG (Bearer) 5,200 2,334,747 46299592 Nestle SA (Reg.) 3,556 2,972,731 64106992 Oerlikon-Buhrle Holding Ltd. (Reg.) (b) 50,475 5,395,895 67199092 Reisebuero Kuoni AG: (Bearer) 50 1,567,901 75999593 Part. Cert. 4,966 7,786,195 75999592 Roche Holdings Ltd. Part. Cert. 816 3,908,007 77157092 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) SWITZERLAND - CONTINUED Swiss Bank Corp. (Bearer) (b) 13,100 $ 3,659,765 87083610 Swiss Reinsurance Corp.: (Reg.) (b) 9,043 3,853,981 87099393 (warrants) (b) 8,650 29,282 87099D22 46,717,313 UNITED KINGDOM - 24.6% Abbey National PLC Ord. 455,940 3,009,717 00281099 Allied Lyons PLC (b) 294,850 2,626,443 01925510 Angerstein Underwriting Trust PLC 1,755,000 2,716,477 03499A22 Argyll Group PLC Ord. 729,141 2,544,884 04099210 Arjo Wiggins Appleton PLC 555,600 2,655,837 04199592 Associated British Ports Ord. 797,780 3,353,448 04599392 BAA PLC Ord. 228,667 3,386,741 10999999 Burton Group PLC Ord. 2,199,150 1,835,466 12304910 CLM Insurance Fund PLC 1,580,000 2,373,674 18899322 Cadbury-Schweppes PLC Ord. 615,116 4,461,836 12720910 Chubb Security (b) 499,600 2,987,083 17299B92 Compass Group Ord. 507,800 2,442,759 20499192 De La Rue Co. (b) 186,733 2,616,897 24642110 Hazlewood Foods Ord. 886,600 2,004,669 42199292 Kingfisher PLC 329,284 2,883,204 98088610 Kwik Save Group PLC Ord. (b) 204,305 1,705,181 50124310 London Insurance Market Investment Trust PLC 90,000 135,210 54199F22 MFI Furniture Group PLC 1,305,777 3,170,427 55299392 McDonnell Info. Systems Group PLC 292,576 1,145,479 58099722 Mirror Group Newspaper PLC (b) 1,799,100 4,668,539 60499792 North West Water Ord. 344,050 2,521,725 67299195 Pearson PLC 273,000 2,696,948 70509991 Prudential Corp. 835,355 3,904,366 74399992 Racal Electronics Ltd. Ord. (b) 1,047,400 3,790,792 74981510 Rank Organization PLC 532,500 3,470,654 75304110 Royal Bank of Scotland Ord. 596,000 3,644,853 78009792 Scottish & Newcastle Brewers PLC 523,662 4,148,110 80987810 Scottish Hydro-Electric PLC Ord. 284,075 1,476,462 81013395 Scottish Power PLC 32,700 176,407 81013T96 Scottish Power PLC ADR (c) 41,300 2,168,250 81013T40 Scottish Television PLC (b) 685,640 4,609,232 81099210 Smith (W.H.) Group A Ord. 362,000 2,735,688 83199392 SmithKline Beecham PLC Ord. units 496,050 2,679,811 83237850 Takare PLC Ord. 1,267,000 4,941,268 94499792 Tesco PLC Ord. (b) 1,323,800 4,218,620 88157510 Ulster Television Ord. (b) 285,000 2,646,823 94299492 United Newspapers PLC Ord. 265,260 2,531,927 91120210 Vendome Luxury Group PLC SA units (b) 397,569 2,624,403 92299E22 Vodafone Group PLC (b) 403,925 3,331,417 92857T92 Wickes PLC 1,547,900 2,525,109 96699392 Willis Coroon PLC Ord. (b) 810,500 2,828,848 97062410 Zeneca Group PLC Ord. (b) 200,500 2,093,300 98934D92 118,488,984 UNITED STATES OF AMERICA - 1.0% International Cabletel, Inc. (b) 215,000 4,676,250 45921610 TOTAL COMMON STOCKS (Cost $377,994,216) 451,845,740 PREFERRED STOCKS - 3.5% SHARES VALUE (NOTE 1) CONVERTIBLE PREFERRED STOCKS - 0.2% UNITED KINGDOM - 0.2% Mai PLC 5.90% cumulative 507,530 $ 831,791 55699093 NONCONVERTIBLE PREFERRED STOCKS - 3.3% FINLAND - 1.1% Nokia AB 63,900 5,439,872 65599910 GERMANY - 2.2% Boss (Hugo) AG 5,800 3,688,996 44451094 Krones AG 575 990,780 50199A93 Moebel Walther AG 5,900 2,407,799 61099B22 Porsche AG NV: Ord. (b) 5,150 2,718,229 (Rfd.) 1,287 665,287 73380193 10,471,091 TOTAL NONCONVERTIBLE PREFERRED STOCKS 15,910,963 TOTAL PREFERRED STOCKS (Cost $10,449,234) 16,742,754 CONVERTIBLE BONDS - 0.1% MOODY'S RATINGS PRINCIPAL AMOUNT (A) NORWAY - 0.1% Color Lines 7 1/2%, 12/31/00 (Cost $349,082) - NOK 2,433 349,700 73380193 REPURCHASE AGREEMENTS - 2.6% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 12,725,774 12,722,000 TOTAL INVESTMENT IN SECURITIES - 100.0% (Cost $401,514,532) $ 481,660,194 FORWARD FOREIGN CURRENCY CONTRACTS SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO BUY 3,643,750,000 ESP 5/3/94 $ 27,053,264 $ (37,814) 7,881,600 NLG 5/2/94 4,244,791 45,750 TOTAL CONTRACTS TO BUY (Payable amount $31,290,119) $ 31,298,055 $ 7,936 THE VALUE OF CONTRACTS TO BUY AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 6.5% FORWARD FOREIGN CURRENCY CONTRACTS - CONTINUED SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO SELL 12,778,665 BEF 5/4/94 $ 13,483,777 $ (705,112) 7,287,500,000 ESP 5/3/94 to 8/4/94 53,901,806 (1,465,580) 15,763,200 NLG 5/2/94 to 8/2/94 8,480,571 (277,950) 70,830,500 NOK 5/5/94 9,293,180 (428,841) TOTAL CONTRACTS TO SELL (Receivable amount $82,281,851) $ 85,159,334 $ (2,877,483) THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 17.7% CURRENCY ABBREVIATIONS BEF - Belgian franc NLG - Dutch guilder NOK - Norwegian krone ESP - Spanish peseta LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $4,527,063 or 0.9% of net assets. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $144,387,468 and $223,840,405, respectively. The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $61,887,000 and $19,804,595, respectively. The weighted average interest rate was 3.58%. Interest expense includes $72,956 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $401,845,971. Net unrealized appreciation aggregated $79,814,223, of which $95,490,093 related to appreciated investment securities and $15,675,870 related to depreciated investment securities. At October 31, 1993, the fund had a capital loss carryforward of approximately $49,180,000 of which $7,285,000, $4,932,000 and $36,963,000 will expire on October 31, 1996, 1998, and 1999, respectively. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Aerospace & Defense 1.6% Basic Industries 3.0 Construction & Real Estate 5.8 Durables 6.9 Energy 1.6 Finance 16.3 Health 9.4 Industrial Machinery & Equipment 5.0 Media & Leisure 14.6 Nondurables 6.9 Repurchase Agreements 2.6 Retail & Wholesale 6.8 Services 2.5 Technology 4.8 Transportation 4.0 Utilities 8.2 100.0% EUROPE FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $12,722,000) (cost $401,514,532) $ 481,660,194 (Notes 1 and 2) - See accompanying schedule Long foreign currency contracts held, at value (cost $31,290,119) 31,298,055 (Note 2) Short foreign currency contracts (Note 2) $ (85,159,334 Contracts held, at value ) Receivable for contracts held 82,281,851 (2,877,483 ) Cash 745 Receivable for investments sold 8,007,486 Receivable for fund shares sold 3,894,823 Dividends receivable 2,958,016 Other receivables 976,885 TOTAL ASSETS 525,918,721 LIABILITIES Payable for foreign currency contracts held (Note 2) 31,290,119 Payable for investments purchased 6,620,826 Payable for fund shares redeemed 2,666,869 Accrued management fee 270,961 Other payables and accrued expenses 472,388 TOTAL LIABILITIES 41,321,163 NET ASSETS $ 484,597,558 Net Assets consist of (Note 1): Paid in capital $ 418,675,407 Distributions in excess of net investment income (857,715 ) Accumulated undistributed net realized gain (loss) on investments (10,496,249 ) Net unrealized appreciation (depreciation) on: Investment securities 80,145,662 Foreign currency contracts (2,869,547 ) NET ASSETS, for 24,205,928 shares outstanding $ 484,597,558 NET ASSET VALUE and redemption price per share ($484,597,558 (divided by) 24,205,928 shares) (Note 4) $20.02 Maximum offering price per share (100/97.00 of $20.02) (Note 4) $20.64
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 4,449,730 Dividends Interest 569,592 5,019,322 Less foreign taxes withheld (Note 1) (848,986 ) TOTAL INCOME 4,170,336 EXPENSES Management fee (Note 4) $ 1,970,380 Basic fee Performance adjustment (281,012 ) Transfer agent fees (Note 4) 1,136,303 Accounting fees and expenses 151,651 (Note 4) Non-interested trustees' compensation 1,619 Custodian fees and expenses 179,100 Registration fees 47,869 Audit 19,148 Legal 4,309 Interest (Note 5) 72,956 Miscellaneous 3,522 Total expenses before reductions 3,305,845 Expense reductions (Note 6) (3,406 3,302,439 ) NET INVESTMENT INCOME 867,897 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 2) Net realized gain (loss) on: Investment securities 37,942,941 Foreign currency contracts 1,496,110 39,439,051 Change in net unrealized appreciation (depreciation) on: Investment securities 4,948,245 Foreign currency contracts (4,467,188 481,057 ) NET GAIN (LOSS) 39,920,108 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 40,788,005 OTHER INFORMATION $583,554 Sales charges paid to FDC (Note 4) Deferred sales charges withheld by $52,149 FDC (Note 4) Accounting fees paid to FSC $150,946 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED) Operations $ 867,897 $ 7,012,018 Net investment income Net realized gain (loss) on investments 39,439,051 (2,768,371 ) Change in net unrealized appreciation (depreciation) on investments 481,057 93,922,600 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 40,788,005 98,166,247 Distributions to shareholders from net investment income (2,098,090 (8,045,499 ) ) Share transactions 318,038,416 549,154,003 Net proceeds from sales of shares Reinvestment of distributions 2,047,929 7,889,216 Cost of shares redeemed (403,107,457 (549,458,481 ) ) Net increase (decrease) in net assets resulting from share transactions (83,021,112 7,584,738 ) TOTAL INCREASE (DECREASE) IN NET ASSETS (44,331,197 97,705,486 ) NET ASSETS Beginning of period 528,928,755 431,223,269 End of period (including under (over) distribution of net investment income of $(857,715) and $9,334,982, $ 484,597,558 $ 528,928,755 respectively) OTHER INFORMATION Shares Sold 16,437,403 33,375,671 Issued in reinvestment of distributions 109,636 525,251 Redeemed (21,039,641 (33,714,940 ) ) Net increase (decrease) (4,492,602 185,982 ) THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS ENDED YEARS ENDED OCTOBER 31, APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA 1993 1992(TRI) 1991 1990 1989 Net asset value, beginning of period $ 18.43 $ 15.12 $ 15.93 $ 16.28 $ 15.04 $ 12.96 Income from Investment Operations Net investment income .03 .25 .27 .43(sub section) .46 .25(I TRI) Net realized and unrealized gain (loss) on investments 1.64 3.35 (.57) (.40) .97 2.11 Total from investment operations 1.67 3.60 (.30) .03 1.43 2.36 Less Distributions From net investment income (.08) (.29) (.48) (.35) (.19) (.24) From net realized gain - - - (.03)(S DIAMOND)(.03)(S DIAMOND) - (.04)(S DIAMOND) Total distributions (.08) (.29) (.51) (.38) (.19) (.28) Net asset value, end of period $ 20.02 $ 18.43 $ 15.12 $ 15.93 $ 16.28 $ 15.04 TOTAL RETURN (dagger) 9.09% 24.24% (1.89)% .15% 9.50% 18.62% (I TRI) RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 484,598 $ 528,929 $ 431,223 $ 297,831 $ 389,273 $ 97,288 Ratio of expenses to average net assets 1.31%* 1.25% 1.22% 1.31% 1.45% 1.89% (I TRI) Ratio of expenses to average net assets before expense 1.31%* 1.25% 1.22% 1.31% 1.45% 1.94% reductions Ratio of net investment income to average net assets .34%* 1.44% 2.38% 2.83% 2.87% 1.67% Portfolio turnover rate 61%* 76% 95% 80% 148% 160% * ANNUALIZED (dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. (S DIAMOND) INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. (TRI) AS OF NOVEMBER 1, 1991, THE FUND DISCONTINUED THE USE OF EQUALIZATION ACCOUNTING. (I TRI) NET INVESTMENT INCOME PER SHARE INCLUDES A REIMBURSEMENT OF $.008 PER SHARE FROM FIDELITY SERVICE CO. FOR ADJUSTMENTS TO PRIOR PERIODS' FEES. IF THIS EXPENSE REDUCTION HAD NOT EXISTED, THE TOTAL RETURN WOULD HAVE BEEN LOWER. (sub section) INCLUDES $.05 PER SHARE FROM RECOVERY OF FOREIGN TAXES PREVIOUSLY WITHHELD ON DIVIDEND AND INTEREST PAYMENTS.
EUROPE CAPITAL APPRECIATION INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 82.0% SHARES VALUE (NOTE 1) AUSTRIA - 0.6% Hemingway Holdings AG 7,500 $ 510,006 42399F22 Maculan Holding AG Ord. 14,800 1,426,813 55699592 1,936,819 BELGIUM - 2.5% CMB (Cie Maritime Belge) Ord. 36,300 2,660,783 19999092 Generale De Belgique SA SOC Ord. 34,700 2,741,897 44999G22 Solvay 5,000 2,433,554 83425810 7,836,234 CZECH REPUBLIC - 0.9% BVV Brno 2,100 346,458 12499322 Cement Hranice 1,200 57,372 15199K22 Fatra AS 6,139 723,481 31199622 IPS AS 9,035 577,969 44999H22 Tatra AS 20,000 262,000 87799B22 ZPS Zlin 9,600 769,248 98999T22 2,736,528 DENMARK - 0.5% Thorkild Kristensen 30,000 1,481,424 88599A24 FINLAND - 0.9% Interbank Osakepankki Class B 100,000 448,058 46299G22 Metsa Serla B 20,000 840,109 59299992 Okobank Class A (b) 25,000 247,365 69299222 Unitas Bank Ltd. B Free shares 517,500 1,381,559 90499123 2,917,091 FRANCE - 15.5% BIS SA Ord. 56,000 3,186,992 05528110 BNP Ord. 120,000 5,628,844 05599996 Bollore Technologies SA (b) 14,100 897,137 09799E92 Carbonne-Lorraine (LE) 2,304 280,161 14199992 Cerus (Cie European Reunies): Ord. 25,000 493,549 15799592 (rights) (b) 25,000 15,951 15799593 Club Mediterranee Ord. 5,000 365,854 18947230 Credit Lyonnais 20,350 1,988,963 22799392 Deveaux SA 900 85,737 25199L22 EBF (Epeda Bertrand Faure) SA 4,000 636,267 27899292 Elf Aquitaine 100,000 7,327,678 28627199 Euro Rscg. Worldwide SA 12,510 1,492,444 47299692 Louvre (Societe Du) Ord. 60,000 2,598,091 54690099 Lyonnaise des Eaux Dumez SA 60,000 6,288,441 55160010 Metaleurop SA 60,000 922,588 60299892 Michel Thierry SA 12,185 1,636,727 60099492 Pinault Printemps SA 15,000 2,709,438 72199393 SAGA (Soc. de Gerance & D'Armen) 15,000 1,617,179 78599E22 Thomson C.S.F 180,000 5,420,997 88431610 Total Compagnie Francaise des Petroles Class B 50,000 2,907,388 20434510 Unibail (b) 2,825 254,639 90499592 Vallourec (b) 25,000 1,451,485 92017610 48,206,550 GERMANY - 9.5% BASF AG 30,000 5,972,793 05526230 Hoechst AG Ord. 30,000 6,611,245 43439010 KSB (Klein Schanzlin & Becker) AG 1,000 329,504 49299794 Karstadt AG 10,000 3,802,902 48576499 Man AG Ord. (Frankfurt Reg.) (b) 15,000 4,167,171 56154210 Sixt AG Ord. (b) 3,809 1,255,082 83002199 Thyssen AG Ord. 12,000 2,077,146 88629110 Thyssen Industries AG 25,000 3,242,140 94499892 Volkswagen AG 6,500 2,067,110 92866210 29,525,093 SHARES VALUE (NOTE 1) HUNGARY - 1.1% Fotex (First Hung-Am Photo): (Reg.) Aust. Ctf. (c) 305,000 $ 1,258,125 35099294 Ord. 450,000 2,207,875 35099293 Pick Szeged RT sponsored GDS (b) (c) 1,000 60,000 71957110 3,526,000 ITALY - 6.3% Caffaro Spa (Sta L'Ind Chim) Ord. 700,000 1,286,789 12799492 Fidis Spa Ord. 900,000 3,723,219 31650010 Marzotto Manf. Gae & Figli Spa Ord 351,000 2,595,326 57418910 Montedison Spa Ord. 1,000,000 996,390 61237610 SIP Spa 3,350,200 10,024,870 78401792 Sogefi Spa 300,000 888,237 83499L22 19,514,831 LUXEMBOURG - 0.7% Arbed SA 15,000 2,155,014 03899030 NETHERLANDS - 16.8% Ahrend Groep NV Ord. 5,200 419,305 00868899 Bam Groep NV 32,300 2,000,808 05999892 Hoogovens en Staalfabrieken (b) 80,000 3,111,231 43888410 KBB (Kon Bijenkorf Beheer) NV Ord. 45,000 2,576,622 48130092 KLM Royal Dutch Airlines Ord. (b) 200,000 5,763,534 48251620 MacIntosh Confectionary Works (b) 90,400 2,980,060 58199292 Ned Lloyd (b) 120,000 5,009,426 63983210 Norit NV 100,000 1,185,026 61089099 Philips Electronics (b) 500,000 14,624,295 71833799 Pirelli Tyre Holdings NV Ord. (b) 686,175 6,837,727 72499092 Polynorm NV Ord. 40,700 3,957,097 73199E22 Samas-Groep NV 65,100 2,033,827 79499110 Schuttersveld Holdings NV 50,000 1,125,774 80899C22 Wereldhave NV 11,000 652,949 95199E22 52,277,681 NORWAY - 2.0% Christiania Bank Free shares Ord. (b) 460,000 927,562 17100792 Den Norske Bank Class A Free shares (b) 370,000 999,078 25299792 Norsk Forsvarsteknologi AS 35,000 810,762 67599G22 Norske Skogindustrier AS: Free shares (b) 100,000 2,372,281 66499594 (rights) (b) 100,000 26,514 66499596 Olav Thon Eiendomsselskp Ord. 38,000 551,486 67941099 Tomra Systems AS 230,000 436,499 95699692 Veidekke AS 10,000 265,137 93699592 6,389,319 PORTUGAL - 0.3% Banco Portuguese Inv. Ord. 45,000 893,917 05999G93 SPAIN - 7.2% Banco Central SA (Reg.) 170,000 3,712,535 05947010 Banco Pastor SA (b) 16,600 779,291 05999792 Fasa Renault Ord. 50,000 2,711,235 31199292 Hisalba (b) 163,600 2,928,698 46199592 Prosegur Comp Securidad SA (Reg.) 104,500 2,251,068 74291699 Telefonica de Espana SA Ord. 500,000 6,796,660 87938210 Uralita SA (b) 300,000 3,119,778 91799310 22,299,265 SWEDEN - 8.2% ASG AB Class B Free shares Ord. 50,000 853,343 16599C22 Aritmos AB Free 6,000 96,892 04099A22 Celsius Industrier AB Class B 47,100 1,255,241 15199D22 Ericsson (L.M.) Telephone Co. Class B ADR 35,000 1,583,750 29482140 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) Foreningsbanken AB Class A Ord. (b) 700,000 $ 1,451,996 34599E22 Hoganas AB Class B Free shares (c) 36,000 486,800 43899M22 Investor AB Free shares B 106,600 2,613,035 46199A92 Mo Och Domsjoe (Modo) AB 68,700 2,705,754 61399792 Munksjo AB 400,000 3,098,292 62599922 SKF AB Ord. (b) 150,000 3,091,728 78437530 Scribona AB B Free shares (b) 7,100 46,606 81199B92 Skandinaviska Enskilda Banken Class C 200,200 1,274,723 88099224 Skane-Gripen AB Ord. 300,000 2,579,721 93056099 Stena Line AB B Free shares 100,000 741,752 85899422 Svedala (b) 20,000 488,375 91199A92 Trellebord AB Class C Free shares 50,000 735,188 89491092 Volvo Aktiebolaget Class B 25,000 2,330,712 92885630 25,433,908 SWITZERLAND - 3.0% Baloise Holding AG 665 1,189,573 05899192 Globus Magazine Part. Cert. 366 243,887 37957792 Interdiscount Holding Part. Cert. 33,525 5,136,924 45899594 Rentsch Industries Holding AG 250 374,158 76099A22 Von Moos Holdings AG Ord. 10,275 1,237,555 94099293 Zschokke Holding AG (Bearer) 900 506,717 98999R23 Zuercher Zieheleien Holding (Bearer) 1,000 726,936 91099292 9,415,750 TURKEY - 0.5% Netas SA B Ord. (Bearer) 700,000 286,223 64199527 Trakya Cam Sanayii AS 2,230,000 499,096 89299D22 Turk Sise Ve Cam Fabrikalari 17,000,000 804,866 90099C22 1,590,185 UNITED KINGDOM - 5.5% Barratt Developments PLC (b) 35,800 122,506 06818210 Bradstock Group PLC Ord. 325,000 626,350 10499192 British Borneo Petroleum 225,000 819,450 11099D22 British Gas PLC Ord. 400,000 1,736,020 11090199 British Petroleum PLC: ADR 42,000 2,940,000 11088940 Ord. 58,000 339,738 11088910 Hanson Trust PLC Ord. 280,000 1,159,978 41135210 Hartstone Group PLC Ord. (b) 1,000,000 698,050 41722610 McAlpine (Alfred) Ord. 32,750 138,658 57999010 Next PLC (b) 300,000 1,019,259 64399999 Pentos Ltd. PLC: Ord. 1,300,000 512,915 70967010 (right) (b) 1,733,333 52,607 70967093 Sedgwick Group 403,061 1,204,943 81482610 Takare PLC Ord. 730,000 2,846,985 94499792 Willis Coroon PLC Ord. (b) 800,000 2,792,200 97062410 17,009,659 TOTAL COMMON STOCKS (Cost $245,896,968) 255,145,268 NONCONVERTIBLE PREFERRED STOCKS - 3.7% AUSTRIA - 0.2% Maculan Holding Ord. 7,500 722,402 55699594 GERMANY - 2.8% Bayerische Motor Werke (BMW) AG 13,000 5,187,424 05528393 Glunz AG Ord. 10,000 1,494,559 37999392 Rheinmetal Berlin (b) 13,000 2,012,092 76299092 8,694,075 SHARES VALUE (NOTE 1) ITALY - 0.7% Banco di Napoli Ord. 2,000,000 $ 2,169,360 42799594 TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $10,795,559) 11,585,837 REPURCHASE AGREEMENTS - 14.3% MATURITY AMOUNT Investments in repurchase agreements U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 44,342,385 44,338,000 TOTAL INVESTMENT IN SECURITIES - 100.0% (Cost $301,030,527) $ 311,069,105 LEGEND (a) Non-income producing (b) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $1,804,925 or 0.6% of net assets. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $410,911,614 and $158,485,509, respectively. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $3,777 for the period (see Note 4 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $301,030,527. Net unrealized appreciation aggregated $10,038,578, of which $17,855,476 related to appreciated investment securities and $7,816,898 related to depreciated investment securities. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Aerospace & Defense 2.4% Basic Industries 13.9 Conglomerates 0.4 Construction & Real Estate 5.4 Durables 8.9 Energy 6.1 Finance 13.8 Health 0.9 Industrial Machinery & Equipment 7.9 Media & Leisure 1.0 Nondurables 0.7 Repurchase Agreements 14.3 Retail & Wholesale 7.2 Services 2.7 Technology 0.7 Transportation 5.6 Utilities 8.1 100.0% EUROPE CAPITAL APPRECIATION FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $44,338,000) (cost $301,030,527) $ 311,069,105 (Notes 1 and 2) - See accompanying schedule Cash 155,256 Receivable for investments sold 28,659,349 Receivable for fund shares sold 29,152,230 Dividends receivable 287,984 Prepaid expenses 22,611 TOTAL ASSETS 369,346,535 LIABILITIES Payable for investments purchased $ 40,264,359 Payable for fund shares redeemed 3,827,957 Accrued management fee 172,757 Other payables and accrued expenses 254,860 TOTAL LIABILITIES 44,519,933 NET ASSETS $ 324,826,602 Net Assets consist of (Note 1): Paid in capital $ 310,545,010 Undistributed net investment income 5,857 Accumulated undistributed net realized gain (loss) on investments 4,237,157 Net unrealized appreciation (depreciation) on investment securities 10,038,578 NET ASSETS, for 28,023,945 shares outstanding $ 324,826,602 NET ASSET VALUE, offering price and redemption price per share ($324,826,602 (divided by) 28,023,945 shares) (Note 4) $11.59
STATEMENT OF OPERATIONS
DECEMBER 21, 1993 (COMMENCEMENT OF OPERATIONS) TO APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 731,931 Dividends Interest 420,453 1,152,384 Less foreign taxes withheld (146,649 ) TOTAL INCOME 1,005,735 EXPENSES Management fee (Note 4) $ 467,445 Transfer agent fees (Note 4) 379,074 Accounting fees and expenses 39,315 (Note 4) Non-interested trustees' compensation 217 Custodian fees and expenses 43,840 Registration fees 58,339 Audit 11,455 Legal 43 Miscellaneous 150 TOTAL EXPENSES 999,878 NET INVESTMENT INCOME 5,857 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTE 1) 4,237,157 Net realized gain (loss) on investment securities Change in net unrealized appreciation (depreciation) on investment securities 10,038,578 NET GAIN (LOSS) 14,275,735 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 14,281,592 OTHER INFORMATION Accounting fees paid to FSC $39,044 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
DECEMBER 21, 1993 (COMMENCEMENT OF OPERATIONS) TO APRIL 30, 1994 (UNAUDITED) INCREASE (DECREASE) IN NET ASSETS Operations $ 5,857 Net investment income Net realized gain (loss) on investments 4,237,157 Change in net unrealized appreciation (depreciation) on investments 10,038,578 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 14,281,592 Share transactions 475,770,615 Net proceeds from sales of shares Cost of shares redeemed (165,225,605) Net increase (decrease) in net assets resulting from share transactions 310,545,010 TOTAL INCREASE (DECREASE) IN NET ASSETS 324,826,602 NET ASSETS Beginning of period - End of period (including undistributed net investment income of $5,857) $ 324,826,602 OTHER INFORMATION Shares Sold 42,886,188 Redeemed (14,862,243) Net increase (decrease) 28,023,945 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
DECEMBER 21, 1993 (COMMENCEMENT OF OPERATIONS) TO APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA Net asset value, beginning of period $ 10.00 Income from Investment Operations Net investment income - Net realized and unrealized gain (loss) on investments 1.59 Total from investment operations 1.59 Net asset value, end of period $ 11.59 TOTAL RETURN(dagger) 15.90% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 324,827 Ratio of expenses to average net assets 1.70%* Ratio of net investment income to average net assets .01%* Portfolio turnover rate 294%* * ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
JAPAN INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 77.9% SHARES VALUE (NOTE 1) AEROSPACE & DEFENSE - 0.3% SHIP BUILDING & REPAIR - 0.3% Namura Shipbuilding (b) 157,000 $ 1,118,005 62999892 BASIC INDUSTRIES - 4.2% CHEMICALS & PLASTICS - 2.0% Denki Kagaku Kogyo 350,000 1,365,115 24899092 Gun-Ei Chemical Industries Co. Ltd. Ord. 200,000 1,146,460 40280799 JSP Corp. 13,000 248,399 47399492 Kanegafuchi Chemical, Inc. 268,000 1,776,459 48418199 Tayca Corp. 256,000 1,182,546 94799392 Toyo Ink Manufacturing Co. Ltd. 200,000 1,276,470 89227499 6,995,449 IRON & STEEL - 0.6% Araya Industrial 50,000 234,906 03899592 Kawasaki Steel Corp. 566,000 2,068,215 48636810 2,303,121 METALS & MINING - 0.5% QNI Ltd. 200,000 228,896 74799B92 Teikoku Oil Co. 200,000 1,404,512 87999692 1,633,408 PACKAGING & CONTAINERS - 0.2% Dai Nippon Shigyo Co. Ltd. 9,000 94,849 23599592 Yamamura Glass Co. Ltd. 100,000 789,914 98599592 884,763 PAPER & FOREST PRODUCTS - 0.9% Chuetsu Pulp & Paper Co. Ltd. 283,000 1,223,650 17199092 Daio Paper Corp. 38,000 434,158 24299492 Indah Kiat Pulp & Paper (For. Reg.) 200,000 273,588 45499B23 Rengo Co. Ltd. 145,000 1,165,369 75999292 Tjiwa Kimia Pabrik Kertas 100,000 222,579 95499292 3,319,344 TOTAL BASIC INDUSTRIES 15,136,085 CONSTRUCTION & REAL ESTATE - 3.7% BUILDING MATERIALS - 1.0% Chichibu Cement Co. 36,000 421,944 16899010 Chofu Seisakusho Co. Ltd. 27,000 678,125 16999999 Dainichi Co. Ltd. 14,000 274,402 23499E22 Natoco Paint Co. Ltd. 7,000 227,519 63199C22 Nippon Sheet Glass Co. Ltd. 175,000 941,101 65461399 Tostem Corp. 30,000 1,019,403 89299110 3,562,494 CONSTRUCTION - 0.9% Kaneshita Construction Co. Ltd. Ord. (b) 45,000 780,065 49099592 Sekisui House Ltd. 100,000 1,250,862 81607810 Subaru Enterprise Co. Ltd. Ord. 47,000 442,549 86499292 Taisei Rotec Corp. 80,000 782,429 87599492 3,255,905 ENGINEERING - 0.8% C Cube Corporation 61,000 859,155 17499793 Nippon Denwa Shisetsu Ord. 127,800 2,076,923 68599292 2,936,078 REAL ESTATE - 1.0% Hankyu Realty Co. Ltd. Ord. 48,000 402,324 41099292 Keihanshin Real Estate Co. Ltd. 52,000 435,339 48799692 Mitsubishi Estate Ltd. 150,000 1,743,327 60678310 Nichimo Corp. 221,000 979,514 68599492 3,560,504 TOTAL CONSTRUCTION & REAL ESTATE 13,314,981 SHARES VALUE (NOTE 1) DURABLES - 21.3% AUTOS, TIRES, & ACCESSORIES - 9.6% Autobacs Seven Co. Ltd. 6,400 $ 819,462 05299392 Bridgestone Corp. 200,000 2,994,190 10844110 Calsonic Corp. 110,000 682,557 13199292 Daido Metal Co. 42,000 252,339 45599792 Daikin Manufacturing Co. Ltd. 60,000 933,714 24199192 Gastec Service, Inc. 15,000 107,111 37599292 Honda Motor Co. Ltd. 285,000 4,715,847 43812810 Kamei Corp. 91,000 1,174,136 48399792 Mazda Motor Corp. 430,000 2,236,185 57878592 Mitsubishi Motors Corp. 227,000 2,007,742 60899692 Nippon Cable Systems 77,000 910,076 65799392 Nissan Diesel Motor Co. Ord. 75,000 369,349 68099492 Nissan Motor Co. Ltd. Ord. 414,000 3,506,746 65474491 Sumitomo Rubber Industries 277,000 2,700,974 86699892 Suzuki Motor Corp. 213,000 2,832,167 86958592 Toyoda Gosei Co. 86,000 770,807 90399292 Toyota Motor Corp. 204,000 3,998,424 89399999 Yamaha Motor Co. Ltd. (b) 344,000 3,049,347 98456092 Yamakawa Industries Co. Ltd. 3,000 25,323 99199922 Yorozu Corp. 25,000 566,335 99199792 34,652,831 CONSUMER DURABLES - 0.3% Sankyo Co. Ltd. 11,000 706,392 82299792 Super Tool Co. Ltd. 40,000 354,181 86899B22 1,060,573 CONSUMER ELECTRONICS - 6.8% Daiichi Corp. Ord. 30,000 771,201 23599B92 Kenwood Corp. 40,000 346,302 49178692 Matsushita Electric Industrial Co. Ltd. 636,000 10,461,144 57687910 Orient Watch Industrial Co. 4,360 434,542 68899B22 Pioneer Electronic Corp. 70,000 1,799,468 72365710 Rinnai Corp. Ord. 25,000 768,246 76681999 Sharp Corp. 90,000 1,471,486 81989991 Sony Corp. 137,000 7,772,284 83569999 Zojirushi Thermos 44,000 689,058 91199492 24,513,731 HOME FURNISHINGS - 0.6% Daiwa Rakuda Industry Co. Ltd. 11,000 253,521 51899392 Lilycolor Co. Ltd. 27,000 239,338 53299592 Matsuya Denki Co. Ltd. 34,000 338,225 57699890 Nitori Co. Ltd. 10,000 365,409 68599793 Nitori Co. Ltd. (warrants #2) (b) 500 88,016 68599794 Pricerite Group Ltd. 120,000 20,195 74199D22 Shimachu 23,000 962,770 82399010 2,267,474 TEXTILES & APPAREL - 4.0% Atsugi Nylon Industrial 200,000 1,274,500 04984010 Daidoh Ltd. 29,000 264,208 56299292 Daiwabo Spinning Co. Ltd. 206,000 706,077 23699792 Kimuratan Co. Ltd. 137,000 770,481 49439999 Kurabo Industries Ltd. 450,000 1,865,952 50157710 Morishita Co. Ltd. 20,000 439,279 61799N22 Nippon Felt Co. Ltd. 64,000 450,704 65899592 Nisshinbo Industries, Inc. 377,000 3,973,113 65411310 Sangetsu Company Ltd. 55,000 2,015,168 80019999 Sotoh Co. Ltd. 32,000 457,008 83599592 Teijin 200,000 1,004,630 87999410 Toyobo Co. 250,000 1,110,510 90899392 14,331,630 TOTAL DURABLES 76,826,239 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) ENERGY - 1.5% OIL & GAS - 1.5% Cosmo Oil Co. Ltd. 340,000 $ 2,799,567 22199092 Hokuriku Gas Co. (b) 40,000 205,260 43899592 Showa Shell Sekiyu (b) 180,000 2,446,567 82510310 5,451,394 FINANCE - 11.0% BANKS - 3.8% Akita Bank 337,000 2,423,027 00999692 Bank of the Ryukyus 8,000 457,008 83499192 Bank of Saga Ord. 64,000 497,981 88299692 Eighteenth Bank 67,000 613,710 26899192 Higo Bank Ltd. Ord. 97,000 742,332 43299192 Kagoshima Bank Ltd. 216,000 1,595,588 48299592 Mitsubishi Trust & Banking 225,000 3,324,141 60699410 Mitsui Trust & Banking 40,000 433,370 60684699 Okinawa Bank 9,100 488,476 67899792 Sumitomo Trust & Banking Co. 225,000 3,102,532 86599310 13,678,165 CREDIT & OTHER FINANCE - 0.9% Nichiei Co. Ltd. 7,700 686,349 68999392 Promise Co. Ltd. (b) 37,500 2,411,849 74499E22 3,098,198 INSURANCE - 1.4% Dai-Tokyo Fire & Marine Insurance Ord. 241,000 1,851,473 23399210 Sumitomo Marine and Fire 170,000 1,650,941 94599392 Tokio Marine & Fire Insurance Co. Ltd. (The) 110,000 1,408,451 88909099 4,910,865 SECURITIES INDUSTRY - 4.9% Boo Kook Securities Co. Ltd. 448 9,596 09899122 Daiwa Securities Ltd. 460,000 7,203,784 23499010 Nikko Securities 85,000 1,021,373 65399010 Nomura Securities Co. Ltd. 320,000 6,965,430 65536130 Osaka Securities Finance Co. Ltd. Ord. 130,000 883,483 68799192 Osaka Shoken Daiko Co. Ltd. 13,000 172,855 68799C22 Seoul Securities Co. (b) 1,000 17,581 83599P22 Tokyo Securities Co. Ltd. 93,000 761,184 89799C92 Wako Securities 81,000 797,794 93199010 17,833,080 TOTAL FINANCE 39,520,308 HEALTH - 0.4% DRUGS & PHARMACEUTICALS - 0.3% Fuji Rebio 48,000 553,137 35999410 Seikagaku Corp. 13,000 640,205 81599892 1,193,342 MEDICAL EQUIPMENT & SUPPLIES - 0.1% Hitachi Medical Corp. Ord. 20,000 443,219 43999792 TOTAL HEALTH 1,636,561 INDUSTRIAL MACHINERY & EQUIPMENT - 6.8% ELECTRICAL EQUIPMENT - 3.2% Fanuc Ltd. 18,000 758,791 30729599 Hokuetsu Industries Co. Ltd. 47,000 201,369 43699392 ICOM, Inc. 117,000 1,878,361 44999A92 Keyence Corp. 18,700 1,989,166 49399292 Mitsubishi Electric Co. Ord. 400,000 2,387,472 60673220 Mori Seiki Co. Ord. 121,000 2,812,568 61799999 SHARES VALUE (NOTE 1) Nifco, Inc. 70,000 $ 992,810 66099892 Yaesu Musen Co. Ltd. 33,000 529,794 98499F92 11,550,331 INDUSTRIAL MACHINERY & EQUIPMENT - 3.6% AIDA Engineering Ltd. Ord. 70,000 517,778 00871210 Amada Ltd. (b) 82,000 904,560 02263110 Amadasonoike Co. Ltd. 109,000 826,653 02499492 Daewoo Heavy Industries Ltd. 3,000 41,971 23999492 Fuji Machine Manufacturing Co. Ltd. Ord. 60,000 1,595,588 36099892 Hamada Printing Press Co. Ltd. 28,000 160,504 40699B22 Hitachi Const. Machinery Co. Ltd. 155,000 2,198,365 47199692 Kato Works Co. Ltd. 102,000 689,175 48699192 Kobe Diesel Co. 51,000 218,507 49999692 Kyokuto Kaihatsi Kogyo Co. Ltd. Ord. 25,000 637,742 74599692 Okuma Corp. 143,000 1,133,803 67999192 SMC Corp. 23,000 878,952 83199292 Shibuya Industries 24,000 288,388 88699092 Shintokogio Ltd. (b) 69,000 534,167 97199392 Star Micronics Co. Ltd. Ord. (b) 87,000 985,423 58999492 Tsugami Corp. 201,000 892,850 89853699 Zuiko Corp. 32,000 605,141 91399892 13,109,567 TOTAL INDUSTRIAL MACHINERY & EQUIPMENT 24,659,898 MEDIA & LEISURE - 2.0% BROADCASTING - 0.2% Asahi Broadcasting Corp. 5,000 709,150 04399292 LEISURE DURABLES & TOYS - 1.0% Combi Corp. 5,000 65,990 20099522 Shimano Inc. (b) 30,000 788,929 82498099 Takara Co. Ltd. 59,000 691,520 87599892 Yamaha Corp. 160,000 1,922,584 98463499 3,469,023 RESTAURANTS - 0.8% Joyfull Co. Ltd. (b) 21,000 459,175 49499F22 Kentucky Fried Chicken Japan 24,000 546,046 49199292 Ohsho Food Service Corp. 5,000 169,408 68899992 Royal Co. Ltd. 65,900 973,604 77999110 Yoshinoya D&C Co. Ltd. Ord. 33 611,051 98999192 2,759,284 TOTAL MEDIA & LEISURE 6,937,457 NONDURABLES - 4.6% AGRICULTURE - 0.1% Yonkyu Co. Ltd. 13,200 468,039 98699B22 BEVERAGES - 1.7% Fuju Coca-Cola Bottling Co. Ltd. 1,000 16,744 36499D22 Hokkaido Coca-Cola Bottling Co. 16,000 296,267 43499C22 Kinki Coca-Cola Bottling Co. 40,000 795,824 49699392 Kirin Brewery Co. Ltd. 187,000 2,247,020 49712510 Mikuni Coca-Cola Bottling Co. 75,000 1,351,817 60241010 Nikka Whiskey Distilling Co. 44,000 468,039 65499E22 Sanyo Coca-Cola Bottling Co. 35,000 672,215 80399999 Shikoku Coca-Cola Bottling Co. Ltd. (b) 12,400 219,836 80099B22 6,067,762 FOODS - 1.9% Chubu Suisan 185,000 1,056,831 17199A22 Ezaki Glicko Co. 180,000 1,932,433 30199492 Nippon Suisan Kaisha Ltd. (b) 450,000 2,007,783 Sonton Food Industry Co. Ltd. 41,600 610,500 83599692 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) NONDURABLES - CONTINUED FOODS - CONTINUED Toho Co. Ltd. Store 70,000 $ 944,548 94499B22 Toho Co. Ltd. Store (warrants) (b) 900 203,328 94499B23 6,755,423 HOUSEHOLD PRODUCTS - 0.9% Nicca Chemical Co. Ltd. Ord. 11,000 162,514 65399D22 Pigeon Corp. 15,000 440,264 72099292 Uni Charm Corp. Ord. 90,000 2,570,669 90456910 3,173,447 TOTAL NONDURABLES 16,464,671 RETAIL & WHOLESALE - 4.1% APPAREL STORES - 0.6% Charle Co. Ltd. 51,000 1,230,671 15999392 Sagami Co. Ltd. 34,000 291,008 78699492 Xebio Co. Ltd. 15,000 540,727 98399192 2,062,406 APPLIANCE STORES - 0.2% Japan CBM Corp. 23,000 724,909 47099B22 GENERAL MERCHANDISE STORES - 1.8% Aoyama Trading Co. Ord. 15,000 694,376 03799092 Ito Yokado Co. Ltd. 50,000 2,634,689 46571410 Marui Co. Ltd. 137,000 2,266,916 60444310 Matsuzakaya Co. Ltd. 55,000 785,482 57699492 6,381,463 GROCERY STORES - 0.7% Izumi Co. Ord. 42,000 1,009,357 46399292 Marukyo Corp. 30,000 1,063,725 57899792 Matsumoto, Inc. 17,000 514,035 57899A22 Yamae Hisano Co. 1,000 12,016 98899392 2,599,133 RETAIL & WHOLESALE, MISCELLANEOUS - 0.5% Juel Verite Ohkubo Co. Ltd. 19,000 207,722 49499892 Senshukai Co. Ltd. 38,500 1,327,194 81719999 Tachibana Shokai Ltd. 37,000 364,424 88699192 1,899,340 TRADING COMPANIES - 0.3% Kanematsu-Gosho Ltd. 251,000 1,236,087 48418999 Nam Sung Corp. (b) 1,200 20,057 63299D22 1,256,144 TOTAL RETAIL & WHOLESALE 14,923,395 SERVICES - 2.1% LEASING & RENTAL - 0.8% Nishio Rent All Co. Ltd. Ord. 24,000 685,512 68399692 Orix Corp. 60,000 2,287,009 68616710 2,972,521 PRINTING - 0.8% Komori Corp. 79,000 2,131,981 50046299 Toppan Printing Co. Ltd. 60,000 768,246 89074799 2,900,227 SERVICES - 0.5% Nippon Kanzai Co. Ltd. 16,800 736,334 68399192 Tasaki Shinju Co. Ltd.: Ord. 57,000 887,028 87899392 (warrants) (b) 70 113,750 87899393 1,737,112 TOTAL SERVICES 7,609,860 SHARES VALUE (NOTE 1) TECHNOLOGY - 12.9% COMMUNICATIONS EQUIPMENT - 0.4% Uniden 40,000 $ 1,339,506 90499392 COMPUTER SERVICES & SOFTWARE - 0.3% Ines Corp. Ord. 97,000 1,241,998 45699192 COMPUTERS & OFFICE EQUIPMENT - 3.2% Aseed Co. Ltd. 18,000 468,039 09699922 Canon, Inc. 270,000 4,387,864 13780199 Casio Computer Co. Ltd. Ord. 276,000 3,425,196 14761893 Fujitsu Ltd. 200,000 2,009,258 35959010 Katsuragawa Electric Co. 17,000 385,108 48799C92 Nakamichi Corp. 68,000 472,176 62899592 Nissho Electronics Corp. 18,000 287,206 68299892 11,434,847 ELECTRONIC INSTRUMENTS - 0.5% Advantest Corp. 39,000 1,325,224 00799010 Dainippon Screen Manufacturing Co. 71,000 513,986 23699492 1,839,210 ELECTRONICS - 8.5% ADO Electronic Industrial Co. 13,000 434,059 00699992 Alps Electric Co. Ltd. 93,000 1,300,699 02199292 Fujitsu Business Systems Ltd. 22,000 860,238 38199592 Futaba Corp. 60,000 2,369,743 36399292 Hitachi Ltd. 375,000 3,545,749 43357810 Hitachi Maxell Ltd. 115,000 2,321,974 43358990 Kinseki Ord. (b) 70,000 1,130,700 49799092 Kyocera Corporation 15,000 945,533 50155610 Nichicon Corp. 227,000 3,040,679 66199793 Ryoden Trading Co. Ltd. 135,000 1,223,284 78379999 Ryosan Co. Ltd. 40,000 1,201,615 78399999 Ryoyo Electro Corp. Ord. 71,000 2,069,930 74999999 Sanshin Electronic Co. Ltd. 32,000 441,249 80199892 Shinko Shoji 36,000 446,765 90699492 TDK Corp. 91,000 4,104,994 87235110 Tabai Espec Corp. 40,000 531,862 88199592 Taiyo Yuden Co. Ltd. 65,000 710,627 87404799 Tokyo Electron Ltd. 70,000 2,226,928 89499999 Toshiba Corp. 150,000 1,137,595 89149310 U-Shin Ltd. 43,000 334,581 91399293 Varitronix International Ltd. 180,000 256,320 95099792 30,635,124 TOTAL TECHNOLOGY 46,490,685 TRANSPORTATION - 3.0% AIR TRANSPORTATION - 0.2% Airport Facilities Co. Ltd. 15,000 212,745 01399692 Japan Airport Terminal 50,000 654,979 47299892 867,724 RAILROADS - 0.6% East Japan Railway Ord. (b) 350 1,661,578 27399722 Hanshin Electric Railway Co. Ltd. 100,000 489,511 41899492 2,151,089 SHIPPING - 1.3% Isewan Terminal Service Co. Ltd. 36,000 224,091 46499D22 Kawasaki Kisen Kaisha Ltd. 436,000 1,507,300 48639892 Mitsui OSK Lines 660,000 2,346,696 60799792 Shinwa Kaiun Kaisha Ltd. 193,000 703,338 98499092 Tokyo Kisen Co. Ltd. 12,000 93,844 88999999 4,875,269 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) TRANSPORTATION - CONTINUED TRUCKING & FREIGHT - 0.9% Fukuyama Transporting Co. Ltd. (b) 50,000 $ 586,033 35959110 Hitachi Transport System Co. 79,000 902,591 43699992 Yamato Transport Co. Ltd. 140,000 1,737,413 99399892 3,226,037 TOTAL TRANSPORTATION 11,120,119 TOTAL COMMON STOCKS (Cost $263,270,671) 281,209,658 CONVERTIBLE BONDS - 0.1% MOODY'S RATINGS PRINCIPAL AMOUNT (A) RETAIL & WHOLESALE - 0.1% GENERAL MERCHANDISE STORES - 0.1% Aoyama Trading Co. Ltd. 0%, 9/30/97 - JPY 30,000,000 267,999 037990AB RETAIL & WHOLESALE, MISCELLANEOUS - 0.0% Laox Co. Ltd. 1.90%, 3/31/03 - JPY 10,000,000 110,608 539993AA TOTAL RETAIL & WHOLESALE 378,607 TECHNOLOGY - 0.0% COMMUNICATIONS EQUIPMENT - 0.0% Uniden Corp. 1 3/5%, 3/30/01 - JPY 5,000,000 54,122 904993AA TOTAL CONVERTIBLE BONDS (Cost $393,425) 432,729 U.S. TREASURY OBLIGATIONS - 0.5% U.S. Treasury Bill 0%, 7/7/94 (Cost $1,987,001) Aaa $ 2,000,000 1,986,180 REPURCHASE AGREEMENTS - 21.5% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 77,548,999 77,526,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $343,177,097) $ 361,154,567 FUTURES CONTRACTS EXPIRATION UNDERLYING FACE UNREALIZED DATE AMOUNT AT VALUE GAIN/(LOSS) PURCHASED 435 Nikkei Stock Average Contracts June, 1994 $ 43,367,150 $ (737,150) THE FACE VALUE OF FUTURES PURCHASED AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 12.0% FORWARD FOREIGN CURRENCY CONTRACTS SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO SELL 3,422,765,000 JPY 5/20/94 to 6/6/94 $ 33,764,097 $ (704,498) (Receivable amount $33,059,599) THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 9.3% CURRENCY ABBREVIATIONS JPY - Japanese yen LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $310,629,292 and $163,704,479, respectively. The market value of futures contracts opened and closed amounted to $131,351,475 and $87,984,325, respectively. The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $5,604,000 and $2,478,200, respectively. The weighted average interest rate was 3.99%. Interest expense includes $1,374 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $343,199,158. Net unrealized appreciation aggregated $17,955,409, of which $20,877,655 related to appreciated investment securities and $2,922,246 related to depreciated investment securities. JAPAN FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $77,526,000) (cost $343,177,097) $ 361,154,567 (Notes 1 and 2) - See accompanying schedule Short foreign currency contracts $ (33,764,097 (Note 2) Contracts held, at value Receivable for contracts held 33,059,599 (704,498 ) Cash 46,964 Receivable for investments sold 2,934,821 Receivable for fund shares sold 10,044,384 Dividends receivable 692,159 Interest receivable 222 Receivable for daily variation on futures contracts 43,500 TOTAL ASSETS 374,212,119 LIABILITIES Payable for investments purchased 6,537,090 Payable for fund shares redeemed 13,640,329 Accrued management fee 189,683 Other payables and accrued expenses 218,465 TOTAL LIABILITIES 20,585,567 NET ASSETS $ 353,626,552 Net Assets consist of (Note 1) Paid in capital $ 335,876,803 Accumulated net investment (loss) (1,350,074 ) Accumulated undistributed net realized gain (loss) on investments 2,564,001 Net unrealized appreciation (depreciation) on: Investment securities 17,977,470 Foreign currency contracts (704,498 ) Futures contracts (737,150 ) NET ASSETS, for 25,864,513 shares outstanding $ 353,626,552 NET ASSET VALUE, offering price and redemption price per share ($353,626,552 (divided by) 25,864,513 shares) (Note 4) $13.67
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 914,013 Dividends Interest 463,733 1,377,746 Less foreign taxes withheld (Note 1) (135,209 ) TOTAL INCOME 1,242,537 EXPENSES Management fee (Note 4) $ 690,285 Basic fee Performance adjustment (21,323 ) Transfer agent fees (Note 4) 638,085 Accounting fees and expenses 54,641 (Note 4) Non-interested trustees' compensation 482 Custodian fees and expenses 67,690 Registration fees 25,469 Audit 12,420 Legal 1,240 Interest (Note 5) 1,374 Miscellaneous 518 TOTAL EXPENSES 1,470,881 NET INVESTMENT INCOME (LOSS) (228,344 ) REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 2) Net realized gain (loss) on: Investment securities 2,820,836 Foreign currency contracts 75,419 Futures contracts (280,800 2,615,455 ) Change in net unrealized appreciation (depreciation) on: Investment securities 16,089,968 Foreign currency contracts (1,089,954 ) Futures contracts (737,150 14,262,864 ) NET GAIN (LOSS) 16,878,319 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 16,649,975 OTHER INFORMATION Accounting fees paid to FSC $54,305 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED) Operations $ (228,344 $ (757,305 Net investment income (loss) ) ) Net realized gain (loss) on investments 2,615,455 4,923,789 Change in net unrealized appreciation (depreciation) on investments 14,262,864 2,318,483 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 16,649,975 6,484,967 Distributions to shareholders from net realized gains (2,956,715 - ) Share transactions 688,437,764 473,221,868 Net proceeds from sales of shares Reinvestment of distributions 2,893,589 - Cost of shares redeemed (469,593,194 (364,464,963 ) ) Net increase (decrease) in net assets resulting from share transactions 221,738,159 108,756,905 TOTAL INCREASE (DECREASE) IN NET ASSETS 235,431,419 115,241,872 NET ASSETS Beginning of period 118,195,133 2,953,261 End of period (including accumulated net investment loss of $(1,350,074) and $(757,225), respectively) $ 353,626,552 $ 118,195,133 OTHER INFORMATION Shares Sold 52,975,157 36,026,261 Issued in reinvestment of distributions 247,315 - Redeemed (36,211,649 (27,472,802 ) ) Net increase (decrease) 17,010,823 8,553,459 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS YEAR ENDED SEPTEMBER 15, ENDED APRIL 30, OCTOBER 31, 1992 1994 1993 (COMMENCEMENT (UNAUDITED) OF OPERATIONS) TO OCTOBER 31, 1992 SELECTED PER-SHARE DATA Net asset value, beginning of period $ 13.35 $ 9.84 $ 10.00 Income from Investment Operations Net investment income (.02)** (.09) - Net realized and unrealized gain (loss) on investments .73 3.60 (.16) Total from investment operations .71 3.51 (.16) Less Distributions From net realized gain (.39) - - Net asset value, end of period $ 13.67 $ 13.35 $ 9.84 TOTAL RETURN(dagger)(diamond) 5.81% 35.67% (1.60)% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 353,627 $ 118,195 $ 2,953 Ratio of expenses to average net assets 1.66%* 1.71% 2.00%* Ratio of expenses to average net assets before expense reductions1.66%* 1.71% 3.59%*(diamond) Ratio of net investment income to average net assets (.26)%* (.77)% .03%* Portfolio turnover rate 206%* 257% -% * ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. ** NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED BASED ON AVERAGE SHARES OUTSTANDING DURING THE PERIOD. (diamond) EXPENSES LIMITED IN ACCORDANCE WITH A STATE EXPENSE LIMITATION. TOTAL RETURN WOULD HAVE BEEN LOWER HAD THE LIMITATION NOT BEEN IN EFFECT.
PACIFIC BASIN INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 92.1% SHARES VALUE (NOTE 1) AUSTRALIA - 7.7% Accor Asia Pacific Ltd. 750,000 $ 590,125 00499N22 Amcor Ltd. 126,885 880,380 02341R10 Ampolex Ltd. Ord. 1,040,000 3,273,213 03212792 Broken Hill Proprietary Co. Ltd. (The) 325,034 3,952,446 05599810 Burns Philp & Co. 209,225 598,635 12239310 CRA Ltd. Ord. 41,000 486,247 12627210 CSR Ltd. 150,000 515,016 12639610 Coca-Cola Amatil Ltd. (b) 125,936 765,697 19108593 Comalco Ltd. 252,000 838,190 19983099 Commonwealth Bank of Australia (c) 324,886 1,910,253 20299492 Country Road Ltd. (b) 750,000 686,688 22299392 Fosters Brewing Group Ltd. 500,000 439,910 35025810 Gold Mines Kalgoorlie 479,390 435,492 38065310 Mount Burgess Gold Mining Co. (b) 634,000 90,700 62499922 National Foods Limited 7,977 11,012 63699292 Nine Network Australia Ltd. 350,000 1,326,881 68999792 Oil Search Ltd. 1,285,000 799,668 67799992 Pacific BBA Ltd. (c) 1,080,000 2,974,223 69399292 Parbury Ltd. (b) 100,000 44,349 69999392 Plutonic Resources Ltd. 658,125 3,389,449 72999192 QNI Ltd. 1,694,880 1,939,756 74799B92 Rothmans Holdings Ltd. Ord. (b) 344,500 1,626,378 77869910 Shomega Ltd. 715,000 987,079 82599M22 TNT Ltd. (b) 1,500,000 2,296,110 93599292 Vox Ltd. 1,010,000 505,717 92899B92 WD & HO Wills Holdings Ltd. 155,700 456,626 Western Mining Corp. Holdings Ltd. 322,237 1,613,473 95869410 Woodside Petroleum Ltd. 500,000 1,545,050 98022810 Woolworths Ltd. 306,098 680,939 98088892 35,659,702 GRAND CAYMAN - 0.0% Sanzo Finance #5 (warrants) (b) 250 128,125 80599B22 HONG KONG - 8.1% Allan International Holdings Ltd. 100,000 10,745 01699522 Amway Asia Pacific Ltd. (b) 2,000 75,750 03299H22 Applied International Holdings Ord. 2,000,000 647,280 03792310 Associates International Hotels Ltd. (b) 300,000 300,984 04599492 Benelux International Ltd. (b) 3,000,000 504,870 08199922 CDL Hotels International Ltd. 1,070,937 408,980 14999792 Chen Hsong Holdings Ltd. 1,230,000 752,354 16599292 Chimney Investments Ltd. (b) 8,302,000 1,655,087 16999B22 China Paint Holdings Ltd. (b) 2,000,000 245,960 17799392 Chow Sang Sang Holdings Ltd. 2,000,000 893,240 17399K92 Culturecom Holdings Ltd. 5,116,664 576,290 23099322 Culturecom Holdings Ltd. (warrants) (b) 1,523,332 48,518 23099324 Denway Investment Ltd. 1,000,000 178,650 24999C23 Dickson Concepts International 3,150,000 2,120,485 25399210 First Pacific Co. Ltd. 1,530,991 688,732 33699192 Fortei Holdings Ltd. 1,500,000 299,040 34999D22 Genting International 290,000 710,500 37245393 Grand Hotel Holdings Ltd. Class A 1,500,000 606,825 38599292 Grande Holdings Ltd. 246,000 334,383 38699622 Great Wall Electronics International Ltd. (b) 750,000 94,177 39199922 Great Wall Electronics International Ltd. (warrants) (b) 75,000 2,194 39199923 Guangdong Investments Ltd. Ord. 2,000,000 1,126,260 40199492 Guangzhou Investment Co. Ltd. 4,750,000 1,352,800 40099G22 HKR International Ltd. 2,249,600 2,096,807 43999192 Henderson Investment Ltd. 1,100,000 818,807 42599422 Herald Holdings 1,000,000 204,540 42699892 Hong Kong Telecommunications Ltd. 1,000,000 1,915,930 43857991 International Bank of Asia Ltd. 250,000 103,565 45899E22 International Tak Cheung Holdings 3,898,149 1,513,885 46399892 JCG Holdings 130,000 82,884 46799792 SHARES VALUE (NOTE 1) Jardine International Motor Corp. 918,000 $ 909,123 47499292 K. Wah International Holdings Ord. (b) 7,442,288 2,215,941 49099292 Kumagai Gumi (b) 1,000,000 1,061,530 50099210 Lam Soon Food Industries Ltd. 1,624,000 425,732 51299592 Lamex Holdings Ltd. 750,000 291,270 51399292 Le Saunda Holdings Ltd. (b) (c) 900,000 133,983 52199792 Leefung Asco Printers Holdings Ltd. (b) 2,387,000 423,334 52499692 M.C. Packaging 1,213,333 467,291 62399092 Mingly Corp. 1,500,000 287,385 60399C22 National Mutual Asia Ltd. (b) 3,500,000 1,778,385 63699592 Prod-Art Technology Holdings Ltd. 1,970,000 288,172 74499C92 S Megga International 2,000,000 582,540 99999C92 S Megga International (warrants) (b) 1,250,000 221,687 99999C93 SHK Hong Kong Industries Ltd. 330,000 41,438 90699B92 Shougang Concord International Enterprises Co. (b) 2,000,000 627,860 99099L22 Sime Darby Hong Kong Ltd. 500,000 802,620 82899392 Siu Fung Ceramics Holdings Ltd. (b) 1,000,000 281,560 82999G22 South China Brokerage Co. Ltd. 530,000 124,184 83799E22 Star Paging International Holdings Ltd. 718,000 253,282 85599692 Stone Electronic Technology 200,000 60,196 86199B22 Sun Hung Kai Properties Ltd. 300,000 1,805,895 86676H10 Swire Pacific Class A 200,000 1,436,950 87079410 Tai Cheung Holdings Ltd. (b) 477,970 686,819 93499892 Wing Shan International 1,000,000 278,330 97499722 World Houseware Holdings Ltd. 435,000 202,727 98199A22 Yaohan International Caterers Ltd. (b) 542,000 175,413 99099692 Yips Hang Cheung Holdings Ltd. 1,524,000 434,035 99599592 Yue Yuen Industrial Holdings Ltd 4,000,000 932,080 98899D92 37,600,284 INDIA - 1.1% Bombay Dyeing & Manu. Co. Ltd. GDR 35,000 315,000 09799H23 CESC Ltd. GDR (5 shares GDR & 2 warrants) (c) 19,000 969,000 15712820 Great Eastern Shipping Co. Ltd. GDR 25,000 218,750 39099823 Himalayan Fund NV IS (b) 60,000 900,000 43299792 Himalayan Fund NV IS: Class C 15,000 108,750 43299794 (warrants) (b) 12,000 33,000 43299793 ITC Ltd. (b)(c): GDS (1 share & 1/2 warrant) 21,000 388,500 45031810 (warrants) 7,000 52,500 45031811 Indo Gulf Fertilizer and Chemicals GDR (c) 17,000 51,000 45577P10 Southern Petrochemical Industries GDS (b) 130,000 1,722,500 84361310 Tata Electric Companies GDR (c) 210 91,350 87656610 4,850,350 INDONESIA - 6.7% Andayani Megah PT (b) 400,000 1,168,540 03399722 Argha Karya Prima PT (b) 150,000 243,445 01099992 Astra International PT (For. Reg.) 321,600 2,445,700 04699894 Bank Dagang Nas Indonesia PT 525,000 766,857 06099Q22 Bank International Indonesia Ord. (b) 760,000 2,202,609 06199B92 Bank Mashill Utama PT (For. Reg.) 276,500 403,878 06399L22 Bank Tiara Asia PT (b) 290,000 490,834 06599J22 Barito Pacific Timber PT (For. Reg.) (b) 240,000 957,091 06799F23 Ciputra Development PT (For. Reg.) 90,500 260,186 14999H22 Dharmala International Land 120,000 208,668 25399592 Duta Anggada Realty Ord. 332,500 743,932 26699192 Gadjah Tunniggal Ord. 242,000 389,954 36599292 Indah Kiat Pulp & Paper PT (For. Reg.) 2,195,000 3,002,628 45499B23 Indonesia Development Fund Ltd. (b) 70,000 595,000 71499722 Kabelmetal Indonesia PT (b) 280,000 766,044 84599B92 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) INDONESIA - CONTINUED Kalbe Farma (b) 240,000 $ 1,290,960 48699992 Mayora Indah PT (c) 390,000 1,989,304 83099A92 Modern Photo Film PT (b) 442,500 1,744,118 61299792 Modernland Realty PT (b) 247,000 801,750 60999A92 Mulia Industrindo PT (For. Reg.) 225,000 479,936 62499B23 PT Inco 93,000 202,686 78999992 Pakuwon Jati Ord. 620,250 877,226 69599392 Panin Bank (For. Reg.) 1,300,000 1,989,299 69899823 Sampoerna, Hanjaya Mandala 643,000 4,919,702 82299892 Semen Cibinong PT (For. Reg.) (b) 180,000 1,001,606 81799693 Sucaco (b) 61,300 355,316 89399292 Tigaraksa Satria PT (b) 100,000 394,151 95099892 Unilever Indonesia 12,802 246,360 94399592 30,937,780 JAPAN - 38.0% Acom Co. Ltd. (b) 35,000 1,844,283 00499M22 Aplus Co. Ltd. (b) 50,000 270,856 03899A92 Asahi Diamond Industrial Co. Ltd 103,000 1,602,876 04399010 Aucnet, Inc. (b) 22,000 1,235,103 05099592 Bandai Co. Ltd. 22,800 1,003,802 06099192 Bandai Co. Ltd. (warrants) (b) 100 182,500 06099193 Beltecno Corp. (b) 200 6,402 08099322 C. Itoh Fuel Co. Ltd. #3 (warrants) (b) 360 265,500 73299194 Casio Computer Co. Ltd. (warrants) (b) 200 395,000 14761897 Catena Corp. 95,000 3,087,757 14899792 Charle Co. Ltd. 26,000 627,401 15999392 Chiyoda Corporation 120,000 1,489,216 17098910 Chiyoda Fire & Marine Insurance Ltd. 200,000 1,315,868 17099010 Chuetsu Pulp & Paper Co. Ltd. 2,000 8,648 17199092 Chuo Trust & Banking 85,000 1,138,580 17499492 Citizens Watch Co. Ltd. (warrants) (b) 500 418,750 17560092 DIA Kensetsu Co. Ltd. 89,000 1,314,882 25299492 Daiki Co. Ltd. (b) 26,000 704,225 23999D22 Daito Trust Construction 80,000 2,127,450 24999492 Daiwa House Industry Co. Ltd. (warrants) (b) 1,000 575,000 23406298 Denki Kogyo Co. 200,000 2,679,012 24899792 Denki Kogyo Co. Ltd. (warrants) (b) 2,500 356,341 24899793 Denyo Co. Ltd. (warrants) (b) 740 1,017,500 24999193 East Japan Railway Ord. (b) 430 2,041,367 27399722 Enix Corp. 24,000 1,160,642 29399A22 Fanuc Ltd. 125,000 5,269,379 30729599 Fuji Coca-Cola Bottling Co. Ltd. 27,000 452,083 36499D22 Fuji Electric Co. Ltd. (b) 850,000 4,169,207 36599492 Fuji Oil Co. (warrants) (b) 200 112,500 35999392 Fujisah Co. Ltd. (b) 14,700 288,122 36099C22 Fujitsu Kiden 15,000 237,861 39599092 Funai Consulting Co. Ltd. (b) 32,000 579,927 36499492 Fuso Pharmaceutical Industries Ltd. 97,000 874,176 36113299 Heiwa Corp. (b) 50,000 1,172,067 42399792 Hitachi Ltd. 300,000 2,836,599 43357810 Hitachi Ltd. ADR 26,800 2,542,650 43357850 Hitachi Transport System Co. 150,000 1,713,780 43699992 Hokko Chemical Industries 69,000 452,615 43599592 Hokuriku Seiyaku Ord. (b) 18,000 283,660 50699392 Honda Motor Co. Ltd. 200,000 3,309,366 43812810 Ichiken Co. (b) 28,000 383,335 73299092 Idec Izumi Corp. 1,000 8,470 45199392 Impact 21 Co. Ltd. 44,400 594,741 45299C22 Inui Tatemono Co. Ltd. (b) 27,000 372,304 46299892 Japan Associated Finance Co. 2,000 258,052 47099692 Kagoshima Bank Ltd. 150,000 1,108,047 48299592 Kawasaki Heavy Industries Ltd. 850,000 3,398,997 48639991 SHARES VALUE (NOTE 1) Kawasaki Heavy Industries Ltd. (warrants) (b) 1,000 $ 225,000 48639992 Kawasaki Kisen Kaisha Ltd. (b) 1,250,000 4,321,387 48639892 Kawasaki Steel #1 (warrants) (b) 400 10,000 48636893 Kinki Nippon Railway Co. Ltd. #3 (warrants) (b) 3,000 352,778 49570093 Koa Fire & Marine Insurance Co. Ltd. 11,000 76,273 49999010 Komatsu Limited Ord. 623,000 5,571,595 50045899 Kyocera Corp. (warrants) (b) 650 609,375 50155695 Kyushu Matsushita Electric Co. Ltd. 150,000 4,343,544 50199110 Mabuchi Motor Co. Ltd. 100 7,190 55409799 Marui Co. Ltd. 150,000 2,482,024 60444310 Marukyo Corp. 27,000 957,352 57899792 Matsushita Electric Works (warrants) (b) 400 564,000 57688192 Matsuzakaya Co. Ltd. 113,200 1,616,665 57699492 Miroku Jyoho Service Co. Ltd. 14,000 330,937 60499D92 Mitsubishi Gas Chemical 680,000 3,060,768 60678899 Mitsubishi Heavy Industry 500,000 3,324,140 60699310 Mitsubishi Kasei Corp. (warrants) (b) 400 270,000 Mitsubishi Oil #5 (warrants) (b) 200 197,500 60799923 Mitsubishi Petrochemical Co. 170,000 1,138,580 60690910 Mitsubishi Rayon Co. Ltd. 200,000 770,216 60681010 Mitsui High-Tec, Inc. 80,000 1,977,741 61099092 Miyosha Oil & Fat Co. Ltd. Ord. 150,000 930,759 59999192 NEC Corp. 200,000 2,225,944 62999410 NGK Insulators Ltd. #2 (warrants) (b) 1,000 675,000 64350093 NSK Ltd. 200,000 1,341,476 63799192 Nakayama Steel Works Ltd. 128,000 810,637 62999310 Namura Shipbuilding (b) 320,000 2,278,736 62999892 Navix Line Ltd. (b) 500,000 1,718,705 63899592 Nichicon Corp. 160,000 2,143,210 66199793 Nichii Co. (warrants) (b) 2,000 210,954 65299195 Nippon Crane Works Ltd. (b) 100,000 324,042 68299492 Nippon Kokan 2,000,000 5,042,840 65457410 Nippon Shokubai Kagaku Kagyo 200,000 1,518,762 65499710 Nissan Chemical Industries Co. 155,000 989,264 65699692 Nissan Fire & Marine Insurance (b) 200,000 1,447,848 66699492 Nissei Build Kogyo Co. Ltd. (b) 41,000 573,426 67299792 Nissha Printing Co. Ltd. 80,000 2,166,847 66999492 Nisshin Steel Ltd. (b) 1,000,000 4,067,760 65476310 Nomura Securities Co. Ltd. 350,000 7,618,439 65536130 Obayashi Corp. 950,000 6,456,219 67090410 Oliver Corp. (warrants) (b) 2,000 256,566 68099193 Omron Corp. (warrants) (b) 900 450,000 68215192 Orient Finance Co. Ltd. 300,000 2,053,581 68616610 Promise Co. Ltd. (b) 78,500 5,048,804 74499E22 Sampei Construction Co. Ltd. (b) 3 36,977 79599G22 San-In Godo Bank 30,000 257,067 79999492 Sanken Electric Co. Ltd. (warrants) (b) 2,000 158,215 80099294 Sanwa Shutter Corp. #4 (warrants) (b) 1,500 393,750 80302493 Sanyo Coca-Cola Bottling Co. 55,000 1,056,338 80399999 Seiren Co. Ltd. (b) 175,000 1,827,045 81699692 Sekisui House (warrants) (b) 500 368,750 81607897 Senko Co. Ltd. (warrants) (b) 450 225,000 81799293 Shikoku Coca-Cola Bottling Co. Ltd. (b) 24,000 425,490 80099B22 Shinko Shoji 70,000 868,709 90699492 Sieno Transport (warrants) (b) 500 362,500 81605293 Sony Corp. 40,000 2,269,280 83569999 Sumitomo Metal Industries Ltd. 1,575,000 4,421,104 86599999 Sumitomo Sitix Corporation 120,000 1,654,684 68799692 Sun Wave Corp. #1 (warrants) (b) 1,000 725,000 86699B93 Super Daiei Co. Ltd. (b) 12,000 148,922 98499H22 Tada Corp. 80,000 472,766 87499592 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) JAPAN - CONTINUED Taisei Corp. 250,000 $ 1,711,317 87346610 Tanseisha Co. Ltd. 30,000 449,128 87599292 Tasaki Shinju Co. Ord. 50,000 778,095 87899392 Techno Ryowa Ltd. (b) 22,000 626,219 95999892 Tohoku Telecom Construction (b) 20,000 281,690 89099792 Tokyo Electric Power Co., Inc. 20,000 636,265 88910710 Tokyo Kososushi Co. Ltd. 27,500 639,220 91599C22 Tokyo Securities Co. Ltd. 234,000 1,915,236 89799C92 Tomoku Co. Ltd. 43,000 335,851 90099892 Toshiba Chemical 16,000 182,803 90199792 Toshiba Corp. 550,000 4,171,183 89149310 Toyobo Co. 300,000 1,332,612 90899392 UBE Industries Ltd. 750,000 2,733,180 90261099 Valor Co. Ltd. (b) 6,000 130,602 92099B22 Yamaichi Securities 200,000 1,684,232 98499210 Yaohan Japan Corp. (warrants) (b) 200 125,000 98899894 Yokogawa Electric 100,000 940,609 98605299 Yorozu Corp. 10,000 226,534 99199792 Yoshinoya D&C Co. Ltd. Ord. 30 555,501 98999192 174,970,657 KOREA (SOUTH) - 3.6% Boram Bank (b) 30,000 386,282 09999322 Boram Bank (New) 7,130 71,503 09999325 Boram Securities Co. Ltd. (b) 25,000 436,424 18599622 Cheil Investment Finance (b) 30,000 486,567 16399B22 Coryo Securities 100,000 1,819,982 22199822 Daewoo Electronics Co. Ltd. 41,200 586,604 23899C22 Daeyu Securities Co. Ltd. (b) 71,820 1,382,692 23399G22 Dong Ah Construction Industries Co. Ltd. 21,277 921,994 25799K22 Hanil Development Co. 35,020 693,723 41099822 Hanshin Securities Co. Ltd. 22,440 486,195 41899722 Kolon Industries, Inc. 9,882 379,277 50899292 Korean Air (b) 45,000 1,426,271 52299522 Miwon Co. Ltd. 20,600 515,191 61299693 Miwon Co. Ltd. (New) (b) 5,428 109,541 61299695 Nam Sung Corp. (b) 52,000 869,134 63299D22 Nong Shim Co. (b) 20,000 921,134 65599C22 Sam Yang (warrants) (b) 300 510,000 83999B23 Ssangyong Cement Co. (b) 19,712 671,140 76899392 Ssangyong Investment & Securities 41,200 1,050,786 77699522 Tong Yang Investment & Finance (b) 45,000 1,242,416 93899D22 Tong Yang Securities Co. Ltd. (b) 20,400 419,264 93999B22 Yukong Ltd. (b) 25,000 1,269,035 98899K22 16,655,155 MALAYSIA - 11.6% Advance Synergy BHD 300,000 756,219 00799B22 Affin Holdings BHD 800,000 1,308,536 00899492 Aokam Perdana BHD (b) 100,000 970,946 01899792 Arab Malaysian Corp. 150,000 375,307 00499F92 Arab Malaysian Development BHD 100,000 99,709 00599622 Bandar Raya Development BHD 2,000 3,062 06000210 Berjaya Leisure BHD 350,000 394,726 08410592 Berjaya Leisure BHD (warrants) (b) 265,000 1 08410594 Berjaya Simger BHD (b) 100,000 156,845 08499A92 Berjaya Sports Toto BHD (b) 100,000 179,252 08499E22 Bolton Properties BHD 768,000 912,031 09799592 CHG Industries BHD 285,000 941,911 16699892 CI Holdings BHD 5,000 16,711 12099492 Commerce Asset (warrants) (b) 66,666 89,127 20099493 Consolidated Plantations BHD 590,000 806,406 20999510 Development & Commercial Bank 388,000 818,657 25199692 SHARES VALUE (NOTE 1) Diversified Resources BHD (Malaysia) (b) 200,000 $ 586,302 25499F22 Dunlop Estates BHD 500,000 1,493,765 26599392 Ekovest BHD 200,000 873,852 28299922 Ekran Berhad Ord. (b) 200,000 1,695,422 28299792 Faber Group BHD 100,000 137,426 30299892 Genting BHD 125,000 1,400,404 37245210 Golden Frontier BHD 200,000 336,096 38299E22 Golden Pharos BHD (b) 1,100,000 3,676,530 38299D22 Golden Plus Holdings BHD (b) 250,000 1,148,330 38399492 Golden Plus Holdings BHD A (New) 83,333 382,775 38399493 Hong Leong Properties BHD 235,000 329,973 43899L22 Hume Industries Malay BHD 280,000 1,019,494 44599692 Idris Hydraulic Malaysia BHD (b) 600,000 1,165,134 45199B92 Kemayan Oil Palm BHD 100,000 185,227 48999H22 Kian Joo Can Factory BHD (b) 202,000 754,351 48899392 Kim Hin Industry BHD 75,000 437,645 49499C92 Kuala Lumpur Kepong BHD Ord. 352,000 676,973 49399792 Kumpulan Emas BHD (b) 300,000 423,483 52399493 Land & General BHD 350,000 1,189,408 51499693 Linatex Process Rubber BHD 100,000 541,489 53299B22 MBF Holdings BHD Class A (b) 125,000 78,890 61799L24 Magnum Corp. BHD 250,500 589,346 55999392 Malaysian Banking (b) 60,500 341,157 56090499 Malaysian Helicopter Services BHD 100,000 440,660 56099M22 Malaysian Resources Corp. BHD 1,500,000 3,052,875 56099793 Mega First Corp. BHD 177,000 216,806 59399F22 Mercury Industry BHD (b) 96,000 215,102 58999A22 Minho BHD 500,000 961,610 60399822 Mycom BHD 250,000 583,502 63199892 Nylex Malaysia BHD 5,000 11,110 69199592 Olympia Industries BHD 300,000 412,278 68199D92 Pacific Chemicals BHD (b) 178,000 1,243,035 69599H22 Pan Malaysian Cement Works 113,000 177,235 69834099 Pengkalen Holdings BHD 256,000 401,523 70799322 Public Finance BHD: (For. Reg.) 235,000 368,586 87799994 (Loc. Reg.) 354,000 515,573 87799992 Resorts World BHD 250,000 1,400,402 76199592 Rothmans Pallmall Malaysia Ord. 100,000 653,522 77869810 Sedap Food & Confectionary BHD 23,000 120,248 81599A22 Sungei Way Holdings (b) 478,000 2,088,506 86799892 Super Enterprise Holdings BHD 126,000 192,920 98999Q22 Syarikat Pembinaan Setia BHD 371,000 699,661 93599E22 Tan & Tan Development BHD (b) 900,000 1,075,509 89699B22 Tanjong PLC 415,000 2,014,713 87599993 Technology Resources 140,000 601,240 93699692 Telekom Malaysia BHD 455,000 3,398,313 94099892 Time Engineering BHD (b) 122,000 384,981 93099592 Tongkah Holdings BHD 178,000 327,045 94999C92 Tongkah Holdings BHD: (rights 5/12/94) 133,333 64,729 94999C97 (rights 5/13/94) 80,000 50,190 94999C95 United Engineers Malaysia BHD 300,000 1,310,778 93099692 YTL Corporation (b) 240,000 1,102,397 Yangtzekiang BHD 250,000 1,867,205 98499G22 53,245,172 NEW ZEALAND - 1.1% Brierley Investments Ltd. 2,153,738 1,629,066 10901410 Carter Holt Harvey Ltd. 1,342,263 2,859,839 14699292 Ceramco Corp. Ltd. (b) 200,000 652,462 15699692 Ubix Business Machines Ltd. 100,000 138,576 90299J22 5,279,943 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) PAKISTAN - 0.7% Adamjee Insurance 99,600 $ 1,018,208 00599492 Bank of Punjab (b) 42,900 115,264 79899A92 National Development Leasing Corp. 361,400 805,228 63599492 Pakistan International Airway (b) 247,500 170,300 69599B92 Pakistan State Oil 108,720 1,193,375 34799292 Pakistan Suzuki Motors (b) 26,000 39,827 43499A92 3,342,202 PHILIPPINES - 1.0% Ayala Corp. CLass B 200,000 268,748 05499092 Ayala Land, Inc. Class B 1,324,400 1,683,458 05499392 Filinvest Land, Inc. Ord. (b) 1,875,000 510,712 31699J22 JG Summit Holdings, Inc. Class B (b) 2,450,000 978,750 46615292 Manila Mining Corp. Class B 14,025,000 132,396 59399C22 Universal Robina Corp. 1,270,500 899,755 91399F22 4,473,819 SINGAPORE - 5.5% Bukit Sembawang Estates 25,000 434,111 12099892 Clipsal Industries Holdings Ltd. (b) 558,000 3,236,400 18899192 Clipsal Industries Holdings Ltd. (warrants) (b) 41,600 87,360 18899193 Courts Sing Ltd. (b) 500,000 755,675 22299992 Falmac Ltd. 150,000 94,057 30699722 First Capital Corp. Ltd. (b) 400,015 1,376,348 31999792 Fraser & Neave (warrants) (b) 100,159 531,425 35499393 Hotel Properties Ltd. 760,000 1,148,626 44199492 Hotel Properties Ltd. (warrants) (b) 190,000 171,072 44199494 Informatics Holdings Ltd. 226,000 261,624 45699D22 Jurong Shipyard Ltd. 207,000 1,983,600 48254699 Metro Holdings Ltd. 85,000 251,463 59162410 Overseas Chinese Banking Corp. (b) 469,693 4,289,434 68999610 Pacific Can Investment Holdings (b) 200,000 276,546 69499C22 Pacific Can Investment Holdings (warrants) (b) 60,000 52,672 69499C24 Parkway Holding (b) 1,500,000 3,067,725 70199192 Parkway Holding (warrants) (b) 550,000 654,384 70199193 Pentex Schweizer Circuits Ltd. 125,000 188,919 70999222 Singapore Computer Systems Ltd. 522,000 453,211 83899A92 United Overseas Bank (warrants) (b) 168,750 689,151 91199E92 Wing Tai Holdings Ltd. (b) 2,984,000 5,143,163 97499392 25,146,966 SRI LANKA - 1.1% Associated Motorways Ltd. 13,500 50,032 04599H22 Ceylon Tea Services Ltd. 100,000 631,186 15799B22 Development Co. of Ceylon 214,933 2,172,412 25199C92 Distillery Co. of Sri Lanka (b) 2,542,000 521,898 25499D92 John Keells Holdings Ltd. GDR (c) 70,000 927,500 48730210 Kelani Tyres Ltd. (Loc. Reg.) 233,000 236,728 48799N22 National Development Bank 47,000 331,544 63599B22 4,871,300 TAIWAN (FREE CHINA) - 0.1% R.O.C. Taiwan Fund (SBI) 52,500 525,000 74965110 THAILAND - 5.8% Asia Fiber Co. (For. Reg.) 400,000 401,112 04499592 Asia Securities Trading Co. (For. Reg.) 750,000 2,680,702 04599D23 Bangkok Metropolitan Bank Public (For. Reg.) 1,200,000 929,304 06199E23 Bangkok Steel Industry Co. Ltd. (For. Reg.) 250,000 600,675 06099P23 SHARES VALUE (NOTE 1) Bank of Ayudhya (For. Reg.) 120,000 $ 374,106 05999998 Dhana Siam Finance & Securities (For. Reg.) 12,000 261,160 24299593 Finance One Public Co. (For. Reg.) 45,000 632,646 31799E93 First Bangkok City Bank (For. 31799E96Reg.) 790,000 556,887 31899D93 Five Star Property Co. Ltd. (For. Reg.) 200,000 857,824 33899223 General Finance & Securities Public Co. Ltd. (For. Reg.) 100,000 897,538 36999693 Goodyear (Thailand) Ltd. 23,600 487,371 38399893 International Engineering (For. Reg.) 27,000 621,922 46299A93 Kiatnakin Finance & Securities (For. Reg.) 19,000 295,790 49699794 Krisda Mahanakorn Company (For. Reg.) (b) 400,000 1,191,420 50199D93 Land & House (For. Reg.) 105,000 2,393,566 51499393 MDX Co. Ltd. (For. Reg.) 242,000 1,460,843 55699293 National Finance & Securities Co. (For. Reg.) 94,500 1,215,966 63199593 Padaeng Industry Co. Ltd. (For. Reg.) 470,000 802,619 69199922 Phatra Thanakit Public Co. Ltd. (For. Reg.) 15,100 513,328 71799593 Pizza Co. (Thailand) Ltd. (For. Reg.) 150,000 416,997 72599593 Ruang Khao Unit Trust (For. Reg.) (b) 2,282,200 1,427,516 77399393 Saha Union Corp. (For. Reg.) 401,363 510,072 78699594 Shinawatra Computer & Communication Co. (For. Reg.) (b) 50,000 1,151,707 94799193 Siam Cement (For. Reg.) 15,000 652,899 78799010 Siam City Bank Ltd. (For. Reg.) 1,850,000 1,377,584 81199593 Telecomasia Corp. Pub. Ltd. (For. Reg.) 150,000 595,711 87928D93 Thai Farmers Bank 146,000 753,773 90199010 Thai German Ceramic Industry (For. Reg.) 200,000 1,294,678 94699893 Thai Military Bank (For. Reg.) 320,000 902,304 90199989 Thai President Food Co. (For. Reg.) 30,500 341,580 90299992 United Foods Co. Ltd. (For. Reg.) 114,200 258,515 91699B93 26,858,115 TOTAL COMMON STOCKS (Cost $370,692,510) 424,544,570 PREFERRED STOCKS - 0.5% CONVERTIBLE PREFERRED STOCKS - 0.2% AUSTRALIA - 0.2% Ampolex Ltd. 8% 300,000 982,821 03210593 NONCONVERTIBLE PREFERRED STOCKS - 0.3% KOREA (SOUTH) - 0.0% Dongbu Construction (b) 10,910 140,478 25799M23 SINGAPORE - 0.3% Thai Prime Fund (b) 75,000 1,125,000 92599B23 TOTAL NONCONVERTIBLE PREFERRED STOCKS 1,265,478 TOTAL PREFERRED STOCKS (Cost $2,070,737) 2,248,299 CORPORATE BONDS - 3.3% MOODY'S RATINGS PRINCIPAL AMOUNT (A) CONVERTIBLE BONDS - 3.2% GRAND CAYMAN - 0.7% Bangkok Land euro 4 1/2%, 10/13/03 (c) - $ 900,000 $ 796,500 06099LAA Henderson Capital euro 4%, 10/27/96 (c) - 1,500,000 1,417,500 4247309A JG Summit Cayman Ltd. euro 3 1/2%, 12/23/03 - 1,000,000 880,000 46699CAA 3,094,000 HONG KONG - 0.8% Hon Kwok Land Treasury Ltd. euro 4 7/8%, 2/15/00 - 1,000,000 850,000 43899JAA Lai Fung O/S Finance Ltd. euro 5 1/4%, 2/5/98 (d) - 500,000 410,000 50699CAA Sino Land euro 5%, 10/21/00 (c) - 1,000,000 1,055,000 8293109A Stelux Holdings Ltd. 1 3/4%, 3/31/01 - CHF 2,000,000 1,161,672 858991AA 3,476,672 INDIA - 0.2% Jindal Strip euro 4 1/4%, 3/31/99 (c) - 280,000 277,200 642994AA Scici Ltd. euro 3 1/2%, 4/1/04 (c) - 640,000 710,400 79599KAA Sterlite Industry India Ltd. 3 1/2%, 6/30/99 (c) - 125,000 119,375 859737AA 1,106,975 KOREA (SOUTH) - 0.1% Ssangyong Oil Refining euro 3 3/4%, 12/31/08 - 550,000 643,500 78099AAA MALAYSIA - 0.2% United Engineers Malaysia BHD 2%, 3/1/04 (c) - 880,000 814,000 910213AA PHILIPPINES - 0.0% Benpress Holdings Corp. 4 1/5%, 12/31/49 (c) - 43,000 137,750 082300AA THAILAND - 1.2% Asia Credit 3 3/4%, 11/17/03 (c) - 505,000 486,062 044909AA Hemaraj Land DV euro 3 1/2%, 9/9/03 - 500,000 412,500 42399BAA Juldis Development Co. Ltd. euro 4 1/4%, 12/22/03 - 700,000 567,000 48199AAA Phatra Thanakit Public Co. Ltd. euro 3 1/2%, 12/13/03 - 1,100,000 1,130,250 717995AA Thai CN Chemical euro 3 3/4%, 10/25/03 - 1,250,000 1,165,625 94299GAA Wattachak Co. Ltd. euro 3 1/2%, 12/6/03 - 1,800,000 1,962,000 94299HAA 5,723,437 TOTAL CONVERTIBLE BONDS 14,996,334 MOODY'S RATINGS PRINCIPAL AMOUNT (A) NONCONVERTIBLE BONDS - 0.1% MALAYSIA - 0.0% Berjaya Leisure BHD 5%, 1/18/99 - MYR 265,000 $ 89,066 0841059A United Engineers Malaysia BHD 4%, 3/9/98 - MYR 250,000 84,024 9102139E 173,090 SINGAPORE - 0.1% Hotel Properties Ltd. 3 1/2%, 10/15/98 - SGD 304,000 171,072 441994AA Pacific Can Investment Holdings 2 1/2%, 4/30/99 - SGD 60,000 34,730 69499CAA 205,802 THAILAND - 0.0% Finance One Public Co. 3 3/4%, 2/7/01 - THB 818 32,486 31799EAA TOTAL NONCONVERTIBLE BONDS 411,378 TOTAL CORPORATE BONDS (Cost $16,280,708) 15,407,712 REPURCHASE AGREEMENTS - 4.1% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 18,792,573 18,787,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $407,830,955) $ 460,987,581 CURRENCY ABBREVIATIONS MYR - Malaysian ringgit SGD - Singapore dollar CHF - Swiss franc THB - Thai baht LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $15,301,400 or 3.3% of net assets. (d) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $214,231,758 and $293,216,442, respectively. The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $33,549,000 and $11,562,000, respectively. The weighted average interest rate was 3.54%. Interest expense includes $28,400 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $407,913,063. Net unrealized appreciation aggregated $53,074,518, of which $80,268,200 related to appreciated investment securities and $27,193,682 related to depreciated investment securities. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Aerospace & Defense 0.9% Basic Industries 12.9 Conglomerates 0.4 Construction & Real Estate 15.3 Durables 6.9 Energy 2.2 Finance 19.8 Health 0.9 Industrial Machinery & Equipment 9.6 Media & Leisure 3.8 Nondurables 5.1 Precious Metals 1.2 Repurchase Agreements 4.1 Retail & Wholesale 3.0 Services 2.3 Technology 5.1 Transportation 3.8 Utilities 2.7 100.0% PACIFIC BASIN FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $18,787,000) (cost $407,830,955) $ 460,987,581 (Notes 1 and 2) - See accompanying schedule Cash 747 Receivable for investments sold 4,419,155 Receivable for fund shares sold 2,104,216 Dividends receivable 1,231,138 Interest receivable 233,370 TOTAL ASSETS 468,976,207 LIABILITIES Payable for investments purchased $ 4,638,499 Payable for fund shares redeemed 4,598,040 Accrued management fee 324,745 Other payables and accrued expenses 549,165 TOTAL LIABILITIES 10,110,449 NET ASSETS $ 458,865,758 Net Assets consist of (Note 1): Paid in capital $ 344,449,011 Distributions in excess of net investment income (3,670,797 ) Accumulated undistributed net realized gain (loss) on investments 64,930,918 Net unrealized appreciation (depreciation) on investment securities 53,156,626 NET ASSETS, for 24,751,550 shares outstanding $ 458,865,758 NET ASSET VALUE and redemption price per share ($458,865,758 (divided by) 24,751,550 shares) (Note 4) $18.54 Maximum offering price per share (100/97.00 of $18.54) (Note 4) $19.11
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 3,342,621 Dividends Interest 497,131 3,839,752 Less foreign taxes withheld (Note 1) (414,712 ) TOTAL INCOME 3,425,040 EXPENSES Management fee (Note 4) $ 1,909,523 Basic fee Performance adjustment 187,978 Transfer agent fees (Note 4) 1,121,541 Accounting fees and expenses 148,341 (Note 4) Non-interested trustees' compensation 1,517 Custodian fees and expenses 404,396 Registration fees 54,083 Audit 21,135 Legal 3,553 Interest (Note 5) 28,400 Miscellaneous 2,331 TOTAL EXPENSES 3,882,798 NET INVESTMENT INCOME (LOSS) (457,758 ) REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTE 1) 64,927,705 Net realized gain (loss) on investment securities Change in net unrealized appreciation (depreciation) on investment securities (30,437,384 ) NET GAIN (LOSS) 34,490,321 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 34,032,563 OTHER INFORMATION $1,606,639 Sales charges paid to FDC (Note 4) Deferred sales charges withheld by $20,820 FDC (Note 4) Accounting fees paid to FSC $146,762 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED) Operations $ (457,758 $ 382,796 Net investment income (loss) ) Net realized gain (loss) on investments 64,927,705 17,437,804 Change in net unrealized appreciation (depreciation) on investments (30,437,384 80,580,451 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 34,032,563 98,401,051 Distributions to shareholders: (1,630,288 (1,023,177 From net investment income ) ) In excess of net investment income (1,576,094 - ) From net realized gain (6,660,054 - ) TOTAL DISTRIBUTIONS (9,866,436 (1,023,177 ) ) Share transactions 486,295,014 607,340,439 Net proceeds from sales of shares Reinvestment of distributions 9,613,066 1,000,772 Cost of shares redeemed (554,741,747 (328,462,549 ) ) Net increase (decrease) in net assets resulting from share transactions (58,833,667 279,878,662 ) TOTAL INCREASE (DECREASE) IN NET ASSETS (34,667,540 377,256,536 ) NET ASSETS Beginning of period 493,533,298 116,276,762 End of period (including distributions in excess of net investment income of $(3,670,797) and $(2,348,481), $ 458,865,758 $ 493,533,298 respectively) OTHER INFORMATION Shares Sold 26,519,752 40,739,229 Issued in reinvestment of distributions 566,137 87,252 Redeemed (30,567,796 (22,282,360 ) ) Net increase (decrease) (3,481,907 18,544,121 ) THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS ENDED YEARS ENDED OCTOBER 31, APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA 1993 1992(TRI) 1991 1990 1989 Net asset value, beginning of period $ 17.48 $ 12.00 $ 13.15 $ 12.89 $ 15.78 $ 13.99 Income from Investment Operations Net investment income (.02) .20 .08** .02** .12 (.027)** Net realized and unrealized gain (loss) on investments 1.48 5.39 (1.23) .40 (2.37) 1.927 Total from investment operations1.46 5.59 (1.15) .42 (2.25) 1.900 Less Distributions From net investment income (.07) (.11) - (.16) (.01) (.003) In excess of net investment income (.06) - - - - - From net realized gain (.27) - - - (.63) (.107)(S DIAMOND) Total distributions (.40) (.11) - (.16) (.64) (.110) Net asset value, end of period $ 18.54 $ 17.48 $ 12.00 $ 13.15 $ 12.89 $ 15.78 TOTAL RETURN (dagger) 8.56% 47.06% (8.75)% 3.37% (14.99)% 13.65% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 458,866 $ 493,533 $ 116,277 $ 95,051 $ 86,354 $ 111,811 Ratio of expenses to average net assets 1.59%* 1.59% 1.84% 1.88% 1.59% 1.40% Ratio of net investment income to average net assets (.19)%* .15% .65% .12% .88% (.18)% Portfolio turnover rate 169%* 77% 105% 143% 118% 133% * ANNUALIZED (TRI) AS OF NOVEMBER 1, 1991, THE FUND DISCONTINUED THE USE OF EQUALIZATION ACCOUNTING. (dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. ** NET INVESTMENT INCOME (LOSS) PER SHARE HAS BEEN CALCULATED BASED ON AVERAGE SHARES OUTSTANDING DURING THE PERIOD. (S DIAMOND) INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME.
DIVERSIFIED INTERNATIONAL INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 90.1% SHARES VALUE (NOTE 1) ARGENTINA - 0.8% Banco de Galicia Y Buenos Aires SA sponsored ADR representing Class B shares 50,000 $ 1,518,750 05953820 Telecom Argentina Stet France 150,000 823,647 90899992 YPF Sociedad Anonima sponsored ADR representing Class D shares 20,000 495,000 98424510 2,837,397 AUSTRALIA - 4.7% Adelaide Brighton Cement Ord. 329,025 388,332 00699692 Advance Bank Australia Ltd. 150,000 1,040,761 00699210 Alcan Australia Ltd (b) 250,000 366,592 06099G92 Australia & New Zealand Banking Group Ltd. (b) 658,286 2,217,805 05252810 Boral Ltd. Ord. 330,000 856,858 09950910 CSR Ltd. 400,000 1,373,376 12639610 Caltex Australia Ltd. 500,000 1,072,950 13199392 Commonwealth Bank of Australia (c) 100,000 587,977 20299492 Email Ltd. 230,285 817,026 29099292 Metal Manufactures Ltd. 400,000 1,101,564 60199B92 National Australia Bank Ltd. 300,000 2,549,328 63252510 Pioneer International Ltd. 100,000 206,006 72371110 QBE Insurance Group Ltd. Ord. 100,000 393,415 74799892 Santos Ltd. (b) 422,602 1,206,127 80302110 Weston (George) Foods Ltd. 150,000 863,725 96199F22 Westpac Banking Corp. 200,000 679,536 96121410 Westralian Sands Ltd. 145,700 416,877 96199A22 16,138,255 AUSTRIA - 0.2% Verbund Gesellschaft 10,000 532,817 92299999 BELGIUM - 0.6% Delhaize 13,000 520,663 24650010 Union Miniere SA (b) 20,000 1,521,704 90707392 Union Miniere SA (warrants) (b) 20,000 160,673 90707393 2,203,040 BRAZIL - 0.6% Telebras PN (Pfd. Reg.) 60,000,000 2,163,428 95499792 CANADA - 1.4% Abitibi-Price, Inc. 100,000 1,184,277 00368010 Canadian Pacific Ltd. Ord. 100,000 1,609,170 13644030 Dreco Energy Services Ltd. Class A (b) 20,000 185,000 26152820 FCA International Ltd. (b) 173,300 470,005 30290110 Germany Fund of Canada Trust 10,000 103,963 37390110 Intera Information Technologies Corp. Class A (b) 24,000 112,823 45837K10 Midland Walwyn, Inc. (b) 150,000 1,193,317 59780110 4,858,555 FINLAND - 2.9% Cultor OY, Series II Ord. (b) 30,000 795,303 23099093 Instrumentarium Class B (b) 63,000 1,681,898 45780510 Lassila & Tikahoja OY 14,000 436,483 66899D22 Metsa Serla B 20,000 840,109 59299992 Nokia AB free shares 50,000 4,293,888 65599992 Repola OY 49,100 872,653 75999A92 Tietotehdas OY B 60,000 1,041,735 93999892 9,962,069 FRANCE - 10.3% Alcatel Alsthom CGE 12,000 1,452,810 01390492 Assurances Generales (Reg.) 8,000 767,762 04557510 Bertrand Faure SA (b) 1,075 108,108 08599392 Bon Marche (AU) SA 15,000 2,134,146 09799492 SHARES VALUE (NOTE 1) CGIP 14,000 $ 2,956,875 12506610 Credit Commercial France Ord. (b) 277 1,248 22499398 Credit Local De France (c) 15,000 1,100,212 22699892 De Dietrich et CIE 6,000 2,969,247 24699293 Eridania Beghin SAY Group Ord. (b) 20,000 3,209,615 07720310 Essilor International SA 6,000 780,488 29728599 Eurafrance (Societe) (b) 100 36,939 29899892 Europeene de Prop (Sep) 24,455 1,638,113 29899792 Finextel 50,000 1,316,719 32299292 Generale des Eaux 32 14,614 37099210 IDIA (Inst. de Devel. des Ind. Agr.) 30,000 1,172,322 45199D22 Lafarge Coppee 25,000 2,028,102 50586310 Pechiney International 5,400 155,567 71099094 Pernod-Ricard 15,000 1,012,725 71404310 Peugeot SA Ord. (b) 10,000 1,581,831 71682510 Schneider SA (b) 20,833 1,671,648 80687410 Societe Generale Class A 20,000 2,255,214 83357799 Thomson C.S.F. 20,000 602,333 88431610 Total Compagnie Francaise des Petroles Class B 49,228 2,862,498 20434510 UIC (Union Inds. de Credit) (b) 5,081 389,741 90299E92 Vallourec (b) 30,000 1,741,782 92017610 Zodiac SA (b) 3,193 1,256,207 96599492 35,216,866 GERMANY - 8.5% Andrea Noris Zahn 10,000 2,318,621 03499892 Bayer AG 20,000 4,761,790 07273010 Colonia Verischerung AG 1,200 983,071 19619991 Commerzbank AG 10,000 2,170,496 20259710 Commerzbank (warrants) (b) 300 63,120 20299033 Deutsche Babcock AG 20,000 3,230,955 25159991 Deutsche Bank AG 13,000 6,140,024 25152592 Herlitz AG 4,000 1,013,301 42799392 Holsten Brauerei AG 2,666 918,755 43899D92 IKB AG (Deutsche Industriebank) 5,600 1,029,262 45999992 Karstadt AG 3,000 1,140,871 48576499 Kaufhof AG 2,000 659,008 48615210 New Germany Fund, Inc. (The) 100,000 1,250,000 64446510 Pfaff (GM) Ord (b) 8,000 1,257,557 71699592 Rosenthal AG 6,600 1,217,050 77774310 Thyssen AG Ord. 5,000 865,480 88629110 29,019,361 HONG KONG - 3.3% Cafe de Coral Holdings Ltd. 1,000,000 618,150 12799092 Cathay Pacific Airways Ltd. 200,000 289,978 14890610 Cheung Kong Ltd. 350,000 1,653,785 16674410 Culturecom Holdings Ltd. 2,000,000 225,260 23099322 Dairy Farm International Holdings Ltd. Ord. 550,000 804,562 23385910 Hang Lung Development Corp. 200,000 344,350 41099310 Hong Kong Electric Holdings Ord. 150,000 442,735 43858010 Hong Kong Land Holdings Ltd. 200,000 561,834 43858292 Hopewell Holdings Ltd. 1,000,000 893,240 44099999 Hutchison Whampoa Ltd. Ord. 350,000 1,438,566 44841510 Jardine Matheson & Co. Ltd. Ord. 24 157 47111510 Lai Sun Garment International Ltd. 300,000 563,130 50699093 Mandarin Oriental International Ltd. Ord. 400,000 522,996 56259499 Shun Tak Holdings Ltd. 685,244 731,841 82799192 Sime Darby Hong Kong Ltd. 200,000 321,048 82899392 Sing Tao Holdings Ltd. 250,000 343,055 82877099 Sun Hung Kai Properties Ltd. 200,500 1,206,940 86676H10 Winsor Industrial 300,000 442,737 97551099 11,404,364 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) INDIA - 0.1% Reliance Industries Ltd. GDS (c) 30,000 $ 510,000 75947093 INDONESIA - 0.1% Bank Dagang Nas Indonesia PT 275,000 401,687 06099Q22 IRELAND - 1.0%. Bank of Ireland U.S. Holdings, Inc. 150,000 616,864 06278793 Crean (James) Ltd. Ord. 100,000 421,130 22699D25 Elan PLC ADR 12,400 407,650 28413120 IAWS Group PLC A (U.K. Reg.) 300,000 400,620 45399H23 Independent News 192,496 963,972 45399E92 Waterford Foods PLC Class A 300,000 464,355 94199392 3,274,591 ISRAEL - 0.3% ECI Telecom Ltd. 50,000 1,031,250 26825810 ITALY - 3.6% Fiat Spa 700,000 3,045,924 31562110 SIP Spa 1,376,010 4,117,462 78401792 Stet (Societa Finanziaria Telefonica Spa) Ord. 1,300,000 5,041,855 85982510 12,205,241 JAPAN - 28.0% Aichi Machine Industries 100,000 644,145 02299192 Aisin Seiki Co. Ltd. 50,000 595,883 00999999 Akita Bank 100,000 718,999 00999692 Aoyama Trading Co. Ord. 16,000 740,668 03799092 Aplus Co. Ltd. 150,000 812,568 03899A92 Bandai Co. Ltd. (warrants #3) 400 730,000 06099193 Canon, Inc. 100,000 1,625,135 13780199 Dai-Tokyo Fire & Marine Insurance Ord. 150,000 1,152,369 23399210 Daidoh Ltd. 150,000 1,366,591 56299292 Daiwa Securities 200,000 3,132,080 23499010 Ezaki Glicko Co. 75,000 805,180 30199492 Fuji Oil Co. Ltd. 150,000 1,375,455 35999310 Fuji Photo Film Co. Ltd. 50,000 1,078,499 35958610 Futaba Corp. 50,000 1,974,786 36399292 Hanshin Department Store 242,000 1,906,824 41199292 Hisamitsu Pharmaceutical Co. 70,000 675,662 46699092 Hitachi Ltd. 800,000 7,564,264 43357810 Honda Motor Co. Ltd. 100,000 1,654,683 43812810 House Food Industrial 55,000 1,159,263 44144610 Izumiya Co. Ltd. 100,000 1,881,217 46599310 Kao Corporation 250,000 3,028,662 48599210 Kasumi Stores 80,000 776,126 48599310 Kirin Brewery Co. Ltd. 200,000 2,403,230 49712510 Konica Corp. 109,000 719,295 50046M10 Matsushita Electric Industrial Co. Ltd. 400,000 6,579,336 57687910 Matsuya Denki Co. Ltd. 60,000 596,868 57699890 Mitsubishi Heavy Industry 200,000 1,329,656 60699310 Nakayama Steel Works Ltd. 100,000 633,310 62999310 Nippon Trust Bank Ltd. Ord. 150,000 749,040 66799892 Nissei Sangyo 100,000 1,408,451 66699592 Nomura Securities Co. Ltd. 200,000 4,353,394 65536130 Ohbayashi Corp. 200,000 1,359,204 67090410 Omron Corp. 100,000 1,585,738 68215110 Pokka Corp. 50,000 822,417 73299999 RICOH Co. Ltd. Ord. 200,000 1,701,960 76565999 Renown Look, Inc. 70,000 758,397 75999J22 Royal Co. Ltd. 165,000 2,437,703 77999110 Sekisui Chemical 200,000 2,048,656 81699210 Sekisui House Ltd. 150,000 1,876,293 81607810 Shintokogio Ltd. 80,000 619,324 97199392 Sony Corp. 100,000 5,673,200 83569999 TDK Corp. 75,000 3,383,236 87235110 SHARES VALUE (NOTE 1) Takasago Thermal Engineering Co. 40,000 $ 618,536 87699892 Takeda Chemical Industries Ltd. 300,000 3,545,751 87405810 Takuma Co. Ltd. 70,000 1,041,071 87406099 Toenec Corporation. 55,000 666,306 96599592 Tokyo Style Co. Ltd. 150,000 2,733,183 88999410 Toshiba Corp. 250,000 1,895,992 89149310 Toyoda Boshoku Corp. 150,000 723,924 89799B92 Toyota Motor Corporation 200,000 3,920,024 89399999 Yamaha Motor Co. Ltd. 100,000 886,438 98456092 Yamatake Honeywell Co. Ltd. 130,000 2,074,264 98491099 Zenitaka Corp. 150,000 1,032,699 64099292 95,575,955 KOREA (SOUTH) - 0.6% Samsung Electronics Co. Ltd.: GDR representing common (b) (c) 1,516 69,357 79605060 GDS (c). 30,000 1,920,000 79605020 1,989,357 LUXEMBOURG - 0.7% Minorco SA ADR 120,000 2,385,000 60434020 MEXICO - 0.8% Banacci SA de CV Class C 40,000 271,363 06399893 Cemex SA, Series B 50,000 1,084,226 15299293 Groupo Televisa GDS (c) 10,000 528,125 40049J20 Grupo Carso SA de CV Class A-1 50,000 498,468 40099594 Grupo Financiero Bancomer SA de CV sponsored ADR, Series C (c) 20,000 492,500 40048610 2,874,682 NETHERLANDS - 3.3% Akzo NV Ord. 7,000 843,469 01019910 Borsumij Wehry NV 5,100 448,327 09985610 International Nederlanden Groep CVA 15,000 626,986 46099892 MacIntosh Confectionary Works 12,600 415,362 58199292 Philips Electronics 55,000 1,608,672 71833799 Pirelli Tyre Holdings NV Ord. 38,700 385,645 72499092 Royal Dutch Petroleum Co. 40,000 4,360,000 78025770 Telegraaf CVA 15,000 1,325,074 87940410 Twentsche Kabel Holding NV 10,000 1,104,228 91030099 Volmac Software Groep NV 27,700 337,204 92899292 11,454,967 NETHERLANDS ANTILLES - 0.1% Intrum Justitia NV (Reg.) 160,000 262,224 46299292 NEW ZEALAND - 0.8% Brierley Investments Ltd. 2,578,459 1,950,321 10901410 Fletcher Challenge Ltd. (Reg.) 350,000 681,044 33999592 Wrightson Ltd. 100,000 59,472 98299322 2,690,837 NORWAY - 2.2% Bergesen Group Class A 50,000 1,109,390 08399010 Bonheur AS 14,000 275,464 09799399 Color Lines 130,815 529,386 19699492 Ganger Rolf 14,000 271,556 36472010 Helikopter Services 15,000 192,573 42499192 Norsk Hydro AS ADR (b) 15,000 508,125 65653160 Orkla AS Class B (non-vtg.) 20,000 633,538 39299192 Saga Petroleum AS B 100,000 1,102,413 84099794 Smedvig Tankships Ltd. Ord. (c) 40,000 365,000 83169E20 Unitor AS 60,500 1,207,282 91699392 Wilrig AS 310,800 1,236,070 97199092 7,430,797 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) PANAMA - 0.1% Banco Latino Americano de Exportaciones SA Class E 10,000 $ 380,000 06199A92 PHILIPPINES - 0.3% First Philippine Fund 50,000 893,750 33610010 PORTUGAL - 0.1% Banco Portuguese Invest. SA: (Reg.) 10,500 208,581 05999G93 (New) 1,400 27,811 05999G95 236,392 SINGAPORE - 0.2% Hour Glass Ltd. 732,500 819,697 44199E22 SOUTH AFRICA - 0.2% Rustenberg Platinum Holding Ltd. ADR 35,000 621,250 78307820 SPAIN - 2.7% Argentaria Corp. Bancaria de ESP 4,200 182,507 21991392 Banco de Andalucia (Reg.) 2,000 226,555 08599193 Banco Popular Espanol 2,500 290,808 05999110 Corporacion Bancaria de Espana SA sponsored ADR 60,000 1,305,000 21991310 Electric Zaragosa 7,500 207,242 29599192 Electricas Reunidas Zaragoza (New) 1,875 50,877 29599194 Growth Fund of Spain, Inc. 150,000 1,518,750 39987710 Hidro Cantabrico 40,000 1,244,940 42899999 Iberdrola SA 26,000 186,756 45499892 Repsol SA sponsored ADR 73,900 2,438,700 76026T20 Telefonica de Espana SA sponsored ADR 35,000 1,426,250 87938220 9,078,385 SWEDEN - 0.6% Astra A Free 20,500 425,227 04632292 Frontline 114,000 306,809 35999F22 Mo Och Domsjoe (Modo) AB 20,000 787,701 61399792 SKF AB Ord. 5,300 109,241 78437530 Svenska Handelsbanken 30,000 464,744 86959991 2,093,722 SWITZERLAND - 3.7% Also Holding AG (Reg.) 6,000 1,069,023 02199F93 Bank of International Settlements 100 762,570 06299B22 Bucher Holding AG (Bearer) 400 1,356,947 08699292 Ciba-Geigy AG (Reg.) 320 190,885 17199492 Ciba Geigy Corp. (warrants) (b) 120 855 17199494 George Fischer AG (Bearer) (b) 700 743,328 33771110 Industrieholding Cham AG (Reg.) 1,200 966,397 85599922 Nestle SA (Reg.) 1,000 835,976 64106992 Oerlikon-Buhrle Holding Ltd. (Reg.) (b) 10,000 1,069,023 67199092 Pelikan Holdings AG 5,000 447,208 70599A22 Prodega AG (Bearer). 1,000 1,211,560 74599992 Roche Holdings Ltd. Part. Cert. 200 957,845 77157092 Sandoz PC 100 264,405 80005220 Sulzer Gebrueder PC 1,000 709,831 86557799 Swiss Reinsurance Corp.: (Reg.) (b) 1,100 468,802 87099393 A (warrants) (b) 1,000 3,385 87099D22 B (warrants) (b) 1,000 3,920 87099399 Winterthur Schweiz (Bearer) (b) 1,000 484,624 97629993 Zurich Versicherungs (Bearer) 1,000 930,050 99499592 12,476,634 THAILAND - 0.1% Thai Euro Fund IDR 10 270,000 UNITED KINGDOM - 7.2% Allied Lyons PLC (b) 90,000 801,696 01925510 Amstrad 600,000 291,360 03299110 SHARES VALUE (NOTE 1) Associated British Foods Ltd. Ord. (b). 150,000 $ 1,358,922 04551910 B.A.T. Industries PLC Ord. . 90,000 640,537 05527010 British Petroleum PLC: ADR 20,000 1,400,000 11088940 Ord. 3 18 11088910 British Telecommunications PLC Ord. 100,000 559,958 11102110 Cater Allen Holdings PLC 200,000 1,714,776 14899192 Cattles Holdings 333,917 749,944 14999B22 Clinton Cards PLC 100,000 235,213 18799292 East Midland Electricity PLC 70,000 590,080 27365394 Finlay (James) PLC 200,000 242,800 31799F92 Guinness PLC Ord. 100,000 727,641 40203310 Imperial Chemical Industries Ord. 110,000 1,370,455 45270440 Invesco Mim PLC 500,000 1,244,350 46199C92 Lilley PLC 300,000 17,073 53299692 Lloyds Chemists PLC 122,352 616,422 54099092 London & Manchester Group PLC 200,000 1,083,496 54190099 London International Group 300,000 478,014 54183310 Lonrho Ltd. Ord. 155,067 331,794 54337410 Manweb PLC 80,000 805,489 56508495 Northern Electricity PLC 50,000 469,666 68499B92 Norweb PLC 50,000 481,047 66934493 Peninsular & Oriental Steam Navigation Co. 100,000 1,077,425 70719030 Royale Insurance Co. Ltd. 305,084 1,217,599 78074910 Scottish Metro Property PLC 100,000 147,198 80999292 Seeboard PLC 90,000 421,334 81570594 SmithKline Beecham PLC ADR 50,000 1,362,500 83237840 South Wales Electricity PLC 45,000 435,674 84060794 Standard Chartered Bank 45,461 689,871 85256810 Tesco PLC Ord. 44,939 143,209 88157510 Vodafone Group PLC 81,648 673,401 92857T92 Vsel Consortium PLC 40,000 603,965 91828599 Watmoughs (Holdings) PLC 230,000 1,588,065 95599492 24,570,992 TOTAL COMMON STOCKS (Cost $283,063,996) 307,863,562 NONCONVERTIBLE PREFERRED STOCKS - 2.4% AUSTRIA - 0.3% Creditanstaldt Bank 17,000 999,441 22539210 BELGIUM - 0.2% Cockerill Sambre SA 100,000 560,011 19199392 CANADA - 0.6% Trilon Financial Corp. Class 1, Series A 192,200 2,154,552 89590330 GERMANY - 0.5% Hornback Holdings AG 500 498,791 44050799 Wella AG 2,000 1,076,179 94599999 1,574,970 ITALY - 0.8% Fiat Spa Privilege 1,000,000 2,784,210 31562120 TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $6,262,232) 8,073,184 CORPORATE BONDS - 0.5% MOODY'S PRINCIPAL RATINGS (E) AMOUNT (A) CONVERTIBLE BONDS - 0.4% CANADA - 0.4% Brascan Ltd. 7%, 10/15/02 - CAD 2,000,000 $ 1,403,052 105502AA NONCONVERTIBLE BONDS - 0.1% CANADA - 0.1% Stelco, Inc. 10 7/8%, 9/15/94 - CAD 500,000 361,612 8585258Y TOTAL CORPORATE BONDS (Cost $1,606,578) 1,764,664 REPURCHASE AGREEMENTS - 7.0% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 24,076,141 24,069,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $315,001,806) $ 341,770,410 FORWARD FOREIGN CURRENCY CONTRACTS SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO BUY 28,861,200 DEM 5/13/94 $ 17,437,090 $ 157,004 (Payable amount $17,280,086) THE VALUE OF CONTRACTS TO BUY AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 5.1% CONTRACTS TO SELL 28,861,200 DEM 5/13/94 $ 17,437,091 $ (880,643) 2,678,400,000 JPY 7/11/94 26,490,223 (661,872) TOTAL CONTRACTS TO SELL (Receivable amount $42,384,799) $ 43,927,314 $ (1,542,515) THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES -- 12.9% CURRENCY ABBREVIATIONS CAD - Canadian dollar DEM - German Deutsche mark JPY - Japanese yen LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $5,573,171 or 1.7% of net assets. (d) Standard & Poor's Corporation credit ratings are used in the absence of a rating by Moody's Investors Service, Inc. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $196,010,859 and $125,285,532, respectively. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $7,120 for the period (see Note 4 of Notes to Financial Statements). The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $3,190,000. The weighted average interest rate was 4.19%. Interest expense includes $1,113 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $315,011,018. Net unrealized appreciation aggregated $26,759,392, of which $37,571,590 related to appreciated investment securities and $10,812,198 related to depreciated investment securities. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Aerospace & Defense 1.2% Basic Industries 8.4 Conglomerates 0.4 Construction & Real Estate 4.6 Durables 12.0 Energy 5.4 Finance 17.9 Health 3.7 Industrial Machinery & Equipment 6.2 Media & Leisure 2.7 Nondurables 7.2 Repurchase Agreements 7.0 Retail & Wholesale 4.8 Services 1.2 Technology 9.2 Transportation 2.0 Utilities 6.1 100.0% DIVERSIFIED INTERNATIONAL FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $24,069,000) (cost $315,001,806) $ 341,770,410 (Notes 1 and 2) - See accompanying schedule Long foreign currency contracts held, at value (cost $17,280,086) (Note 2) 17,437,090 Short foreign currency contracts $ (43,927,314 (Note 2) ) Contracts held, at value Receivable for contracts held 42,384,799 (1,542,515 ) Cash 525 Receivable for investments sold 2,494,040 Receivable for fund shares sold 2,779,003 Dividends receivable 992,722 Interest receivable 20,671 Other receivables 14,259 TOTAL ASSETS 363,966,205 LIABILITIES Payable for foreign currency contracts held (Note 2) 17,280,086 Payable for investments purchased 11,476,381 Payable for fund shares redeemed 1,057,187 Accrued management fee 188,610 Other payables and accrued expenses 220,826 TOTAL LIABILITIES 30,223,090 NET ASSETS $ 333,743,115 Net Assets consist of (Note 1): Paid in capital $ 297,582,542 Undistributed net investment income 100,732 Accumulated undistributed net realized gain (loss) on investments 10,676,748 Net unrealized appreciation (depreciation) on: Investment securities 26,768,604 Foreign currency contracts (1,385,511 ) NET ASSETS, for 27,683,717 shares outstanding $ 333,743,115 NET ASSET VALUE, offering price and redemption price per share ($333,743,115 (divided by) 27,683,717 shares)(Note 4)$12.06
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 2,318,427 Dividends Interest 589,910 2,908,337 Less foreign taxes withheld (Note 1) (383,419 ) TOTAL INCOME 2,524,918 EXPENSES Management fee (Note 4) $ 1,096,161 Basic fee Performance adjustment (39,158 ) Transfer agent fees (Note 4) 558,328 Accounting fees and expenses 86,359 (Note 4) Non-interested trustees' compensation 835 Custodian fees and expenses 126,385 Registration fees 59,597 Audit 14,062 Legal 1,857 Interest (Note 5) 1,113 Miscellaneous 1,135 TOTAL EXPENSES 1,906,674 NET INVESTMENT INCOME 618,244 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 2) Net realized gain (loss) on: Investment securities 10,988,477 Foreign currency contracts (384,348 10,604,129 ) Change in net unrealized appreciation (depreciation) on: Investment securities 6,387,312 Foreign currency contracts (1,385,511 5,001,801 ) NET GAIN (LOSS) 15,605,930 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 16,224,174 OTHER INFORMATION $86,301 Accounting fees paid to FSC (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED) Operations $ 618,244 $ 998,691 Net investment income Net realized gain (loss) on investments 10,604,129 2,534,162 Change in net unrealized appreciation (depreciation) on investments 5,001,801 24,127,201 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 16,224,174 27,660,054 Distributions to shareholders (212,611 (425,331 From net investment income ) ) From net realized gain (2,126,206 - ) TOTAL DISTRIBUTIONS (2,338,817 (425,331 ) ) Share transactions 289,940,150 368,965,606 Net proceeds from sales of shares Reinvestment of distributions 2,282,423 411,649 Cost of shares redeemed (227,393,669 (178,021,677 ) ) Net increase (decrease) in net assets resulting from share transactions 64,828,904 191,355,578 TOTAL INCREASE (DECREASE) IN NET ASSETS 78,714,261 218,590,301 NET ASSETS Beginning of period 255,028,854 36,438,553 End of period (including undistributed net investment income of $100,732 and $893,244, respectively) $ 333,743,115 $ 255,028,854 OTHER INFORMATION Shares Sold 24,297,825 35,207,206 Issued in reinvestment of distributions 201,262 48,543 Redeemed (19,352,953 (17,022,973 ) ) Net increase (decrease) 5,146,134 18,232,776 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS YEAR ENDED DECEMBER 27, 1991 ENDED APRIL 30, OCTOBER 31, (COMMENCEMENT 1994 1993 OF OPERATIONS) TO (UNAUDITED) OCTOBER 31, 1992 SELECTED PER-SHARE DATA Net asset value, beginning of period $ 11.32 $ 8.46 $ 10.00 Income from Investment Operations Net investment income .03 .07 .07 Net realized and unrealized gain (loss) on investments .82 2.89 (1.61) Total from investment operations .85 2.96 (1.54) Less Distributions From net investment income (.01) (.10) - From net realized gain (.10) - - Total distributions (.11) (.10) - Net asset value, end of period $ 12.06 $ 11.32 $ 8.46 TOTAL RETURN (dagger)(diamond) 7.57% 35.38% (15.40)% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 333,743 $ 255,029 $ 36,439 Ratio of expenses to average net assets 1.36%* 1.47% 2.00%* Ratio of expenses to average net assets before expense reductions 1.36%* 1.47% 2.34%* Ratio of net investment income to average net assets .44%* .84% 1.38%* Portfolio turnover rate 99%* 56% 56%* * ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. (diamond) THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN.
INTERNATIONAL GROWTH & INCOME INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 49.4% SHARES VALUE (NOTE 1) AUSTRALIA - 0.3% Goodman Fielder Ltd. Ord. 4,500,000 $ 4,892,670 38238210 AUSTRIA - 0.2% Mayr Melnhof Karton AG (d) 50,000 3,193,458 57847192 BELGIUM - 0.2% Tessenderlo Chemie NV 8,900 2,648,615 88161299 BERMUDA - 0.4% ACE Ltd. 200,000 5,700,000 00499G92 CANADA - 2.6% Alcan Aluminum Ltd. 491,000 10,297,969 01371610 American Barrick Resources Corp. 53,000 1,221,794 02451E10 Canadian Pacific Ltd. Ord. 244,700 3,937,639 13644030 Cominco Fertilizer Ltd. 139,000 2,613,727 20043C10 Inco Ltd. 20,000 484,559 45325840 Methanex Corp. 450,400 4,845,376 59151K10 Midland Walwyn, Inc. (b) 500,000 3,977,725 59780110 Noranda, Inc. 154,000 2,686,953 65542210 QUNO Corp. 47,200 810,733 74726H10 Sherritt Gordon Mines Ltd. (b) 792,200 6,732,013 82428010 37,608,488 CHINA (PEOPLES REPUBLIC) - 0.1% Yizheng Chemical Fibre Co. Class H (d) 2,598,000 807,173 99599E22 DENMARK - 0.7% Den Danske Bank Group AS (b) 49,900 2,764,415 24820692 FLS Industries (Smidth) Class B 24,800 2,066,587 35599092 Unidanmark AS Class A 150,000 5,300,721 92399792 10,131,723 FINLAND - 0.6% Kone Corp. Class B Ord. 11,000 1,277,339 50400092 Outokumpu OY Class A 215,800 3,472,815 69099992 Repola OY 178,700 3,176,030 75999A92 7,926,184 FRANCE - 0.6% Alcatel Alsthom CGE 38,000 4,600,566 01390492 Unibail (b) 18,550 1,672,057 90499592 UFB Locabail SA 33,400 2,526,546 90599B92 8,799,169 HONG KONG - 0.2% Sun Hung Kai & Co. Ltd. 3,678,000 1,999,765 86690810 Sun Hung Kai Properties Ltd. 187,000 1,125,675 86676H10 3,125,440 GERMANY - 5.5% Bayer AG 32,600 7,761,717 07273010 Bayerische Motor Werke (BMW) (b) 22,500 12,256,650 05528310 Continental Gummi-Werke AG (b) 65,600 11,493,882 21199010 Deutsche Bank AG 26,000 12,280,048 25152592 Douglas Holdings AG 15,500 5,585,248 25950099 Hoechst AG Ord. 22,500 4,958,434 43439010 Karstadt AG 5,000 1,901,451 48576499 Kaufhof AG 17,700 5,832,225 48615210 Veba Vereinigte Elektrizetaets & Bergwerks AG Ord. 55,400 17,212,854 92239110 79,282,509 INDIA - 0.0% ITC Ltd. GDS (1 share & 1/3 warrant) (b)(d) 39,000 721,500 45031810 IRELAND - 0.1% Smurfit (Jeff) Group PLC 241,300 1,171,753 84699793 SHARES VALUE (NOTE 1) ITALY - 0.9% Fiat Spa 1,515,000 $ 6,592,250 31562110 SIP Spa 2,310,000 6,912,259 78401792 13,504,509 JAPAN - 22.9% Aiwa Co. Ltd. 169,000 4,327,786 00959999 Aoyama Trading Co. Ord. 119,000 5,508,717 03799092 Bridgestone Corp. 311,000 4,655,965 10844110 Canon, Inc. 706,000 11,473,453 13780199 Casio Computer Co. Ltd.: Ord. 832,000 10,325,228 14761893 (warrants) (b) 800 380,000 14761896 Daiwa Securities 1,009,000 15,801,344 23499010 Fujitsu Ltd. (b) 926,000 9,302,865 35959010 Hitachi Ltd. 1,848,000 17,473,450 43357810 Hitachi Ltd. ADR 77,000 7,305,375 43357850 Hitachi Maxell Ltd. 575,000 11,609,871 43358990 Honda Motor Co. Ltd. 1,000,000 16,546,830 43812810 Honda Motor Co. Ltd. ADR 130,000 4,290,000 43812830 Kamei Corp. 205,000 2,645,031 48399792 Kaneshita Construction Co. Ltd. Ord. (b) 137,000 2,374,865 49099592 Kenwood Corp. 263,000 2,276,933 49178692 Kokusai Securities 382,000 7,374,372 50299092 Komori Corp. 154,000 4,156,013 50046299 Kyocera Corporation 30,000 1,891,067 50155610 Marui Co. Ltd. 392,000 6,486,357 60444310 Matsushita Electric Industrial Co. Ltd. 946,000 15,560,130 57687910 Matsushita Electric Works Ltd. 530,000 6,003,151 57688110 Matsuzakaya Co. Ltd. 8,800 125,677 57699492 Nikko Securities 496,000 5,960,010 65399010 Nishimatsu Construction 185,000 2,113,662 65299C22 Nissan Motor Co. Ltd. Ord. 1,138,000 9,639,315 65474491 Nisshinbo Industries 385,000 4,057,423 65411310 Nitto Denko Corp. 370,000 5,357,038 65480230 Nomura Securities Co. Ltd. 662,000 14,409,734 65536130 Sekisui Chemical 774,000 7,928,299 81699210 Shinetsu Chemical 105,000 2,161,430 82499210 Sony Corp. 240,500 13,644,046 83569999 Sony Corp. ADR 36,100 2,017,088 83569930 Suzuki Motor Corp. 1,813,000 24,106,663 86958592 TDK Corp. 277,000 12,495,420 87235110 Taiyo Yuden Co. Ltd. 407,000 4,449,621 87404799 Tokyo Style Co. Ltd. 231,000 4,209,102 88999410 Toshiba Corp. 861,000 6,529,798 89149310 Toyobo Co. 1,575,000 6,996,213 90899392 Toyota Motor Corp. 716,000 14,033,686 89399999 Toyota Motor Corp. ADR 175,000 6,803,125 89233130 Uny Co. Ltd. 351,000 5,047,376 91529010 Yurtec Corp. (b) 154,000 3,837,486 97299492 Zexel Corp. 643,000 3,964,526 99099392 327,655,541 KOREA (SOUTH) - 0.2% Asia Motors Co., Inc. 61,200 992,596 04499B22 Korea Electric Power Corp. 35,000 1,213,321 50099B92 2,205,917 MALAYSIA - 0.0% Tenega Nasional BHD 3,000 16,693 92099992 MEXICO - 0.6% Grupo Financiero Bancomer SA de CV sponsored ADR, Series C (d) 182,000 4,481,750 40048610 Telefonos de Mexico SA sponsored ADR representing shares Ord. Class L 75,000 4,415,625 87940378 8,897,375 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) NETHERLANDS - 3.9% Akzo Nobel NV Ord. 83,300 $ 10,037,280 01019910 DSM NV 119,400 8,901,136 23332H92 International Nederlanden Groep CVA 90,000 3,761,917 46099892 KBB NV Ord. 71,600 4,099,694 48130092 KLM Royal Dutch Airlines Ord. (b) 110,000 3,169,944 48251620 Pirelli Tyre Holdings NV Ord. (b) 938,900 9,356,129 72499092 Schlumberger Ltd. 279,200 15,356,000 80685710 Twentsche Kabel Holding NV 15,000 1,656,343 91030099 56,338,443 NEW ZEALAND - 0.4% Brierley Investments Ltd. 7,147,211 5,406,079 10901410 NORWAY - 1.9% Bergesen Group Class B 50,000 1,109,390 08399011 Norsk Hydro AS: ADR (b) 47,300 1,602,288 65653160 Ord. 249,600 8,463,851 65653150 Olav Thon Eiendomsselskp Ord. 106,700 1,548,514 67941099 Orkla AS Class A Free shares 330,400 10,834,903 39299193 Saga Petroleum AS B Free shares 278,000 3,064,708 84099794 26,623,654 SINGAPORE - 0.0% Kim Eng Holdings Ltd. 310,000 550,259 49499D92 SOUTH AFRICA - 0.7% Anglo American Corp. of South Africa Ltd.: ADR 3,200 157,600 03486130 (Reg.) (b) 30,700 1,559,892 03486110 Buffelsfontein Gold Mining Co. Ltd.: ADR 76,300 758,231 11987120 Ord. 11,500 106,919 11987110 De Beers Consolidated Mines Ltd. ADR 25,600 608,000 24025330 Driefontein Consolidated Ltd.: ADR 42,500 488,750 26202640 Ord. 75,500 889,675 26202630 Free State Consolidated Gold Mines Ltd.: ADR 148,382 1,984,609 35614220 Ord. 25,578 352,562 35614210 Vaal Reefs Exploration & Mining Co. Ltd.: ADR 60,000 521,250 91850640 (Reg.) (b) 9,400 845,492 91850610 Western Deep Levels Ltd.: ADR 18,300 683,963 95807720 Ord. 14,700 572,108 95807710 9,529,051 SPAIN - 1.5% Argentaria Corp. Bancaria de Esp 264,000 11,471,867 21991392 FEC SA (Fuerzas Electricas Cataluna) Class E 750,000 5,565,457 35899E22 Union Electrica Fenosa 800,000 4,005,200 90659510 21,042,524 SWEDEN - 2.3% Aktiebolaget Electrolux 247,000 13,165,379 01019810 Avest Sheffield AB Ord. Free shares (b) 835,000 5,481,090 05399892 Frontline (b) 760,000 2,045,396 35999F22 SKF AB Ord. (b) 387,200 7,980,781 78437530 Scribona AB B Free shares (b) 68,500 449,646 81199B92 Skandinaviska Enskilda Banken Class A Free shares (b) 300,000 2,067,717 88099222 Trelleborg AB Class B Free shares (b) 100,000 1,378,477 89491010 32,568,486 SHARES VALUE (NOTE 1) SWITZERLAND - 0.1% Globus Magazine Part. Cert. 3,175 $ 2,115,686 37957792 UNITED KINGDOM - 1.4% British Petroleum PLC: ADR 76,500 5,355,000 11088940 Ord. 2,404,500 14,084,479 11088910 19,439,479 UNITED STATES OF AMERICA - 1.1% Amerada Hess Corp. 118,700 5,964,675 02355110 American Cyanamid Co. 120,700 5,672,900 02532110 American President Companies Ltd. 43,100 878,163 02910310 Imo Industries, Inc. 19,200 201,600 45254010 Kerr-McGee Corp. 61,000 2,729,750 49238610 15,447,088 TOTAL COMMON STOCKS (Cost $657,726,276) 707,349,466 PREFERRED STOCKS - 0.7% CONVERTIBLE PREFERRED STOCKS - 0.1% AUSTRALIA - 0.0% TNT Ltd. 8% 309,600 504,920 93599293 UNITED STATES OF AMERICA - 0.1% Unocal Corp. $3.50 (d) 28,800 1,548,000 91528920 TOTAL CONVERTIBLE PREFERRED STOCKS 2,052,920 NONCONVERTIBLE PREFERRED STOCKS - 0.6% AUSTRIA - 0.0% Maculan Holding Ord. 9,000 866,882 55699594 ITALY - 0.5% Fiat Spa D Risp Ord. 2,609,600 6,944,772 31599C95 KOREA (SOUTH) - 0.1% Daewoo Heavy Industries Ltd. 74,827 935,685 23999494 TOTAL NONCONVERTIBLE PREFERRED STOCKS 8,747,339 TOTAL PREFERRED STOCKS (Cost $9,095,382) 10,800,259 CORPORATE BONDS - 5.7% MOODY'S RATINGS PRINCIPAL AMOUNT (A) CONVERTIBLE BONDS - 5.1% ITALY - 0.9% Softe SA euro 4 1/4%, 7/30/98 (c) - ITL 15,865,000 12,706,200 84499DAA JAPAN (C) - 4.2% Bridgestone Corp.: 3.70%, 12/31/98 - JPY 166,000 2,084,611 1084419A 3 4/5%, 12/31/99 - JPY 170,000 2,134,843 1084419C Canon, Inc. 1.30%, 12/19/08 - JPY 1,569,000 17,617,046 1378019A Matsushita Electric Industrial Co. Ltd. 3.30%, 5/20/94 Aa2 JPY 1,113,000 10,962,271 5768799B CORPORATE BONDS - CONTINUED MOODY'S RATINGS PRINCIPAL AMOUNT (A) CONVERTIBLE BONDS - CONTINUED JAPAN - CONTINUED Matsushita Electric Works Co. Ltd. 2.70%, 5/31/02 - JPY 1,079,000 $ 12,859,198 5768819A Nippondenso Co. Ltd. 1 3/5%, 12/20/02 - JPY 813,000 9,769,171 6546379D Nishimatsu Construction 3.90%, 3/31/99 - JPY 264,000 3,081,250 65299CAA Shin-Etsu Chemical Co. Ltd. 1.30%, 3/31/99 A2 JPY 181,000 2,089,355 824992AA 60,597,745 TOTAL CONVERTIBLE BONDS 73,303,945 NONCONVERTIBLE BONDS - 0.6% CZECH REPUBLIC - 0.0% Komercni Banka 0%, 5/3/98 (e)(g) - CSK 30,000,000 998,637 50499CAB MEXICO - 0.6% Bancomext: euro: 8%, 4/14/00 Ba2 $ 1,000,000 907,500 0596129A 8%, 8/5/03 Ba2 1,500,000 1,276,875 0596129C 8%, 8/5/03 (d) Ba2 1,500,000 1,276,875 059612AD Cemex SA notes 8 7/8%, 6/10/98 (d) Ba2 3,000,000 2,932,500 151290AG Empaques Ponderosa SA euro 8 3/4%, 12/6/96 - 530,000 514,100 2915789B Empresas La Moderna SA 10 1/4%, 11/12/97 (d) - 1,000,000 1,030,000 292449AA 7,937,850 TOTAL NONCONVERTIBLE BONDS 8,936,487 TOTAL CORPORATE BONDS (Cost $80,922,246) 82,240,432 GOVERNMENT OBLIGATIONS (H) - 23.6% ARGENTINA - 6.7% Argentina Republic (e): BOCON: 0%, 4/1/01 - ARP 6,451,666 3,900,737 039995AH 0%, 4/1/01 B1 47,897,433 33,509,523 039995AF 0%, 9/1/02 - ARP 2,886,328 1,432,776 039995AJ 0%, 9/1/02 - 7,382,760 4,669,153 039995AM 0%, 4/1/07 - ARP 14,347,455 6,089,518 039995AW Brady euro 4 1/2%, 3/31/23 B1 28,000,000 14,805,000 039995AD euro 5%, 3/31/05 - 43,500,000 31,700,625 039995AU Province of Chaco 11 7/8%, 9/10/97 (g) - 300,000 297,750 74399JAA 96,405,082 BRAZIL - 0.7% Brazil Federative Republic IDU euro 4.3125%, 1/1/01 (e) - 12,870,000 9,346,837 1057569E MOODY'S RATINGS PRINCIPAL AMOUNT (A) CANADA - 2.7% Canadian Government: 6 1/2%, 6/1/04 Aaa CAD 17,000,000 $ 10,856,295 135087VD 9 1/2%, 6/1/10 Aaa CAD 17,000,000 13,416,808 135087RS Province of Ontario 7 3/4%, 12/8/03 Aa2 CAD 20,000,000 13,483,474 6832349H 37,756,577 CZECH REPUBLIC - 0.1% Czech Republic 14%, 7/8/96 - CSK 30,000,000 1,089,699 23299BAB DENMARK (C) - 2.4% Danish Government Bullet: 8%, 5/15/03 Aa1 DKK 104,300 16,959,368 249998AG 7%, 2/15/04 Aa1 DKK 116,250 17,679,009 249998AV 34,638,377 FINLAND - 0.7% Finnish Government 9 1/2%, 3/15/04 Aa2 FIM 52,000,000 10,361,265 3178739V FRANCE (C) - 4.7% French Government: OAT: 8 1/2%, 11/25/02 Aaa FRF 10,500 2,067,339 3517779U 8 1/2%, 4/25/03 Aaa FRF 50,000 9,840,050 351996AQ 8 1/2%, 4/25/23 Aaa FRF 25,000 5,001,325 351996AC Strips 4/25/23 Aaa FRF 1,327,500 27,239,769 8 1/2%, 12/26/12 Aaa FRF 120,000 23,567,340 3517779J 67,715,823 ITALY (C) - 2.9% Italian Government: euro 5 1/8%, 7/29/03 A1 ITL 500,000 5,111,800 46599BAY 11%, 6/1/03 Aa3 ITL 48,980,000 33,006,983 46599BAD 10%, 8/1/03 Aa3 ITL 4,700,000 3,046,070 46599BAW 41,164,853 MEXICO - 0.4% Mexican Government Brady 6.63%, 12/31/19 Ba2 FRF 54,750,000 5,951,090 597998VQ NEW ZEALAND - 1.7% Government of New Zealand 8%, 4/15/04 Aa3 NZD 40,900,000 24,804,408 6501629K UNITED STATES OF AMERICA - 0.6% U.S. Treasury Bills 0%, 5/5/94 Aaa $ 6,500,000 6,498,015 912794K4 U.S. Treasury Notes 9 1/4%, 1/15/96 Aaa 2,000,000 2,116,560 912827XB 8,614,575 TOTAL GOVERNMENT OBLIGATIONS (Cost $358,671,315) 337,848,586 INDEXED SECURITIES - 2.3% PRINCIPAL VALUE (NOTE 1) AMOUNT (A) UNITED STATES OF AMERICA - 2.3% Bankers Trust Company: 0%, 9/16/94 (indexed to value of 2.5-year United Kingdom securities, multipled 8, min. 92.43% of par) (e) $ 3,747,000 $ 3,503,070 06699DAU 4%, 9/29/94 (indexed to value of 2.5-year United Kingdom securities, multipled 8, min. 92.4% of par) (e) 1,650,000 1,550,010 06699DBD 0%, 12/23/94 (coupon inversely indexed to CAD Banker's Acceptance rate and principal indexed to value of 1-year Canadian securities, both multiplied by 13) (f) 2,000,000 1,077,200 0669919R 4.81%, 12/29/94 (coupon inversely indexed to HELIBOR and principal indexed to value of 2-year Finnish securities, both multiplied by 8) (f) 2,000,000 1,427,600 0669919S 0%, 1/26/95 (coupon inversely indexed to STIBOR and principal indexed to value of 2-year Swedish securities, both multiplied by 9) (f) 2,000,000 1,086,800 0669919Y 0%, 1/31/95 (coupon inversely indexed to STIBOR and principal indexed to value of 2-year Swedish securities, both multiplied by 9) (f) 1,200,000 683,400 06699DAC 0%, 2/22/99 (indexed to Japanese stock index minus S&P 500, multiplied by 1.226%) 3,000,000 2,780,700 06699DAL Bayerische Landesbank cert. of dep.: 4.9525%, 12/22/94 (coupon inversely indexed to HELIBOR and principal indexed to value of 2-year Finnish securities, both multiplied by 8) (f) 5,000,000 3,635,000 072999AP 0%, 1/25/95 (inversely indexed to 2-year SEK LIBOR, multiplied by 9) 1,000,000 553,300 072999AR 22.31%, 3/22/95 (coupon inversely indexed to HELIBOR and principal indexed to value of 3-year Finnish securities, both multiplied by 7) (f) 1,000,000 962,500 072999AX PRINCIPAL VALUE (NOTE 1) AMOUNT (A) Citibank Nassau: 4%, 9/29/94 (indexed to value of 2.5-year British securities, multiplied by 8, min. 92.11% of par) (e) $ 4,650,000 $ 4,316,595 223991CP 0%, 12/23/94 (coupon inversely indexed to STIBOR and principal indexed to value of 2-year Swedish securities, both multiplied by 9) (f) 5,000,000 3,050,500 223991BM 0%, 12/29/94 (coupon inversely indexed to CAD Banker's Acceptance rate and principal indexed to value of 1-year Canadian securities, both multiplied by 13) (f) 750,000 395,475 223991BP 0%, 1/18/95 (coupon inversely indexed to STIBOR and principal indexed to 2-year Swedish securities, both multiplied by 9) (f) 1,000,000 564,700 223991BQ ITT Corp. 3.66%, 6/27/94 (inversely indexed to 1-year SEK swap rate, multiplied by 10) 5,000,000 4,800,500 4506799M Merrill Lynch & Co. Inc. Japan Index equity participation securities 0%, 1/31/00 2,730,000 2,648,100 590188FE TOTAL INDEXED SECURITIES (Cost $41,727,000) 33,035,450 CERTIFICATES OF DEPOSIT - 0.1% MALAYSIA - 0.1% Public Bank Malaysia 6 1/2%, 9/14/94 (Cost $741,636) MYR 2,000,000 746,414 COMMERCIAL PAPER - 1.2% INDONESIA - 0.6% Indonesian Bank (SBI) (c): 0%, 5/13/94 IDR 3,500,000 $ 1,616,320 06099MAF 0%, 1/6/95 IDR 6,000,000 2,573,574 06099MAD 0%, 1/13/95 IDR 9,000,000 3,852,000 06099MAE 8,041,894 MALAYSIA - 0.6% Bank Negara Malaysia 0%, 9/7/94 MYR 25,000,000 9,137,285 06399DAP TOTAL COMMERCIAL PAPER (Cost $17,359,013) 17,179,179 REPURCHASE AGREEMENTS - 17.0% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 243,592,244 $243,520,000 PURCHASED OPTIONS - 0.0% EXPIRATION DATE/ UNDERLYING FACE STRIKE PRICE AMOUNT AT VALUE Put Option on JPY July 94/109.50 $ 26,962,474 $ 72,481 73499342 Put Option on JPY Aug. 94/103.71 19,407,958 283,033 TOTAL PURCHASED OPTIONS (Cost $1,237,289) 355,514 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $1,411,000,157) $ 1,433,075,300 WRITTEN OPTIONS EXPIRATION DATE/ UNDERLYING FACE UNREALIZED STRIKE PRICE AMOUNT AT VALUE GAIN/(LOSS) Call Option on JPY July 94/106.50 $ 26,223,776 $ (918,783) Call Option on JPY Aug. 94/102.50 19,181,523 (95,038) TOTAL WRITTEN OPTIONS (Premium Received $1,186,602) $ 45,405,299 $ (1,013,821) THE FACE VALUE OF WRITTEN CALL OPTIONS AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 3.2% FUTURES CONTRACTS EXPIRATION UNDERLYING FACE UNREALIZED DATE AMOUNT AT VALUE GAIN/(LOSS) PURCHASED 1,490 Nikkei Stock Average Contracts June 1994 $ 149,517,850 $ (3,497,850) THE FACE VALUE OF FUTURES PURCHASED AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 10.4% FORWARD FOREIGN CURRENCY CONTRACTS SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO BUY 57,984,888 ATS 5/10/94 $ 4,988,861 $ 191,051 15,081,500 CHF 5/2/94 10,748,163 134,116 436,080,216 ESP 5/3/94 15,907,790 382,616 29,798,500 FRF 5/2/94 5,265,683 62,068 4,674,834 GBP 5/16/94 to 6/29/94 7,084,232 111,253 14,046,900 NLG 5/10/94 to 6/6/94 25,863,551 585,669 40,902,500 SEK 5/5/94 5,366,536 184,544 TOTAL CONTRACTS TO BUY (Payable amount $73,573,499) $ 75,224,816 $ 1,651,317 THE VALUE OF CONTRACTS TO BUY AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 5.2% FORWARD FOREIGN CURRENCY CONTRACTS SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO SELL 86,437,500 ATS 5/10/94 $ 7,436,846 $ (317,972) 911,402,478 BEF 5/4/94 to 6/30/94 26,691,766 (1,043,721) 34,189,203 CAD 5/18/94 to 6/29/94 24,654,156 109,783 30,163,000 CHF 5/2/94 to 8/2/94 21,511,130 (517,935) 62,747,600 DEM 5/11/94 to 7/18/94 37,910,257 (2,135,257) 40,175,400 DKK 7/7/94 6,176,175 (176,175) 2,142,588,492 ESP 5/3/94 15,907,791 (902,583) 483,259,930 FRF 5/2/94 to 8/8/94 85,201,080 (1,885,885) 4,674,834 GBP 5/16/94 to 6/29/94 7,084,232 (125,729) 32,855,839,375 JPY 5/31/94 to 7/25/94 324,297,021 (14,144,997) 138,720,515 NLG 5/10/94 to 6/13/94 74,640,877 (2,304,895) 40,902,500 SEK 5/5/94 5,366,536 (247,645) TOTAL CONTRACTS TO SELL (Receivable amount $613,184,856) $ 636,877,867 $ (23,693,011) THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 44.4% CURRENCY ABBREVIATIONS ARP - Argentinean peso ATS - Austrian schilling BEF - Belgian franc GBP - British pound CAD - Canadian dollar CSK - Czech koruna DKK - Danish krone NLG - Dutch guilder FIM - Finnish markka FRF - French franc DEM - German Deutsche mark IDR - Indonesian rupiah ITL - Italian lira JPY - Japanese yen MYR - Malaysian ringgit NZD - New Zealand dollar SEK - Swedish krona CHF - Swiss franc LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Principal amount in thousands (d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $15,991,256 or 1.1% of net assets. (e) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. (f) Inverse floating rate security is a security where the coupon is inversely indexed to a floating interest rate multiplied by a specified factor. If the floating rate is high enough, the coupon rate may be zero or be a negative amount that is carried forward to reduce future interest and/or principal payments. The price may be considerably more volatile than the price of a comparable fixed rate security. (g) Restricted securities - investment in securities not registered under the Securities Act of 1933 (see Note 2 of Notes to Financial Statements). Additional information on each holding is as follows: ACQUISITION ACQUISITION SECURITY DATE COST Province of Chaco 11 7/8%, 9/10/97 3/9/94 $ 308,208 Komercni Banka 0%, 5/3/98 3/3/94 $ 1,006,711 (h) Most foreign government obligations have not been individually rated by S&P or Moody's. The ratings listed are assigned to securities by FMR, the fund's investment adviser, based principally on S&P and Moody's ratings of the sovereign credit of the issuing government. OTHER INFORMATION The composition of long-term debt holdings as a percentage of total value of investment in securities, is as follows: MOODY'S RATINGS S&P RATINGS Aaa, Aa, A 14.9% AAA, AA, A 15.1% Baa 0.0% BBB 0.0% Ba 0.9% BB 2.8% B 4.1% B 0.0% Caa 0.0% CCC 0.0% Ca, C 0.0% CC, C 0.0% D 0.0% For some foreign government obligations, FMR has assigned the ratings of the sovereign credit of the issuing government. The percentage not rated by either S&P or Moody's amounted to 3.6%. FMR has determined that unrated debt securities that are lower quality account for 0.4% of the total value of investment in securities. At the end of the period, restricted securities (excluding 144A issues) amounted to $1,296,387 or 0.1% of net assets. Purchases and sales of securities, other than short-term securities, aggregated $1,176,229,208 and $856,869,097, respectively. The market value of futures contracts opened and closed amounted to $289,800,600 and $140,282,750, respectively. The following is a summary of the fund's written options activity: AGGREGATE NUMBER OF FACE VALUE CONTRACTS OF CONTRACTS Call Option on JPY: Outstanding at November 1, 1993 - - Contracts opened 2 $ 46,419,120 Contracts closed - - Outstanding at April 30, 1994 2 $ 46,419,120 The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $9,815 for the period. The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $14,177,000 and $14,177,000, respectively. The weighted average interest rate was 3 7/8%. Interest expense includes $1,526 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $1,411,041,681. Net unrealized appreciation aggregated $22,033,619, of which $98,921,557 related to appreciated investment securities and $76,887,938 related to depreciated investment securities. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Basic Industries 6.6% Conglomerates 0.4 Construction & Real Estate 1.9 Durables 14.9 Energy 4.1 Finance 10.2 Government Obligations 24.1 Health 0.4 Industrial Machinery & Equipment 2.7 Nondurables 1.2 Precious Metals 0.5 Repurchase Agreements 17.0 Retail & Wholesale 2.6 Services 0.5 Technology 8.4 Transportation 0.8 Utilities 3.7 100.0% INTERNATIONAL GROWTH & INCOME FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $243,520,000) (cost $1,411,000,157) $ 1,433,075,300 (Notes 1 and 2) - See accompanying schedule Long foreign currency contracts held, at value (cost $73,573,499) 75,224,816 (Note 2) Short foreign currency contracts (Note 2) $ (636,877,867 Contracts held, at value ) Receivable for contracts held 613,184,856 (23,693,011) Cash 255,588 Receivable for investments sold 16,987,725 Receivable for fund shares sold 4,850,441 Dividends receivable 1,900,643 Interest receivable 9,131,479 Receivable for daily variation on futures contracts 149,000 TOTAL ASSETS 1,517,881,981 LIABILITIES Payable for foreign currency contracts held (Note 2) 73,573,499 Payable for investments purchased 34,906,042 Net payable for closed foreign currency contracts 54,654 Payable for fund shares redeemed 3,902,049 Accrued management fee 890,336 Written options, at value (premium received $1,186,602) 2,200,423 Other payables and accrued expenses 839,353 TOTAL LIABILITIES 116,366,356 NET ASSETS $ 1,401,515,625 Net Assets consist of (Note 1): Paid in capital $ 1,328,901,985 Undistributed net investment income 5,829,438 Accumulated undistributed net realized gain (loss) on investments 71,262,424 Net unrealized appreciation (depreciation) on: Investment securities 22,075,143 Foreign currency contracts (22,041,694) Futures contracts (3,497,850) Written options (1,013,821) NET ASSETS, for 80,470,637 shares outstanding $ 1,401,515,625 NET ASSET VALUE offering price and redemption price per share ($1,401,515,625 (divided by) 80,470,637 shares)(Note 4)$17.42
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 5,305,663 Dividends Interest 12,468,044 17,773,707 Less foreign taxes withheld (Note 1) (771,552 ) TOTAL INCOME 17,002,155 EXPENSES Management fee (Note 4) $ 4,730,611 Transfer agent fees (Note 4) 2,023,176 Accounting fees and expenses 261,998 (Note 4) Non-interested trustees' compensation 3,450 Custodian fees and expenses 486,697 Registration fees 56,570 Audit 22,120 Legal 6,610 Interest (Note 5) 1,526 Miscellaneous 3,589 TOTAL EXPENSES 7,596,347 NET INVESTMENT INCOME 9,405,808 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 2) Net realized gain (loss) on: Investment securities 67,735,791 Foreign currency contracts (4,728,562 ) Futures contracts 8,479,350 71,486,579 Change in net unrealized appreciation (depreciation) on: Investment securities (48,663,759 ) Foreign currency contracts (23,468,383 ) Futures contracts (3,497,850 ) Written options (1,013,821 (76,643,813 ) ) NET GAIN (LOSS) (5,157,234 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 4,248,574 OTHER INFORMATION Deferred sales charges withheld by $4,893 FDC (Note 4) Accounting fees paid to FSC $258,637 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED)
Operations $ 9,405,808 $ 2,629,481 Net investment income Net realized gain (loss) on investments 71,486,579 1,087,001 Change in net unrealized appreciation (depreciation) on investments (76,643,813) 73,793,319 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 4,248,574 77,509,801 Distributions to shareholders (3,499,228) (1,389,982) From net investment income From net realized gain (1,269,232) (29,697) In excess of net realized gain (1,646,787) - TOTAL DISTRIBUTIONS (6,415,247) (1,419,679) Share transactions 825,452,361 1,037,700,151 Net proceeds from sales of shares Reinvestment of distributions 6,281,537 1,310,736 Cost of shares redeemed (430,898,657) (172,260,456) Net increase (decrease) in net assets resulting from share transactions 400,835,241 866,750,431 TOTAL INCREASE (DECREASE) IN NET ASSETS 398,668,568 942,840,553 NET ASSETS Beginning of period 1,002,847,057 60,006,504 End of period (including undistributed net investment income of $5,829,438 and $3,611,891, respectively) $ 1,401,515,625 $ 1,002,847,057 OTHER INFORMATION Shares Sold 46,666,227 64,336,913 Issued in reinvestment of distributions 363,935 99,073 Redeemed (24,692,694) (10,819,492) Net increase (decrease) 22,337,468 53,616,494 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS ENDED YEARS ENDED OCTOBER 31, APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA 1993 1992 1991 1990 1989 Net asset value, beginning of period $ 17.25 $ 13.29 $ 13.99 $ 13.71 $ 12.87 $ 11.81 Income from Investment Operations Net investment income .13 .14** .31 .30(sub section) .25 .30 Net realized and unrealized gain (loss) on investments .15# 4.14 (.84) .41 .75 .96 Total from investment operations .28 4.28 (.53) .71 1.00 1.26 Less Distributions From net investment income (.06) (.31) (.16) (.38) (.16) (.13) From net realized gain (.02) (.01)(S DIAMOND) (.01)(S DIAMOND) (.05)(S DIAMOND) - (.07)(S DIAMOND) In excess of net realized gain (.03) - - - - - Total distributions (.11) (.32) (.17) (.43) (.16) (.20) Net asset value, end of period $ 17.42 $ 17.25 $ 13.29 $ 13.99 $ 13.71 $ 12.87 TOTAL RETURN (dagger)(diamond) 1.63% 32.94% (3.81)% 5.43% 7.79% 10.85% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000s omitted) $ 1,401,516 $ 1,002,847 $ 60,007 $ 49,738 $ 35,380 $ 26,333 Ratio of expenses to average net assets 1.26%* 1.52% 1.62% 1.89% 1.98% 1.92% Ratio of expenses to average net assets before expense 1.26%* 1.52% 1.62% 1.89% 1.98% 2.16% reductions Ratio of net investment income to average net assets 1.56%* .87% 2.78% 2.86% 2.31% 1.98% Portfolio turnover rate 184%* 24% 76% 117% 102% 147% * ANNUALIZED (sub section) INCLUDES $.02 PER SHARE FROM RECOVERY OF FOREIGN TAXES PREVIOUSLY WITHHELD ON DIVIDEND AND INTEREST PAYMENTS. (S DIAMOND) INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. ** NET INVESTMENT INCOME PER SHARE HAS BEEN CALCULATED BASED ON AVERAGE SHARES OUTSTANDING DURING THE PERIOD. (dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. # THE AMOUNT SHOWN FOR A SHARE OUTSTANDING DOES NOT CORRESPOND WITH THE AGGREGATE NET GAIN (LOSS) ON INVESTMENTS FOR THE PERIOD ENDED DUE TO THE TIMING OF SALES AND REPURCHASES OF FUND SHARES IN RELATION TO FLUCTUATING MARKET VALUES OF THE INVESTMENTS OF THE FUND. (diamond) THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN.
OVERSEAS INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 76.8% SHARES VALUE (NOTE 1) ARGENTINA - 0.1% YPF Sociedad Anonima sponsored ADR representing Class D shares 83,500 $ 2,066,625 98424510 AUSTRALIA - 2.0% Ampolex Ltd. Ord. 1,631,500 5,134,853 03212792 Brambles Industries 404,000 4,167,111 10599010 FAI Insurance Ltd. Ord. 3,866,800 2,655,293 30239330 Hazelton Airlines Ltd. 721,400 1,444,849 42199522 Lend Lease Corp. Ltd. 190,000 2,321,291 52599292 Pioneer International Ltd. 966,700 1,991,460 72371110 TNT Ltd. (b) 3,141,200 4,808,360 93599292 Westpac Banking Corp. 4,924,181 16,730,791 96121410 39,254,008 AUSTRIA - 0.6% Austrian Airlines/Oster Luftve 4,400 753,691 05299A22 Mayr Melnhof Karton AG (c) 33,000 2,107,682 57847192 OEMV AG 48,800 4,099,746 67399592 Steyr Daimler Puch AG 83,500 1,746,546 86099322 Verbund Gesellschaft 46,000 2,450,958 92299999 11,158,623 BELGIUM - 1.1% Delhaize 137,700 5,515,025 24650010 Petrofina SA 9,200 2,879,510 71648510 Solvay 27,505 13,386,979 83425810 21,781,514 BERMUDA - 0.2% Consolidated Electric Power Asia Ltd. sponsored ADR (c) 67,400 968,875 20855210 Jardine Strategic Holdings Ord. 894,500 3,277,063 47199020 4,245,938 BRAZIL - 0.7% Coteminas PN 4,900,000 1,328,390 22199692 Telebras PN (Pfd. Reg.) 344,286,800 12,413,994 95499792 13,742,384 CANADA - 0.6% Abitibi-Price, Inc. 274,700 3,253,209 00368010 Noranda, Inc. 460,700 8,038,178 65542210 11,291,387 FINLAND - 0.8% Amer Group Ltd. Class A 221,900 5,716,883 02351210 Huhtamaki Ord. 83,900 3,336,295 44499392 Kansallis-Osake-Pankki 322,600 728,740 48199210 Outokumpu OY Class A (b) 270,100 4,346,652 69099992 Repola OY 65,200 1,158,798 75999A92 Unitas Bank Ltd. B Free shares 109,200 291,529 90499123 15,578,897 FRANCE - 6.5% Accor SA 63,700 8,286,179 00439991 Assurances Generales (Reg.) 32,400 3,109,438 04557510 BNP Ord. 221,520 10,390,845 05599996 Bail Investissement (b) 7,900 1,354,365 05699092 Club Mediterranee 3,700 280,937 Credit Lyonnais CI 31,900 3,117,833 22799392 Elf Aquitaine 207,400 15,197,604 28627199 Financiere Bank de Suez Cie 105,900 6,118,542 31799110 GAN (Groupe des Assur. Natl.) 89,900 6,975,274 36599792 Klepierre SA (b) 3,600 402,121 49899822 Lafarge Coppee 187,400 15,202,651 50586310 Paribas SA (Cie Financiere) Class A (b) 57,600 4,415,186 73999192 SHARES VALUE (NOTE 1) Pechiney SA CIP 32,150 $ 2,284,252 70599310 Peugeot SA Ord. (b) 124,400 19,677,978 71682510 Plastic Omnium Cie 28,850 3,803,835 72799622 Rhone Poulenc SA Class A 292,750 8,014,667 76242695 Salomon SA 3,600 1,342,524 93099292 Skis Rossignol SA 710 253,482 83099C22 Sophia SA 12,375 1,058,590 84199C22 Total Compagnie Francaise des Petroles Class B 175,700 10,216,561 20434510 Unibail 47,340 4,267,126 90499592 Vallourec 51,500 2,990,059 92017610 128,760,049 GERMANY - 6.6% Allianz Versich Holdings Ord. (Reg.) (b) 3,350 5,241,717 01882495 BASF AG 26,900 5,355,605 05526230 Bayer AG 97,700 23,261,342 07273010 Bayerische Motor Werke (BMW) (b) 19,500 10,622,430 05528310 Computer AG (b) 8,600 3,847,642 20599492 Continental Gummi-Werke AG (b) 65,000 11,388,755 21199010 Deutsche Bank AG 33,300 15,727,908 25152592 Hoechst AG Ord. 101,300 22,323,972 43439010 Kolbenschmidt AG 9,300 1,326,965 50799792 Sixt AG Ord. (b) 6,035 1,988,558 83002199 Thyssen AG Ord. 87,400 15,128,549 88629110 Veba Vereinigte Elektrizetaets & Bergwerks AG Ord. 42,430 13,183,057 92239110 129,396,500 GHANA - 0.1% Ashanti Goldfields GDR (c) 49,000 1,078,000 HONG KONG - 0.5% Dairy Farm International Holdings Ltd. Ord. 1,196,000 1,749,557 23385910 Dickson Concept 3,952,000 2,660,368 25399210 Hong Kong Land Holdings Ltd. 1,311,000 3,682,822 43858292 Jardine Matheson & Co. Ltd. Ord. 316,000 2,065,841 47111510 10,158,588 INDIA - 0.0% ITC Ltd. GDS (warrants) (b)(c) 19,000 142,500 45031811 INDONESIA - 0.6% Astra International (For. Reg.) 110,000 836,527 04699894 Bank International Indonesia Ord. (b) 1,556,300 4,510,422 06199B92 Jakarta International Hotels & Development Ord. 3,017,400 4,337,482 47399693 Sampoerna, Hanjaya Mandala 400,000 3,060,468 82299892 12,744,899 IRELAND - 0.4% Bank of Ireland U.S. Holdings, Inc. 727,000 2,989,737 06278793 Fyffes PLC 1,306,100 1,922,553 34999G22 Independent 381,750 1,911,709 45399E92 Smurfit (Jeff) Group PLC 356,100 1,729,222 84699793 8,553,221 ITALY - 2.0% Alitalia (Linee Aeree Italy) Class A 3,333,000 3,110,789 01608910 Assicurazioni Generali Spa 478,200 13,962,474 04542910 Montedison Spa Ord. 6,337,300 6,314,422 61237610 SAI (Soc. Assicur Industriale) 355,000 5,160,255 78399110 SIP Spa 3,031,600 9,071,517 78401792 Safilo (Sta Azionaria Fab) Spa 371,800 2,203,986 78499999 39,823,443 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) JAPAN - 20.5% ADO Electronic Industrial Co. 76,000 $ 2,537,575 00699992 Advantest Corp. 143,000 4,859,156 00799010 Alpine Electronics, Inc. (warrant #1) 150 367,500 02099193 Alps Electric Co. Ltd. 271,000 3,790,209 02199292 Amadasonoike Co. Ltd. 219,000 1,660,889 02499492 Aoyama Trading Co. Ord. 105,000 4,860,633 03799092 Asahi Glass (warrants) (b) 200 200,000 04339392 Autobacs Seven Co. Ltd. 34,700 4,443,022 05299392 Bridgestone Corp. 441,000 6,602,189 10844110 Canon, Inc. 984,000 15,991,328 13780199 Canon, Inc. (warrants) (b) 150 150,000 13800695 Casio Computer Co. Ltd. Ord. 224,000 2,779,869 14761893 Chudenko Corporation 43,000 1,655,964 17123410 Cosmo Oil Company Ltd. 306,000 2,519,610 22199092 Daiwa House Industry Co. Ltd. 72,000 1,085,000 23406299 Daiwa House Industry Co. Ltd. (warrants) (b) 75 75,000 23406297 East Japan Railway Ord. (b) 1,100 5,222,102 27399722 Fujitsu Ltd. (b) 1,274,000 12,798,973 35959010 Futaba Industrial Co. Ltd. (b) 123,000 2,301,783 38299192 Hanshin Department Store 88,000 693,391 41199292 Hitachi Ltd. 2,409,000 22,777,890 43357810 Hitachi Maxell Ltd. 514,000 10,378,215 43358990 Honda Motor Co. Ltd. 622,000 10,292,128 43812810 Ishihara Sangyo Kaisha Ltd. 657,000 2,763,112 46427899 Izumi Co. Ord. 86,000 2,066,779 46399292 Japan Airlines Co. Ltd. 623,000 4,356,645 47103420 Joshin Denki Co. Ltd. Ord. 178,000 2,822,614 48199999 Kawasaki Steel Corp. 1,058,000 3,866,027 48636810 Komatsu Ltd. Ord. 693,000 6,197,617 50045899 Kyocera Corporation 26,000 1,638,925 50155610 Marubeni Corp. (b) 662,000 3,384,005 57381010 Marukyo Corp. 55,000 1,950,162 57899792 Matsushita Electric Industrial Co. Ltd. 779,000 12,813,257 57687910 Minebea Co. 924,000 6,188,518 60299392 Mitsubishi Heavy Industry 583,000 3,875,947 60699310 Mitsubishi Petro Chemical 464,000 3,107,654 60690910 Mitsubishi Trust & Banking 682,000 10,075,841 60699410 Mitsui Petrochemical Industries, Inc. (b) 385,000 3,090,464 60691110 Mitsui Trust and Banking 206,000 2,231,853 60684699 Murata Manufacturing Co. Ord. 403,000 17,464,791 62699110 NGK Spark Plug Co. (warrants) (b) 150 465,000 64499922 Nichido Fire & Marine Insurance Co. 710,000 5,860,141 65399920 Nikko Securities 269,000 3,232,344 65399010 Nippon Sheet Glass (warrants) (b) 350 153,125 65461393 Nippon Shinpan Ltd. 226,000 2,136,905 65461710 Nippon Telegraph & Telephone Ord. (b) 600 5,212,253 65462492 Nissan Motor Co. Ltd. Ord. 824,000 6,979,610 65474491 Nomura Securities Co. Ltd. 702,000 15,280,413 65536130 Oji Paper Ltd. (b) 359,000 3,429,825 67811810 Orix Corp. 441,000 16,809,513 68616710 Pioneer Electronic Corp. 134,000 3,444,696 72365710 Rohm Co. Ltd. 245,000 9,700,581 77536110 Sanwa Bank 183,000 3,965,330 80399410 Sharp Corp. 246,000 4,022,063 81989991 Sharp Corp. (warrants #1) (b) 900 522,752 81989994 Sony Corp. 278,700 15,811,208 83569999 Sumitomo Realty & Development Co. Ltd. 479,000 3,113,759 86562310 Sumitomo Rubber Industries 187,000 1,823,401 86699892 Sumitomo Trust & Banking Co. 414,000 5,708,658 86599310 Suzuki Motor Corp. 443,000 5,890,376 86958592 TDK Corp. 397,000 17,908,599 87235110 Tokio Marine & Fire Insurance Co. Ltd. (The) 675,000 8,642,767 88909099 Tokyo Electron Ltd. 75,000 2,385,994 89499999 SHARES VALUE (NOTE 1) Tokyo Electron Ltd. (warrant #2) (b) 500 $ 262,500 89499922 Tokyo Style Co. Ltd. 659,000 12,007,784 88999410 Toppan Printing (warrants) (b) 200 90,000 89074792 Toshiba Corp. 2,649,000 20,089,937 89149310 Toyobo Co. 713,000 3,167,175 90899392 Toyota Motor Corp. 1,007,000 19,737,321 89399999 Yamaha Motor Co. Ltd. (b) 22,000 195,016 98456092 403,985,683 KOREA (SOUTH) - 0.7% Cho Hing Bank Co. Ltd. 79,000 821,592 17099E22 Korea Electric Power Corp. 285,000 9,879,901 50099B92 Korea First Securities Co. (b) 5,100 104,816 50099K22 Kyungki Bank Ltd. (b) 135,000 1,462,486 61999922 Seoul Securities Co. (b) 120,870 2,124,989 83599P22 14,393,784 LUXEMBOURG - 0.3% Arbed SA 35,100 5,042,734 03899030 MALAYSIA - 0.6% Ekran BHD Ord. (b) 313,000 2,653,335 28299792 KL Industries Holdings BHD 570,000 898,274 49799B92 Magnum Corp. BHD 960,000 2,258,573 55999392 Resorts World BHD 497,000 2,784,000 76199592 Telekom Malaysia BHD 324,000 2,419,898 94099892 Time Engineering BHD (b) 317,000 1,000,319 93099592 12,014,399 MEXICO - 1.0% Grupo Dina (Consorcio G) ADR (b) 117,200 1,508,950 21030610 Grupo Financiero Bancomer SA de CV sponsored ADR, Series C (c) 189,800 4,673,825 40048610 Telefonos de Mexico SA sponsored ADR representing shares Ord. Class L 230,400 13,564,800 87940378 19,747,575 NETHERLANDS - 5.1% Akzo Nobel NV Ord. 135,400 16,315,099 01019910 DSM NV 122,400 9,124,783 23332H92 Fokker Aircraft Ord. 79,500 710,854 34419010 Frans Maas Groep NV (Koninklj) 90,600 2,464,476 35399322 Hoogovens en Staalfabrieken (b) 128,800 5,009,082 43888410 International Nederlanden Groep CVA 223,000 9,321,195 46099892 KBB (Kon Bijenkorf Beheer) NV: Ord. 56,700 3,246,544 48130092 (right) 56,700 24,433 48130095 KLM Royal Dutch Airlines Ord. (b) 145,100 4,181,444 48251620 Oce Van Der Grinten NV 288,500 12,680,637 67462710 Philips Electronics (b) 623,300 18,230,646 71833799 Pirelli Tyre Holdings NV Ord. (b) 1,788,000 17,817,402 72499092 Wereldhave NV 33,600 1,994,463 95199E22 101,121,058 NEW ZEALAND - 0.2%. Fletcher Challenge Ltd. (Reg.) (b) 1,665,500 3,240,797 33999592 NORWAY - 1.8% Bergesen Group: Class A 168,800 3,745,301 08399010 Class B 347,200 7,703,604 08399011 Christiania Bank Free shares Ord. (b) 1,760,000 3,548,934 17100792 Den Norske Bank Class A Free shares (b) 1,267,700 3,423,056 25299792 Norsk Hydro AS ADR (b) 66,200 2,242,525 65653160 Norske Skogindustrier AS: A Free shares (b) 127,200 3,017,541 66499594 (rights) (b) 127,200 33,726 66499596 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) NORWAY - CONTINUED Olav Thon Eiendomsselskp Ord. 81,300 $ 1,179,889 67941099 Orkla AS Class B (non-vtg.) 152,400 4,827,563 39299192 Unitor AS 286,300 5,713,137 91699392 35,435,276 SINGAPORE - 0.7% Neptune Orient Lines Ltd. (b) 9,003,000 13,143,480 64099610 Van Der Horst Ltd. 244,000 1,161,233 92099C22 14,304,713 SPAIN - 4.7% Acerinox SA (Reg.) 35,775 3,744,251 00499192 Argentaria Corp. Bancaria de Esp 108,600 4,719,109 21991392 Banco Bilbao Vizcaya SA Ord. (Reg.) 472,900 11,293,396 05945891 Banco Intercontinental Espanol 100,750 8,980,501 24699592 Corporacion Mapfre International Reas (Reg.) (b) 188,250 7,984,456 16899192 Empresa Nacional de Celulosa SA 92,300 1,600,896 29299N22 FOCSA (Fomento Construciones Contrata) 43,975 4,883,389 34418599 FOCSA (Fomento Construciones Contrata) (c) 16,000 1,776,787 34418593 Iberdrola SA 729,500 5,239,940 45499892 Repsol SA: Ord. (b) 359,700 11,996,678 76026T10 sponsored ADR 46,600 1,537,800 76026T20 Telefonica de Espana SA Ord. 1,422,400 19,335,138 87938210 Union Electrica Fenosa 1,513,200 7,575,836 90659510 Uralita SA (b) 238,450 2,479,704 91799310 Vallehermoso SA 25,583 494,082 91899224 93,641,963 SWEDEN - 3.7% ASG AB Class B Free Shares Ord. 84,200 1,437,030 16599C22 Aktiebolaget Electrolux 251,700 13,415,894 01019810 Frontline (b) 453,000 1,219,163 35999F22 ICB Shipping Class B (b) 108,333 1,308,456 44999B92 Investor AB B Free shares 114,700 2,815,888 46199A92 Marieberg Tidnings A Free shares (b) 84,000 2,216,592 56799392 SKF AB Ord. (b) 660,600 13,615,970 78437530 Scribona AB B Free shares 17,900 117,499 81199B92 Skandia Forsikring (rights) 114,600 130,893 83055592 Skandia International Holding Co. AB ADR 114,600 2,061,178 83055510 Skandinaviska Enskilda Banken Class A Free shares 1,178,600 8,123,371 88099222 Skanska Class B (b) 487,200 12,024,734 93899392 Volvo Aktiebolaget Class B 160,700 15,000,157 92885630 73,486,825 SWITZERLAND - 5.7% Adia SA (Bearer) 46,800 8,138,260 00699793 Alusuisse Lonza (Reg.) 33,611 16,288,693 02239994 Baloise Holding (Reg.) (b) 6,700 12,271,674 05899195 C.S. Holdings (Reg.) (b) 135,600 11,548,445 17599795 Ciba-Geigy AG: (Reg.) 36,665 21,871,222 17199492 (warrants) (b) 1,480 10,548 17199494 Fischer (Georg) AG (Reg.) 23,300 4,616,328 33771192 Globus Magazine Part. Cert. 9,400 6,263,764 37957792 Holderbank Financiere AG PC (Bearer) 28,325 19,379,254 43479593 Surveillance, Societe Generale (Bearer) (b) 1,690 2,541,353 86901193 Swiss Bank Corp. (Bearer) (b) 31,050 8,674,482 87083610 Von Roll AG (Reg.) 17,350 1,854,755 94599094 113,458,778 SHARES VALUE (NOTE 1) THAILAND - 0.2% Phatra Thanakit (For. Reg.) 11,300 $ 384,146 71799593 Ruam Pattana Fund II (For. Reg.) 2,683,000 1,571,648 76999523 Ruang Khao Unit Trust (For. Reg.) (b) 2,633,900 1,647,504 77399393 3,603,298 UNITED KINGDOM - 8.8% Avon Rubber 147,800 1,356,934 05399010 BET Public Ltd. Co. Ord. 4,570,000 8,599,369 05538H10 Barclays PLC Ord. 1,396,700 10,809,410 06738E10 Bass PLC Ord. 753,400 6,505,293 06990492 British Petroleum PLC Ord. 1,296,300 7,593,142 11088910 British Steel PLC Ord. 6,075,300 14,059,399 11101510 British Vita Ord. 1,115,900 5,198,677 11199192 English China Clay PLC 1,248,800 9,153,117 29321792 Forte PLC (b) 1,521,100 5,470,606 34999592 General Electric PLC Ord. 1,165,100 5,357,165 36963940 Great Universal Stores PLC Ord. Class A 658,400 5,994,732 39133420 Ladbroke Group PLC Ord. 4,086,800 11,504,179 50572799 Lloyds Abbey Life 589,200 3,384,212 53801099 London International Group 783,900 1,249,051 54183310 Midlands Electricity PLC 856,200 7,405,916 59780293 National Westminster Bank PLC Ord. 918,080 6,290,234 63853930 North West Water Ord. 721,600 5,288,989 67299195 RTZ Corp. PLC Ord. (b) 273,400 3,509,923 74974K50 Rolls Royce Ltd. Ord. 1,600,399 4,942,208 77577910 Royale Insurance Co. Ltd. 825,500 3,294,595 78074910 Sainsbury J. PLC Ord. 501,200 2,829,324 78710310 Sedgwick Group 307,400 918,966 81482610 Shanks & McEwan Group PLC 704,200 1,143,431 81999294 Taylor Woodrow PLC 1,177,500 2,644,547 87667410 Trafalgar House PLC Ord. 1,020,900 1,626,682 89270710 Vickers PLC Ord. units 5,188,775 15,747,932 92549310 Vodafone Group PLC 490,000 4,041,329 92857T92 Whitbread Class A 1,346,600 11,116,452 96341499 Willis Coroon PLC Ord. (b) 1,760,900 6,145,866 97062410 173,181,680 TOTAL COMMON STOCKS (Cost $1,237,442,272) . . . . . . . . . . . . . . . . . . . . 1,516,435,139 NONCONVERTIBLE PREFERRED STOCKS - 4.8% AUSTRIA - 0.6% Creditanstaldt Bank (b) 160,500 9,435,895 22539210 Maculan Holding Ord. 18,300 1,762,660 55699594 11,198,555 GERMANY - 0.7% Boss (Hugo) AG 4,250 2,703,144 44451094 FAG Kugelfischer Georg Schaef 35,200 5,022,491 50105492 Porsche AG Ord. 10,300 5,436,457 73380110 13,162,092 ITALY - 3.4% Banco Ambro Veneto N/C Risp 2,320,900 4,873,844 06399592 Fiat Spa Priv. cumulative 5,409,600 15,061,462 31562120 Gilardini Risp Spa 460,400 926,187 40099392 SAI (Sta. Assicur. Industriale) N/C Risp 1,190,200 9,217,016 78399192 SIP (Societa Ital. Per L'Eser) Spa Di Risp N/C Ord. 350,000 866,323 78401796 Stet (Societa Finanziaria Telefonica Spa) 10,868,400 35,571,730 85982592 Unicem Di Risp 368,900 1,884,367 91199792 68,400,929 NONCONVERTIBLE PREFERRED STOCKS - CONTINUED SHARES VALUE (NOTE 1) KOREA (SOUTH) - 0.1%. Korea First Securities Co. (b) 67,462 $ 1,261,205 50099K23 TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $58,784,694) 94,022,781 CORPORATE BONDS - 0.1% MOODY'S RATINGS PRINCIPAL AMOUNT (A) CONVERTIBLE BONDS - 0.1% GRAND CAYMAN - 0.1% Bangkok Land euro 4 1/2%, 10/13/03 (c) - $ 600,000 531,000 06099LAA CTII Overseas Finance Ltd. euro 4 1/4%, 11/18/98 (c) - 605,000 490,050 126995AA Peregrine Investment Financial Cayman Ltd. 4 1/2%, 12/1/00 (c) - 1,200,000 954,000 693393AA TOTAL CORPORATE BONDS (Cost $2,405,000) 1,975,050 GOVERNMENT OBLIGATIONS (F) - 1.9% ARGENTINA - 0.5% Argentina Republic BOCON 4%, 4/1/01 (d) B1 14,720,251 10,298,435 039995AF BRAZIL - 0.5% Brazil Federative Republic IDU euro 4.3125%, 1/1/01 (d) B2 13,315,500 9,670,382 1057569E DENMARK - 0.5% Danish Government Bullet 7%, 12/15/04 Aa1 DKK 62,500,000 9,504,845 249998AV FRANCE - 0.4% French Government Strips 0%, 4/25/23 Aaa FRF 420,000,000 8,618,232 351996BL TOTAL GOVERNMENT OBLIGATIONS (Cost $40,691,887) 38,091,894 INDEXED SECURITIES - 0.6% UNITED STATES OF AMERICA - 0.6% Bankers Trust Company 0%, 1/31/95 (coupon inversely indexed to STIBOR and principal indexed to value of 2-year Swedish securities, both multiplied by 9) (e) 1,000,000 569,500 06699DAC Bayerische Landesbank cert. of dep. 6.2675%, 1/27/95 (coupon inversely indexed to HELIBOR and principal indexed to value of 2-year Finnish securities, both multiplied by 8) (e) 8,300,000 5,121,100 072999AU PRINCIPAL VALUE (NOTE 1) AMOUNT (A) Citibank Nassau: 0%, 1/31/95 (coupon inversely indexed to STIBOR and principal indexed to 2-year Swedish securities, both multiplied by 9) (e) $ 700,000 $ 412,860 223991BT 4 5/8%, 7/30/96 (inversely indexed to 1-year SEK swap rate, multiplied by 10) (d) 1,125,000 883,462 223991AH ITT Corp. 3.66%, 6/27/94 (inversely indexed to 1-year SEK swap rate, multiplied by 10) 5,000,000 4,800,500 4506799M TOTAL INDEXED SECURITIES (Cost $16,125,000) 11,787,422 REPURCHASE AGREEMENTS - 15.8% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 311,756,460 311,664,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $1,667,112,853) . . . . . . . . . . . . . . . . . . . . $1,973,976,286 FORWARD FOREIGN CURRENCY CONTRACTS SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO BUY 1,172,422,435 BEF 5/4/94 $ 34,366,702 $ 661,874 75,419,000 CHF 5/9/94 53,748,628 965,621 79,820,931 DKK 5/16/94 12,304,070 281,759 3,956,826,000 ESP 5/3/94 29,377,717 625,057 59,195,000 FIM 5/5/94 11,049,038 457,129 73,880,000 NOK 5/2/94 10,308,574 221,328 90,507,500 SEK 5/5/94 11,874,866 459,043 TOTAL CONTRACTS TO BUY (Payable amount $159,357,784) $ 163,029,595 $ 3,671,811 THE VALUE OF CONTRACTS TO BUY AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 8.3% FORWARD FOREIGN CURRENCY CONTRACTS - CONTINUED SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO SELL 1,172,422,435 BEF 5/4/94 $ 34,366,702 $ (1,797,150) 75,419,000 CHF 5/9/94 53,748,628 (1,847,202) 79,820,931 DKK 5/16/94 12,304,070 (540,441) 3,956,826,000 ESP 5/3/94 29,377,717 (1,591,505) 59,195,000 FIM 5/5/94 11,049,038 (377,504) 425,178,909 FRF 5/16/94 75,076,044 (2,941,532) 5,889,637,000 JPY 7/6/94 58,230,216 (1,230,216) 21,434,577 NLG 6/13/94 11,529,049 (113,226) 73,880,000 NOK 5/2/94 10,308,574 (433,549) 90,507,500 SEK 5/5/94 11,874,866 (547,978) TOTAL CONTRACTS TO SELL (Receivable amount $296,444,601) $ 307,864,904 $ (11,420,303) THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 15.6% CURRENCY ABBREVIATIONS BEF - Belgian franc DKK - Danish krone NLG - Dutch guilder FIM - Finnish markka FRF - French franc JPY - Japanese yen NOK - Norwegian krone ESP - Spanish peseta SEK - Swedish krona CHF - Swiss franc LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $12,722,719 or 0.6% of net assets. (d) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. (e) Inverse floating rate security is a security where the coupon is inversely indexed to a floating interest rate multiplied by a specified factor. If the floating rate is high enough, the coupon rate may be zero or be a negative amount that is carried forward to reduce future interest and/or principal payments. The price may be considerably more volatile than the price of a comparable fixed rate security. (f) For some foreign government obligations have not been rated by S&P or Moody's. The ratings listed are assigned to securities by FMR, the fund's investment adviser, based principally on S&P and Moody's ratings of the sovereign credit of the issuing government. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $650,869,056 and $496,426,949, respectively. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $3,822 for the period. INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $1,667,315,363. Net unrealized appreciation aggregated $306,660,923, of which $342,407,559 related to appreciated investment securities and $35,746,636 related to depreciated investment securities. At October 31, 1993, the fund had a capital loss carryforward of approximately $46,417,000 which will expire on October 31, 2001. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Aerospace & Defense 0.3% Basic Industries 11.4 Conglomerates 0.2 Construction & Real Estate 4.4 Durables 12.6 Energy 3.6 Finance 17.5 Government Obligations 1.9 Health 1.6 Industrial Machinery & Equipment 3.8 Media & Leisure 2.1 Nondurables 1.9 Precious Metals 0.1 Repurchase Agreements 15.8 Retail & Wholesale 2.0 Services 2.4 Technology 7.6 Transportation 3.0 Utilities 7.8 100.0% OVERSEAS FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $311,664,000) (cost $1,667,112,853) $ 1,973,976,286 (Notes 1 and 2) - See accompanying schedule Long foreign currency contracts held, at value (cost $159,357,784) (Note 2) 163,029,595 Short foreign currency contracts $ (307,864,904 (Note 2) ) Contracts held, at value Receivable for contracts held 296,444,601 (11,420,303) Cash 121,399 Receivable for investments sold 12,880,917 Receivable for fund shares sold 10,546,710 Dividends receivable 5,220,075 Interest receivable 916,851 Other receivables 15,417 TOTAL ASSETS 2,155,286,947 LIABILITIES Payable for foreign currency contracts held (Note 2) 159,357,784 Payable for investments purchased 28,615,163 Payable for fund shares redeemed 2,940,025 Accrued management fee 1,328,718 Other payables and accrued expenses 1,308,601 TOTAL LIABILITIES 193,550,291 NET ASSETS $ 1,961,736,656 Net Assets consist of (Note 1) Paid in capital $ 1,647,091,794 Distributions in excess of net investment income (14,895,486) Accumulated undistributed net realized gain (loss) on investments 30,425,407 Net unrealized appreciation (depreciation) on: Investment securities 306,863,433 Foreign currency contracts (7,748,492) NET ASSETS, for 67,780,950 shares outstanding 1,961,736,656 NET ASSET VALUE and redemption price per share ($1,961,736,656 (divided by) 67,780,950 shares) (Note 4) $28.94 Maximum offering price per share (100/97.00 of $28.94) (Note 4) $29.84
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 11,298,515 Dividends Interest 5,135,710 16,434,225 Less foreign taxes withheld (Note 1) (911,587 ) TOTAL INCOME 15,522,638 EXPENSES Management fee (Note 4) $ 6,432,030 Basic fee Performance adjustment 264,345 Transfer agent fees (Note 4) 2,608,135 Accounting fees and expenses 330,062 (Note 4) Non-interested trustees' compensation 4,909 Custodian fees and expenses 736,020 Registration fees 99,284 Audit 42,759 Legal 11,508 Miscellaneous 8,439 TOTAL EXPENSES 10,537,491 NET INVESTMENT INCOME 4,985,147 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 2) Net realized gain (loss) on: Investment securities 78,583,929 Foreign currency contracts (1,547,765 77,036,164 ) Change in net unrealized appreciation (depreciation) on: Investment securities 58,545,163 Foreign currency contracts (11,307,078 47,238,085 ) NET GAIN (LOSS) 124,274,249 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 129,259,396 OTHER INFORMATION $997,546 Sales charges paid to FDC (Note 4) Accounting fees paid to $330,034 FSC (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED) Operations $ 4,985,147 $ 10,233,528 Net investment income Net realized gain (loss) on investments 77,036,164 (49,776,636) Change in net unrealized appreciation (depreciation) on investments 47,238,085 370,524,952 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 129,259,396 330,981,844 Distributions to shareholders (13,783,657) (11,187,669) From net investment income In excess of net investment income (9,769,269) - From net realized gain - (75,938,524) TOTAL DISTRIBUTIONS (23,552,926) (87,126,193) Share transactions 865,135,868 854,803,474 Net proceeds from sales of shares Reinvestment of distributions 22,885,934 84,813,750 Cost of shares redeemed (522,657,933) (494,651,306) Net increase (decrease) in net assets resulting from share transactions 365,363,869 444,965,918 TOTAL INCREASE (DECREASE) IN NET ASSETS 471,070,339 688,821,569 NET ASSETS Beginning of period 1,490,666,317 801,844,748 End of period (including under (over) distribution of net investment income of $(14,895,486) and $ 1,961,736,656 $ 1,490,666,317 $7,779,873, respectively) OTHER INFORMATION Shares Sold 30,931,925 35,327,981 Issued in reinvestment of distributions 855,350 4,255,602 Redeemed (18,895,005) (21,200,545) Net increase (decrease) 12,892,270 18,383,038 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS ENDED YEARS ENDED OCTOBER 31, APRIL 30, 1994 (UNAUDITED) SELECTED PER-SHARE DATA 1993 1992(TRI) 1991 1990 1989 Net asset value, beginning of period $ 27.16 $ 21.96 $ 26.92 $ 27.47 $ 26.30 $ 25.30 Income from Investment Operations Net investment income .14 .27 .46 .54(sub section) .35 .30 Net realized and unrealized gain (loss) on investments 2.07 7.40 (3.82) .45 2.16 1.28 Total from investment operations 2.21 7.67 (3.36) .99 2.51 1.58 Less Distributions From net investment income (.25) (.37) (.44) (.46) (.21) (.24) In excess of net investment income (.18) - - - - - From net realized gain - - (2.10)(S DIAMOND) (1.16) (1.08)(S DIAMOND) (1.13)(S DIAMOND) (.34)(S DIAMOND) Total distributions (.43) (2.47) (1.60) (1.54) (1.34) (.58) Net asset value, end of period $ 28.94 $ 27.16 $ 21.96 $ 26.92 $ 27.47 $ 26.30 TOTAL RETURN (dagger) 8.27% 39.01% (13.05)% 4.12% 9.58% 6.40% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000s omitted) $ 1,961,737 $ 1,490,666 $ 801,845 $ 969,436 $ 1,011,152 $ 876,567 Ratio of expenses to average net assets 1.28%* 1.27% 1.52% 1.53% 1.26% 1.06% Ratio of net investment income to average net assets .61%* 1.00% 1.78% 2.19% 1.34% 1.06% Portfolio turnover rate 67%* 64% 122% 132% 96% 100% * ANNUALIZED (TRI) AS OF NOVEMBER 1, 1991, THE FUND DISCONTINUED THE USE OF EQUALIZATION ACCOUNTING. (dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. (sub section) INCLUDES $.08 PER SHARE FROM RECOVERY OF FOREIGN TAXES PREVIOUSLY WITHHELD ON DIVIDEND AND INTEREST PAYMENTS. (S DIAMOND) INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME.
WORLDWIDE INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 75.8% SHARES VALUE (NOTE 1) ARGENTINA - 0.1% Cinba SA Ord. 131,159 $ 420,550 17899B92 AUSTRALIA - 0.2% Fosters Brewing Group Ltd. 1,212,500 1,066,782 35025810 BELGIUM - 0.5% GB-INNO-BM SA GIB 50,000 2,301,614 36149699 DENMARK - 0.8% Burmeister & Wain Holdings AS, Series B (New) 3,120 209,436 12299296 Unidanmark AS Class A 115,000 4,063,830 92399792 4,273,266 FINLAND - 1.6% Enso Gutzeit OY R Free shares 195,000 1,397,941 29357810 Kansallis-Osake-Pankki 585,000 1,321,492 48199210 Kone Corp. Class B Ord. 13,000 1,509,582 50400092 Repola OY 87,600 1,556,912 75999A92 Unitas Bank Ltd. 90499122: A Free shares 270,000 766,179 B Free shares 591,700 1,579,650 90499123 8,131,756 FRANCE - 4.3% Bail Investissement (b) 27,300 4,680,276 05699092 Coflexip sponsored ADR 108,000 2,443,500 19238410 Immeubles de France, Ste Des (b) 37,655 3,760,176 44999C22 Klepierre SA (b) 34,400 3,842,489 49899822 Pechiney SA CIP 27,000 1,918,346 70599310 UFB Locabail SA 34,000 2,571,933 90499592 Unibail (b) 28,000 2,523,860 90599B92 21,740,580 GERMANY - 4.1% Bayer AG 7,200 1,714,244 07273010 Bremer Vulkan AG 98,000 5,925,030 10689999 Commerzbank (Rfd) 250 52,600 20299033 Commerzbank AG 2,509 544,577 20259710 Deutsche Babcock AG 5,500 888,513 25159991 Deutsche Bank AG (warrants) (b) 9,500 1,404,897 25152596 Felten & Guilleaume Enrg. AG (b) 1,900 416,415 31499292 Herlitz AG 2,800 709,311 42799392 Hoesch AG 3,100 412,334 43438199 Karstadt AG DM 50 3,000 1,140,871 48576499 Linotype-Hell AG (Bearer) (b) 6,400 1,509,069 53599092 Mannesmann AG (Rfd.) 912 256,948 56311595 Mannesmann AG Ord. 7,300 2,085,399 56377510 Rheinhold & Mahla AG 6,200 1,450,665 76299692 Sixt AG 16,000 1,033,132 83002195 Sixt AG Ord. (b) 748 246,469 83002199 Thyssen AG Ord. 4,200 727,001 88629110 20,517,475 HONG KONG - 0.8% First Pacific Co. Ltd. 2,428,000 1,092,260 33699192 Fortei Holdings Ltd. 7,012,000 1,397,912 34999D22 Kong Wah Holdings Ltd. (b) 2,520,000 544,799 50599B92 Kumagai Gumi (b) 922,000 978,731 50099210 4,013,702 INDIA - 0.7% Arvind Mills Ltd. units (c) 210,800 1,159,400 04334810 Indian Aluminum Ltd. GDR (c) 273,700 2,189,600 45410110 3,349,000 INDONESIA - 0.6% Astra International (For. Reg.) 11,000 83,653 04699894 Bank Dagang Nas Indonesia PT 45,500 66,461 06099Q22 SHARES VALUE (NOTE 1) Barito Pacific Timber (For. Reg.) (b) 171,000 $ 681,927 06799F23 Dharmala International Land 975,000 1,695,427 25399592 Pan Brothers Textile PT 900,000 573,840 69799492 3,101,308 IRELAND - 0.1% Aran Energy (b) 1,536,000 675,963 03899999 ITALY - 2.7% Cementerie di Sardegna Spa 538,000 2,663,321 15199F22 Cogefar-Impresit Cost Gen Spa 1,300,000 2,106,923 19199092 Consorzio di Credit Oper. Pubbl. (Cogefar) (warrants) 1,300,000 1,459,263 21099922 Fidis Spa Ord. 1,100,000 4,550,601 31650010 Fila Holding Spa sponsored ADR (b) 153,000 2,122,875 31685010 Istituto Mobiliare Italiano 24,000 199,026 45777M92 Simint Ord. (b) 465,600 518,827 83799492 13,620,836 JAPAN - 14.3% Akita Bank 132,000 949,079 00999692 Aomori Bank Ltd. 260,000 1,633,804 02399592 Bandai Co. Ltd. 46,800 2,060,436 06099192 Bank of the Ryukyus 17,000 971,141 83499192 Bridgestone Corp. 155,000 2,320,497 10844110 Charle Co. Ltd. 55,000 1,327,194 15999392 Daiichi Corp. Ord. 122,000 3,136,216 23599B92 Daito Trust Construction 76,000 2,021,078 24999492 Daiwa Securities 96,000 1,503,398 23499010 Fuji Distribution Co. 182,600 1,501,733 36299992 Fukushima Bank Ltd. 287,000 1,580,153 36099A92 Hankyu Department Stores, Inc. 167,000 2,171,180 41099192 Hanshin Department Store 403,000 3,175,414 41199292 Higo Bank Ltd. Ord. 178,000 1,362,218 43299192 Hyogo Bank Ltd. 392,000 1,304,995 44999292 Iwate Bank 32,000 1,733,478 45699392 Joyfull Co. Ltd. (b) 39,000 852,753 49499F22 Kanamoto Co. Ltd. 51,000 1,537,083 48399B22 Kaneshita Construction Co. Ltd. Ord. (b) 145,000 2,513,543 49099592 Kanto Auto Works Co. Ltd., Yokosuka 202,000 1,378,765 48599092 Keio Teito Electric Railway (b) 234,000 1,288,348 48766710 Kenwood Corp. 99,000 857,096 49178692 Koa Fire & Marine Insurance Co. Ltd. 167,000 1,157,963 49999010 Kumagai Gumi Co. Ltd. (warrants) 7,600 570,000 50125193 Matsuya Co. Ltd. 181,000 1,167,685 57699E22 Mazda Motor Corp. (b) 255,000 1,326,110 57878592 Michinoku Bank 195,000 1,569,142 59499392 Mitsubishi Motors Corp. (b) 198,000 1,751,247 60899692 Mitsubishi Trust & Banking 105,000 1,551,266 60699410 Namura Shipbuilding (b) 90,000 640,894 62999892 Nichii Co. Ltd. 66,000 1,001,083 65299110 Nomura Securities Co. Ltd. 117,000 2,546,735 65536130 Onward Kashiyama Co. Ltd. (warrants) (b) 850 977,500 48551393 Shimzu Bank Ltd. 29,000 2,230,769 82499592 Sogo Co. Ltd. 387,000 2,515,709 83599K22 Sony Corp. ADR 21,000 1,173,375 83569930 Sumitomo Marine and Fire 220,000 2,136,512 94599392 Sumitomo Trust & Banking Co. 134,000 1,847,730 86599310 Tachi-S Co. Ltd. 120,000 1,157,096 88099392 Tobu Railway Co. Ltd. (warrants) (b) 500 175,000 88739192 Toho Bank Ord. 195,000 1,402,048 91799192 Tokio Marine & Fire Insurance Co. Ltd. (The) 110,000 1,408,451 88909099 Tokyo Nissan Auto Sales Co. Ltd. 262,000 2,528,908 88998599 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) JAPAN - CONTINUED Tokyu Department Stores Co. Ltd. 364,000 $ 2,384,124 88914593 Toyoda Auto Loom Works Ltd. 130,000 2,240,718 89200910 72,639,667 LUXEMBOURG - 0.4% Scandinavian Broadcasting Corp. (b) 71,000 1,828,250 80699E92 MEXICO - 3.7% Banacci SA de CV: Class B (b) 245,000 1,500,765 06399896 Class C 55,000 373,124 06399893 Class L (b) 92,000 624,134 06399895 Cemex SA, Series B 90,000 1,951,608 15299293 Grupo Carso SA de CV Class A-1 (b) 315,000 3,140,352 40099594 Grupo Financiero Bancomer SA de CV sponsored ADR, Series C (c) 89,000 2,191,625 40048610 Grupo Tribasa SA de CV sponsored AD R (b) 300,042 7,351,029 40049F10 Telefonos de Mexico SA sponsored ADR representing shares Ord. Class L 29,000 1,707,375 87940378 18,840,012 NETHERLANDS - 5.3% Akzo NV Ord. 10,400 1,253,154 01019910 Bam Groep NV 18,600 1,152,168 05999892 CVG (Crown Van Gelder) 26,000 2,247,778 12699292 Draka Holding NV 48,700 1,114,867 26199B22 Econosto NV 170,000 2,215,998 27903299 Geveke Trade 88,200 1,724,568 37431310 Heidemij NV (b) 100,400 1,066,750 42099522 Hoogovens en Staalfabrieken (b) 49,300 1,917,296 43888410 KBB (Kon Bijenkorf Beheer) NV: Ord. 13,800 790,164 48130092 (rights) 13,800 5,947 48130095 Kempen & Company NV 269,000 1,999,568 48899D22 MacIntosh Confectionary Works (b) 62,000 2,043,846 58199292 Philips Electronics (b) 29,400 859,909 71833799 Pirelli Tyre Holdings NV Ord. (b) 171,500 1,708,996 72499092 Samas-Groep NV 57,250 1,788,580 79499110 Telegraaf 23,700 2,093,617 87940410 Volker Stevin NV 42,600 2,111,069 92868894 Wereldhave NV 8,800 522,359 95199E22 26,616,634 NORWAY - 2.3% Bolig Og Naerings Banken 113,000 2,317,997 09799F22 Color Lines 312,600 1,265,039 19699492 Den Norske Bank Class A Free shares (b) 674,700 1,821,832 25299792 Mosvold Shipping AS B 221,700 1,299,368 62099294 Petroleum Geo Services AS (b) 53,000 739,593 71699E92 Smedvig AS 92,200 1,055,023 79799892 Smedvig AS (rights) 92,200 3,217 79799895 Sparebanken Norway Prime share cert. (b) 75,000 1,412,902 84699E22 Vital Forsikring Free shares 186,500 1,899,848 93999692 11,814,819 PORTUGAL - 0.5% Engil Soc. de Const. 21,000 307,934 29299192 Engil Soc. de Const. (New) 12,600 184,760 29299197 Mundicenter Soc Imobil SA 72,000 2,073,465 62699592 2,566,159 SINGAPORE - 0.7% Jurong Cement (b) 1,110,000 3,355,197 48299792 SHARES VALUE (NOTE 1) SOUTH AFRICA - 0.4% Anglo American Corp. of South Africa Ltd.: ADR 10,000 $ 492,500 03486110 (Reg.) (b) 30,000 1,524,324 03486130 2,016,824 SPAIN - 2.9% Banco Bilbao Vizcaya SA Ord. (Reg.) 154,600 3,692,026 05945891 Banco Central SA (Reg.) 101,000 2,205,682 05947010 Banco de Santander Ord. (Reg.) 8,000 351,792 05957410 Banco de Valencia SA (Reg.) 210,000 2,573,817 Banco Pastor SA (b) 80,475 3,777,917 05999792 Conservera Campo Frio 34,000 1,742,618 20899292 Hisalba (b) 15,000 268,524 46199592 14,612,376 SWEDEN - 7.4% ASG AB Class B Free shares Ord. 79,700 1,360,229 16599C22 Arjo AB (c) 168,000 2,668,732 04069792 Avest Sheffield AB Ord. Free shares (b) 430,000 2,822,597 05399892 Catena AB Class A Free shares 140,000 1,157,920 14999G22 Celsius Industrier AB Class B 85,000 2,265,298 15199D22 Enator Information System AB B Free shares (b) 312,600 1,723,648 29299H22 Foreningsbanken AB Ord. Class A (b) 683,000 1,416,733 34599E22 Hennes & Mauritz AB B Free shares 27,900 1,384,543 42599110 Hoganas AB Class B Free shares (c) 70,000 946,555 43899M22 Marieberg Tidnings A (b) 160,000 4,222,080 56799392 Munksjo AB 628,000 4,864,318 62599922 NCC AB B Free shares 479,000 3,835,976 63399192 Rottneros Bruk AB Free shares 4,000,000 4,201,080 77899522 Scribona AB B Free shares (b) 66,100 433,892 81199B92 Skanska Class B (b) 40,000 987,252 93899392 Trelleborg AB Class C Free shares 156,000 2,293,787 89491092 Trustor AB B Free shares 185,500 1,120,242 89899D22 37,704,882 SWITZERLAND - 3.9% Bucher Holding AG (Bearer) 350 1,187,329 08699292 CS Holdings (Bearer) (b) 2,830 1,218,202 17599792 Globus Magazine Part. Cert. 1,800 1,199,444 37957792 Industrieholding Cham AG (Reg.) 1,500 1,207,996 85599922 Jelmoli Grand Magasins SA (Reg.) 15,000 1,662,331 47469993 Jelmoli Grands Magasins SA 1,150 686,812 47469910 Merkur Holdings AG Ord. (Reg.) 6,000 1,492,356 59099393 Reisebuero Kuoni Part. Cert. 1,400 2,195,061 75999592 SMH (Schweiz Gesel UHR) (Bearer) 3,500 2,120,229 80899294 Swiss Bank Corp. (Reg.) 10,936 1,519,809 87083694 Swiss Reinsurance Corp.: (Reg.) (b) 1,500 639,276 87099393 A (warrants) (b) 1,500 5,078 87099D22 B (warrants) (b) 1,500 5,880 87099399 Von Moos Holdings AG Ord 33,500 4,034,850 94099293 Winterthur Schweiz (Reg.) 1,750 808,182 97629994 19,982,835 THAILAND - 0.2% Eastern Wire Co. Ltd. (For. Reg.) 325,000 884,133 27799423 UNITED KINGDOM - 3.3% Brown & Jackson PLC 19,000,000 1,513,730 11599092 Guinness PLC Ord. 160,000 1,164,226 40203310 Hammerson Property Investment & Development Corp. PLC Ord. 194,333 1,172,228 40831510 Hanson Trust PLC Ord. 190,000 787,128 41135210 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) UNITED KINGDOM - CONTINUED Hartstone Group PLC Ord. (b) 829,200 $ 578,823 41722610 Imperial Chemical Industries PLC: ADR (New) 15,000 746,250 45270450 Ord. 50,000 622,934 45270440 Ladbroke Group PLC Ord. 570,000 1,604,527 50572799 Royale Insurance Co. Ltd. 350,000 1,396,860 78074910 Sedgwick Group 240,000 717,475 81482610 Shanks & McEwan Group PLC 1,400,000 2,273,222 81999294 Trafalgar House PLC Ord. 925,000 1,473,876 89270710 Wates City of London Property (b) 1,574,999 1,912,049 94299092 Wellcome PLC sponsored ADR 90,000 720,000 94947820 16,683,328 UNITED STATES OF AMERICA - 13.9% AMR Corp. (b) 25,000 1,515,625 00176510 Allstate Corp. 56,700 1,353,713 02000210 Alumax, Inc. (b) 13,300 317,538 02219710 Amerada Hess Corp. 42,700 2,145,675 02355110 American Eagle Outfitters, Inc. 1,000 15,625 02553D10 American Ecology Corp. 25,400 266,700 02553310 American Stores Co. 68,800 1,720,000 03009610 Astec Industries, Inc. (b) 67,000 1,005,000 04622410 BJ Services Co. (b) 19,300 354,638 05548210 Baker (J.), Inc. 51,000 1,083,750 05723210 Bank of Boston Corp. 32,551 838,188 06071610 Bruno's, Inc. 150,000 1,143,750 11688110 Burlington Industries, Inc. 41,000 625,250 12169310 Cliffs Drilling Co. (b) 18,000 229,500 18682C10 Cobra Industries, Inc. (b) 71,000 426,000 19104E10 Cyprus Amax Minerals Co. 13,300 374,063 23280910 Dayton Hudson Corp. 32,900 2,599,100 23975310 Deposit Guaranty Corp. 25,000 706,250 24955510 Dresser Industries, Inc. 48,000 1,092,000 26159710 Eastman Kodak Co. 42,000 1,743,000 27746110 Enterra Corp. (b) 25,600 515,200 29380510 Exxon Corp. 15,000 943,125 30229010 GEON Co. 28,000 773,500 37246W10 Georgia Gulf Corp. (b) 23,800 687,225 37320020 Global Marine, Inc. (New) (b) 285,000 1,140,000 37935240 Global Ocean Carriers Ltd. (b) 26,200 88,425 37935710 Grace (W.R.) & Co. 10,900 444,175 38388310 Great Atlantic & Pacific Tea Co., Inc. 13,300 332,500 39006410 Halliburton Co. 14,000 414,750 40621610 Harveys Casino Resorts 24,500 410,375 41782610 Helmerich & Payne, Inc. 32,000 836,000 42345210 International Business Machines Corp. 63,700 3,646,825 45920010 Kentucky Electric Steel, Inc. (b) 28,600 293,150 49127B10 Kerr-McGee Corp. 54,600 2,443,350 49238610 Kroger Co. (The) (b) 70,000 1,592,500 50104410 Lafarge Corp. 36,200 819,025 50586210 Liz Claiborne, Inc. 90,000 2,250,000 53932010 Medusa Corp. 47,400 1,179,075 58507230 Mellon Bank Corp. 21,589 1,203,587 58550910 Micropolis Corp. (b) 54,050 391,863 59490710 Mobil Corp. 8,000 626,000 60705910 OM Group, Inc. (b) 70,000 1,400,000 67087210 Oryx Energy Co. 22,200 374,625 68763F10 Pfizer, Inc. 31,000 1,829,000 71708110 Philip Morris Companies, Inc. 26,000 1,417,000 71815410 RJR Nabisco Holdings Corp. (b) 228,700 1,457,963 74960K10 Reynolds Metals Co. 28,200 1,184,400 76176310 Rite Aid Corporation 55,000 1,058,750 76775410 Ross Stores, Inc. (b) 62,900 1,061,438 77829610 SHARES VALUE (NOTE 1) Santa Fe Pacific Corp. 44,000 $ 979,000 80218310 Schering-Plough Corp. 39,000 2,379,000 80660510 Sears, Roebuck & Co. 33,000 1,551,000 81238710 Serv-Tech, Inc. (b) 18,200 177,450 81753910 Shawmut National Corp. 55,000 1,230,625 82048410 Standard Pacific Corp. 65,000 593,125 85375C10 Stop & Shop Companies, Inc. (b) 27,700 740,975 86209910 Supervalu, Inc. 17,000 554,625 86853610 Tech Data Corp. (b) 20,000 357,500 87823710 Texaco, Inc. 10,300 663,063 88169410 Textron, Inc. 19,000 1,002,250 88320310 Tidewater, Inc. 17,000 357,000 88642310 Tuboscope Vetco Corp. (b) 151,000 868,250 89860010 UAL Corp. (b) 8,000 1,033,000 90254910 UDC Homes, Inc. 60,200 413,875 90264610 Union Planters Corp. 62,407 1,653,786 90806810 Unisys Corp. (b) 70,000 761,250 90921410 United States Banknote Corp. (b) 125,000 437,500 91162310 Vons Companies, Inc. (b) 39,300 717,225 92886910 Weatherford International, Inc. (b) 42,500 456,875 94707610 Western Co. of North America (b) 55,000 701,250 95804340 Westpoint Stevens, Inc. Class A (b) 60,400 973,950 96123810 Whitney Holding Corp. 27,000 621,000 96661210 Wolverine Tube, Inc. (b) 36,000 828,000 97809310 70,420,765 VENEZUELA - 0.1% CA Venepal GDR Class A ADR (b) (c) 134,502 437,132 12477610 TOTAL COMMON STOCKS (Cost $350,845,237) 383,615,845 PREFERRED STOCKS - 4.3% CONVERTIBLE PREFERRED STOCKS - 0.9% UNITED KINGDOM - 0.1% Trafalgar House PLC Ord. 6% 200,000 411,242 89270797 UNITED STATES OF AMERICA - 0.8% Chiles Offshore Corp. $1.50 (b) 13,000 295,750 16888720 Consolidated Freightways, Inc., Series C, $1.54 67,300 1,514,250 20923720 Kaiser Aluminum Corp. $0.96 (b) 19,000 178,125 48300740 Reynolds Metals Co. $3.31 21,500 991,688 76176350 Unisys Corp., Series A, $3.75 (b) 26,600 1,060,675 90921420 4,040,488 TOTAL CONVERTIBLE PREFERRED STOCKS 4,451,730 NONCONVERTIBLE PREFERRED STOCKS - 3.4% GERMANY - 3.4% Bayerische Motor Werke (BMW) AG 4,000 1,596,131 05528393 Escada AG (non-vtg.) 22,000 5,160,822 29605192 FAG Kugelfischer Georg Schaef 16,000 2,282,950 50105492 Herlitz AG 15,000 3,400,846 42799393 Kaufhof AG 5,800 1,465,780 48615294 Moebel Walther AG 3,600 1,469,166 61099B22 Schwabengarage AG 7,900 1,838,875 80899392 17,214,570 PREFERRED STOCKS - CONTINUED SHARES VALUE (NOTE 1) NONCONVERTIBLE PREFERRED STOCKS - CONTINUED PORTUGAL - 0.0% Engil Soc. de Const. 10,000 $ 128,122 29299194 Engil Soc. de Const. (New) 6,000 76,873 29299198 204,995 TOTAL NONCONVERTIBLE PREFERRED STOCKS 17,419,565 TOTAL PREFERRED STOCKS (Cost $18,001,868) 21,871,295 CORPORATE BONDS - 1.1% MOODY'S RATINGS PRINCIPAL AMOUNT (A) CONVERTIBLE BONDS - 1.0% DENMARK - 0.1% Burmeister & Wain Holdings AS 7%, 10/4/98 - DKK 3,160,000 726,577 122992AA GERMANY - 0.1% Commerzbank AG 7%, 12/31/00 - DEM 500,000 471,584 202990MS GRAND CAYMAN - 0.5% Filinvest (Cayman Island) Ltd. 3 3/4%, 2/28/04 (c) - $ 3,000,000 2,640,000 317015AA SPAIN - 0.1% Banco Santander euro 9%, 6/24/94 A1 ESP 50,000,000 393,685 0595749B UNITED KINGDOM - 0.1% Royal Insurance Holdings PLC euro 7 1/4%, 12/12/07 - GBP 375,000 598,938 7807499B TOTAL CONVERTIBLE BONDS 4,830,784 NONCONVERTIBLE BONDS - 0.1% ITALY - 0.1% Consorzio di Credit Oper. Pubbl. 6%, 3/31/99 - ITL 1,300,000 758,328 210999AA TOTAL CORPORATE BONDS (Cost $5,722,555) 5,589,112 GOVERNMENT OBLIGATIONS (E) - 2.7% ARGENTINA - 1.6% Argentina Republic 5%, 3/31/05 (c) (d) - 187,000 136,276 039995AT Argentina Republic: BOCON 3 1/4%, 4/1/01 B1 1,472,024 1,029,843 039995AF Brady: euro 4%, 3/31/23 B1 10,000,000 5,287,500 4%, 3/31/23 (c) - 3,315,000 1,752,806 0401149Y 8,206,425 MEXICO - 0.9% Mexican Government 10 3/5%, 10/20/94 - MXN 15,000,000 4,593,768 597998TH MOODY'S RATINGS PRINCIPAL AMOUNT (A) SWEDEN - 0.2% Swedish Government 11 1/2%, 9/1/95 Aa2 SEK 6,000,000 $ 822,409 8702009B TOTAL GOVERNMENT OBLIGATIONS (Cost $13,522,127) 13,622,602 REPURCHASE AGREEMENTS - 16.1% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 81,773,252 81,749,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $469,840,787) $ 506,447,854 FORWARD FOREIGN CURRENCY CONTRACTS SETTLEMENT UNREALIZED DATE(S) VALUE GAIN/(LOSS) CONTRACTS TO BUY 197,712,500 ESP 5/3/94 $ 1,467,930 $ 74,607 (Payable amount $1,393,323) THE VALUE OF CONTRACTS TO BUY AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 0.3% CONTRACTS TO SELL 197,712,500 ESP 5/3/94 $ 1,467,930 $ (79,524) 33,265,250 NOK 6/28/94 4,633,753 (77,806) 638,700,000 JPY 7/1/94 6,312,574 (111,964) TOTAL CONTRACTS TO SELL (Receivable amount $12,144,963) $ 12,414,257 $ (269,294) THE VALUE OF CONTRACTS TO SELL AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 2.5% CURRENCY ABBREVIATIONS DKK - Danish krone DEM - German Deutsche mark ESP - Spanish peseta GBP - British pound ITL - Italian lira JPY - Japanese yen MXN - Mexican peso NOK - Norwegian krone SEK - Swedish krona LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $14,122,126 or 2.8% of net assets. (d) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. (e) Most foreign government obligations have not been individually rated by S&P or Moody's. The ratings listed are assigned to securities by FMR, the fund's investment adviser, based principally on S&P and Moody's ratings of the sovereign credit of the issuing government. (f) Standard & Poor's Corporation credit ratings are used in the absence of a rating by Moody's Investors Service, Inc. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $243,065,530 and $91,607,208, respectively. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $21,940 for the period (see Note 4 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $469,903,144. Net unrealized appreciation aggregated $36,544,710, of which $59,459,988 related to appreciated investment securities and $22,915,278 related to depreciated investment securities. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Aerospace & Defense 1.9% Basic Industries 10.2 Conglomerates 0.4 Construction & Real Estate 12.5 Durables 8.5 Energy 3.7 Finance 18.9 Government Obligations 2.7 Health 1.5 Industrial Machinery & Equipment 3.0 Media & Leisure 3.1 Nondurables 1.5 Precious Metals 0.4 Repurchase Agreements 16.1 Retail & Wholesale 8.6 Services 1.5 Technology 3.1 Transportation 2.1 Utilities 0.3 100.0% WORLDWIDE FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $81,749,000) (cost $469,840,787) $ 506,447,854 (Notes 1 and 2) - See accompanying schedule Long foreign currency contracts held, at value (cost $1,393,323) (Note 2) 1,467,930 Short foreign currency contracts $ (12,414,257 (Note 2) ) Contracts held, at value Receivable for contracts held 12,144,963 (269,294 ) Receivable for investments sold 8,042,635 Receivable for fund shares sold 17,009,053 Dividends receivable 893,189 Interest receivable 422,471 Other receivables 7,487 TOTAL ASSETS 534,021,325 LIABILITIES Payable for foreign currency contracts held (Note 2) 1,393,323 Payable for investments purchased 623,007 Payable for fund shares redeemed 4,344,385 Accrued management fee 314,869 Other payables and accrued expenses 390,309 TOTAL LIABILITIES 7,065,893 NET ASSETS $ 526,955,432 Net Assets consist of (Note 1): Paid in capital $ 468,911,677 Undistributed net investment income 1,291,214 Accumulated undistributed net realized gain (loss) on investments 20,340,161 Net unrealized appreciation (depreciation) on: Investment securities 36,607,067 Foreign currency contracts (194,687 ) NET ASSETS, for 38,489,069 shares outstanding $ 526,955,432 NET ASSET VALUE, offering price and redemption price per share ($526,955,432 (divided by) 38,489,069 shares)(Note 4)$13.69
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 2,883,315 Dividends Interest 1,919,073 4,802,388 Less foreign taxes withheld (Note 1) (253,778 ) TOTAL INCOME 4,548,610 EXPENSES Management fee (Note 4) $ 1,606,216 Transfer agent fees (Note 4) 826,968 Accounting fees and expenses 125,451 (Note 4) Non-interested trustees' compensation 1,140 Custodian fees and expenses 179,574 Registration fees 87,934 Audit 25,002 Legal 2,179 Miscellaneous 1,544 Total expenses 2,856,008 Expense reductions (Note 6) (2,558 2,853,450 ) NET INVESTMENT INCOME 1,695,160 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 2) Net realized gain (loss) on: Investment securities 20,810,808 Foreign currency contracts (146,783 20,664,025 ) Change in net unrealized appreciation (depreciation) on: Investment securities 9,592,747 Foreign currency contracts (373,435 9,219,312 ) NET GAIN (LOSS) 29,883,337 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ 31,578,497 OTHER INFORMATION Accounting fees paid to FSC $124,430 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED) Operations $ 1,695,160 $ 2,970,026 Net investment income Net realized gain (loss) on investments 20,664,025 10,114,657 Change in net unrealized appreciation (depreciation) on investments 9,219,312 31,061,709 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 31,578,497 44,146,392 Distributions to shareholders: (2,354,690 (2,497,555 From net investment income ) ) From net realized gain (3,532,260 (158,811 ) ) TOTAL DISTRIBUTIONS (5,886,950 (2,656,366 ) ) Share transactions 490,802,662 277,973,551 Net proceeds from sales of shares Reinvestment of distributions 5,746,754 2,587,340 Cost of shares redeemed (282,563,692 (138,399,750 ) ) Net increase (decrease) in net assets resulting from share transactions 213,985,724 142,161,141 TOTAL INCREASE (DECREASE) IN NET ASSETS 239,677,271 183,651,167 NET ASSETS Beginning of period 287,278,161 103,626,994 End of period (including undistributed net investment income of $1,291,214 and $3,525,845, respectively) $ 526,955,432 $ 287,278,161 OTHER INFORMATION Shares Sold 36,618,695 23,493,059 Issued in reinvestment of distributions 451,410 270,077 Redeemed (21,102,260 (11,997,236 ) ) Net increase (decrease) 15,967,845 11,765,900 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS ENDED YEARS ENDED OCTOBER 31, MAY 30, 1990 APRIL 30, 1994 (COMMENCEMENT (UNAUDITED) OF OPERATIONS) TO OCTOBER 31, 1990 SELECTED PER-SHARE DATA 1993 1992 1991 Net asset value, beginning of period $ 12.76 $ 9.63 $ 9.61 $ 8.95 $ 10.00 Income from Investment Operations Net investment income .01 .11 .20 .21 .05 Net realized and unrealized gain (loss) on investments 1.17 3.28 (.08) .53 (1.10) Total from investment operations 1.18 3.39 .12 .74 (1.05) Less Distributions From net investment income (.10) (.24) (.10) (.08) - From net realized gain (.15) (.02)(S DIAMOND) - - - Total distributions (.25) (.26) (.10) (.08) - Net asset value, end of period $ 13.69 $ 12.76 $ 9.63 $ 9.61 $ 8.95 TOTAL RETURN (diamond)(dagger) 9.40% 36.10% 1.32% 8.33% (10.50)% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 526,955 $ 287,278 $ 103,627 $ 105,029 $ 94,851 Ratio of expenses to average net assets 1.40%* 1.40% 1.51% 1.69% 2.00%* Ratio of expenses to average net assets before expense 1.40%* 1.40% 1.51% 1.69% 2.46%* reductions Ratio of net investment income to average net assets .83%* 1.99% 2.02% 2.19% 2.09%* Portfolio turnover rate 58%* 57% 130% 129% 123%* * ANNUALIZED (S DIAMOND) INCLUDES AMOUNTS DISTRIBUTED FROM NET REALIZED GAINS ON FOREIGN CURRENCY RELATED TRANSACTIONS TAXABLE AS ORDINARY INCOME. (diamond)THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN. (dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED.
EMERGING MARKETS INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 80.2% SHARES VALUE (NOTE 1) ARGENTINA - 5.3% Astra Comp Argentina de Petroleum (Reg.) 1,580,720 $ 3,562,279 04699B94 Bagley Y Cia Ltd. SA (b) 117,760 454,285 05699C22 Banco de Galicia Y Buenos Aires SA sponsored ADR representing Class B shares 144,385 4,385,694 05953820 Banco del Sud SA 23,652 393,410 05957M92 Banco Frances del Rio PL (Reg.) 449,759 3,997,359 21199692 Banco Frances Rio Plata SA ADR 6,200 164,300 05959110 Buenos Aires Embotelladora sponsored ADR representing 2 shares Class B 77,100 2,650,313 11942420 Central Costanera SA ADR (b) (c) 125,100 3,753,000 15324M10 Central Puerto SA ADR (c) 16,000 600,000 15503810 Commercial del Plata (b) 482,770 2,660,555 20199392 Interamericania de Auto Ord. 497,754 6,832,893 26899722 Molinos Rio de La Plata (Reg) 490,883 6,049,961 60899C22 Perez Companc Class B (b) 2,057,750 10,309,369 71399723 Telecom Argentina Stet France 2,651,879 14,561,415 90899992 Telefonica Argentina Class B 929,500 5,886,217 87999D92 YPF Sociedad Anonima sponsored ADR representing Class D shares 633,100 15,669,225 98424510 81,930,275 BERMUDA - 1.7% Consolidated Electric Power Asia Ltd. (b) 9,325,723 13,883,484 20855292 Consolidated Electric Power Asia Ltd. sponsored ADR (c) 76,800 1,104,000 20855210 Jardine Strategic Holdings Ord. 3,011,500 11,032,841 47199020 Wing On International Holdings Co. Ltd. 4,000 8,906 97499A22 26,029,231 BRAZIL - 7.1% Acesita (Acos Espec Itabira) Ord. 13,706,700 629,549 00499L22 Aracruz Celulose SA ADR (b) (c) 232,100 3,162,363 03849610 Bradesco PN 467,765,460 5,856,424 10599992 Brahma (Cia Cervejaria) PN (Pfd. Reg.) Class B 19,181,200 4,551,891 15799492 Brahma (Cia Cervejaria) 984,887 233,724 15799496 Brahma (Cia Cervejaria) (warrants) (b) 1,807,018 75,952 15799494 Brasmotor PN 23,846,000 6,776,079 10599892 Casa Anglo PN Ord. (b) 6,500,000 1,347,840 13599392 Celedsc PN B Ord. (b) 890,000 533,137 15199E22 Cimento Itau PN Ord. (b) 1,234,000 275,787 14799392 Comp Paulista de Forca Luz Ord. 25,402,260 1,033,872 20499922 Comp Vale Do Rao Doce PN Ord. (b) 18,200,000 1,663,116 20499792 Compania Siderurgica Nacional (b) 520,240,000 13,864,396 24499523 Consul PN (Pfd. Reg.) 115,000 74,188 21099392 Copene Petro Do Nordeste SA (b) 800,000 279,560 21799722 Coteminas PN 6,577,752 1,783,229 22199692 Duratex Corp. PN 20,365,000 936,790 Electrobras ON (b) 8,400,000 1,806,336 69699998 Electrobras PN B (b) 30,470,390 6,622,435 69699993 IOCHP Maxion Ord. 850,000 385,143 46199F22 Itaubanco PN (Pfd. Reg.) 13,204,400 2,636,655 46599A92 Karsten PN 1,451,638 49,617 48599B92 Light (Servicos de Electric) SA Ord. 11,567,100 3,482,160 53299892 Lojas Americanas PN (b) 80,493 18,051 54199A93 Lojas Americanas: (Reg.) (b) 630,000 140,314 54199A92 (warrants) (b) 11,907 7,316 54199A95 Moinho Santista Gerais Ord. 85,000 298,978 60899F22 Petrobras PN (Pfd. Reg.) (b) 136,960,000 13,148,160 71699794 Sadia Concordia PN (Pfd. Reg.) 94,750 81,499 78699B93 SHARES VALUE (NOTE 1) Souza Cruz Industria Comerico (b) 70,000 $ 451,578 84599D92 Telebras ON 96,143,000 2,776,610 95499795 Telebras PN (Pfd. Reg.) 395,192,200 14,249,497 95499792 Telepar 1,009,095 216,996 87999F22 Telesp PN (Pfd. Reg.) 29,608,000 9,209,272 87999B93 Unibanco (Banco de Inv. Brasil) PN 15,380,000 1,086,751 90599A94 Unibanco (Banco de Inv. Brasil) PN (rights) 1,712,678 19,730 90599A96 Usiminas 10,565,800,000 10,386,469 90599A96 110,151,464 CHILE - 1.7% Chile Fund, Inc. 47,556 2,151,909 16883410 Comp Cervecerias Unidas SA ADR 397,700 8,600,263 20442910 Compania de Telefonos de Chile SA sponsored ADR (b) 34,300 3,087,000 20444920 Cristalerias de Chile SA sponsored ADR 60,700 1,350,575 22671410 Enersis SA sponsored ADR (b) 254,600 5,219,300 29274F10 Madeco SA ADR (b) 55,100 1,597,900 55630410 Maderas Y Sinteticos Sociedad Anonima Masisa sponsored ADR (b) 112,200 2,636,700 55646510 Soc Quimica Y Minera de Chile ADR (b) 38,900 1,225,350 83363510 25,868,997 CHINA (PEOPLE'S REP.) - 0.1% Shanghai Diesel Engine B 396,800 357,120 84299A22 Shanghai Hero Pen Class B 1,349,600 477,758 84399B22 Shanghai Ind. Sewing Machine B 335,600 170,485 84399D22 Shanghai Jinjang Tower Co. Ltd. 419,000 280,730 84599U22 Tsingtao Brewery Co. Ltd. (b) 32,000 31,069 87299922 1,317,162 COLOMBIA - 0.1% Banco Ganadero SA ADR (c) 50,000 1,150,000 05959410 Corp. Fin. del Valle ADR B (b) (c) 7,837 207,681 21986910 1,357,681 GREECE - 0.0% Hellenic Bottling Co. SA (b) 7,500 247,062 42399A92 HONG KONG - 10.2% Allied Group Ltd. 5,000,000 614,900 01999322 Amoy Properties Ltd. 3,955,000 5,222,340 03199192 CDL Hotels International Ltd. 4,234,000 1,616,922 14999792 Cheung Kong Ltd. 691,000 3,265,044 16674410 Chevalier International Holdings Ltd. 6,300,000 970,515 16699B22 China Motor Bus Co. Ltd. 49,000 501,120 16940110 China Resources Enterprise Ltd. 3,326,000 1,259,423 18899292 Chinney Investments Ltd. (b) 8,168,000 1,628,372 16999B22 Citic Pacific Ltd. Ord. 2,895,000 8,057,596 45299792 Companion Building Material Ltd. (b) 500,000 161,820 20399922 Dah Sing Financial Holdings (b) 16,875 53,303 23899892 Dao Heng Bank Group Ltd. 1,582,000 4,792,258 23799F22 Esprit Asia Holdings Ltd. 7,442,000 3,082,923 29699522 First Pacific Bancshares Holding (b) 2,050,000 472,381 33699292 First Pacific Co. Ltd. 13,545,305 6,093,491 33699192 Fortei Holdings Ltd. 5,350,000 1,066,576 34999D22 Four Seas Travel International Ltd. 1,244,000 204,526 35099722 Glynhill International Ltd. 500,000 23,300 37199492 Gold Peak Industries Ltd. 954,000 364,323 38074499 Grand Hotel Holdings Ltd. Class A 4,675,000 1,891,271 38599292 Grand Orient Holdings Ltd. 338,000 113,764 38699722 Great Eagle Holdings Ltd. 5,334,000 3,141,833 39099394 Guangzhou Investment Co. Ltd. 100,000 28,480 40099G22 Guoco Group Ltd. 1,024,000 4,739,082 40299692 HKR International Ltd. 118,000 109,985 43999192 HSBC Holdings PLC 620,000 6,862,402 42199192 Hang Lung Development Corp. 2,200,000 3,787,850 41099310 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) HONG KONG - CONTINUED Harbour Ring International Holdings 500,000 $ 100,975 41199B92 Henderson Investment Ltd. 2,700,000 2,009,799 42599422 Henderson Land 250,000 1,229,820 42599010 Hon Kwok Land Investment Ltd. Ord 3,958,000 1,562,777 43899192 Hong Kong & China Gas Co. Ltd. 1,720,000 3,696,194 43855010 Hong Kong & China Gas Co. Ltd. (warrants) (b) 110,000 219,296 43855092 Hong Kong & Shanghai Hotels 1,575,500 2,427,074 71899292 Hong Kong Daily News Holdings Ltd. 1,756,000 591,034 50899192 Hong Kong Electric Holdings Ord. 1,100,000 3,246,727 43858010 Hong Kong Land Holdings Ltd. 5,172,000 14,529,027 43858292 Hopewell Holdings Ltd. 4,765,000 4,256,289 44099999 Hutchison Whampoa Ltd. Ord. 1,749,500 7,190,777 44841510 Hysan Development Co. Ltd. 1,093,000 3,197,768 44916510 International Bank of Asia Ltd. 10,000 4,143 45899E22 Island Dyeing & Printing Co. 151,000 295,170 46099C22 JCG Holdings 6,836,000 4,358,429 46799792 Jardine International Motor Corp. 708,000 701,154 47499292 Jardine Matheson & Co. Ltd. Ord. 751,202 4,910,961 47111510 Kumagai Gumi (b) 1,300,000 1,379,989 50099210 Kwong Sang Hong International Ltd. 600,000 225,252 50599192 Lai Sun Development Co. Ltd. (b) 14,400,000 2,870,784 50699992 Lei Shing Hong Ltd. 50,000 54,371 52599D22 Li & Fung Ltd. 317,000 201,083 51899592 Mandarin Oriental International Ltd. Ord. 2,422,000 3,166,741 56259499 Mingly Corp. 1,400,000 268,226 60399C22 Nanyang Holdings Ltd. 430,000 623,453 63099D22 New World Development Co. 1,065,527 3,269,122 65171310 Oriental Press Group Ltd. (b) 3,901,000 3,156,260 68620099 Peregrine Investments Holdings 899,000 1,629,321 71399492 Pricerite Group Ltd. (b) 1,256,000 211,372 74199D22 QPL International Ltd. Ord. 75,000 32,040 74899492 QPL International Ltd. (warrants) 15,000 1,495 74899494 Regal Hotels Holding 920,000 238,197 75999110 Ryoden Development Ltd. 1,088,000 359,160 78399B22 S Megga International 987,000 287,483 99999C92 Seapower Resources International Ltd. 800,000 100,456 81299A92 Shangri-La Asia Ltd. (a) 1,704,000 2,338,263 84599M22 Shaw Bros. Hong Kong Ltd. 1,512,000 2,250,960 82028710 Shun Tak Holdings Ltd. 2,002,000 2,138,136 82799192 Siu Fung Ceramics Holdings Ltd. (b) 3,546,000 998,412 82999G22 Star Paging International Holdings Ltd. 378,000 133,343 85599692 Starlite Holdings Ltd. (b) 1,268,000 275,765 85599892 Swire Pacific Class A 1,450,000 10,417,887 87079410 Tai Cheung Holdings Ltd. (b) 984,600 1,414,823 93499892 Tai Ping Carpets Intl. Ltd. 50,000 31,393 94099A22 Techtronic Industries Co. Ord. 1,000,000 177,350 94799592 Tian Teck Land Ltd. 800,000 227,840 93699C22 Van Shung Chong Holdings Ltd. 200,000 33,658 92199F22 Varitronix International Ltd. 496,000 706,304 95099792 Watary International Holdings Ltd. 1,500,000 242,730 94199D22 Wharf Holdings (c) 350,000 1,350,216 96299110 Wing Hang Bank Ltd. (b) 15,000 34,759 97499522 Wing On Co. International Ltd. 1,503,000 2,451,588 97499092 157,951,446 INDIA - 0.3% Arvind Mills Ltd. units (c) 44,600 245,300 04334810 Bombay Dyeing & Manu. Co. Ltd. GDR 60,000 540,000 09799H23 Cesc Ltd. units GDR (c) 7,500 382,500 15712820 Great Eastern Shipping Co. Ltd. GDR 47,700 417,375 39099823 Hindalco Industries Ltd. GDR (b)(c) 22,000 445,500 43306410 ITC Ltd.: GDR (b) (c) 31,000 573,500 45031810 (warrants) (b) (c) 7,000 52,500 45031811 SHARES VALUE (NOTE 1) Indo Gulf Fertilizer and Chemicals GDR 287,000 $ 861,000 45577P10 Mahindra & Mahindra Ltd. GDR 5,000 40,000 55999923 Southern Petrochemical Industries GDS (b) 70,000 927,500 84361310 Tata Electric Companies GDR (c) 700 304,500 87656610 Videocon International Ltd. GDR 40,800 346,800 92657P93 5,136,475 INDONESIA - 1.5% Andayani Megah PT (b) 44,000 128,539 03399722 Astra International (For. Reg.) 539,200 4,100,503 04699894 Bank Dagang Nas Indonesia PT 1,525,000 2,227,537 06099Q22 Bank International Indonesia Ord. (b) 1,483,500 4,299,435 06199B92 Bank Niaga PT (b) 19,000 107,928 06399C22 Barito Pacific Timber (For. Reg.) (b) 40,000 159,515 06799F23 Dharmala International Land 190,000 330,391 25399592 Duta Anggada Realty Ord. 342,500 766,306 26699192 Ganda Wangsa Utama PT (For. Reg.) 225,000 307,786 37499822 Gudang Garam PT Perusahaan 10,000 43,125 40199392 Iki Indah Kabel Indonesia PT 91,000 111,823 45199C22 Indah Kiat Pulp & Paper (For. Reg.) 169,500 231,866 45499B23 Inter Pacific Finance Corp. 95,000 136,562 46299792 Jakarta International Hotels & Development Ord. 994,000 1,428,865 47399693 Kabelmetal Indonesia PT (b) 91,700 250,879 84599B92 Kalbe Farma 165,000 887,535 48699992 Lippo Bank (For. Reg.) 428,700 988,985 53699A23 Mayora Indah PT (c) 104,000 530,481 83099A92 Modernland Realty PT (b) 83,000 269,414 60999A92 Pakuwon Jati: Ord. 514,250 727,309 69599392 PT (For. Reg.) 14,000 19,800 69599393 Polysindo Eka Perkasa PT (For. Reg.) 745,000 1,520,031 73199B23 Sampoerna Hanjaya Mandala 126,500 967,873 82299892 Sampoerna Hanjaya Mandala (For. Reg.) 40,000 306,047 82299893 Semen Gresik (For. Reg.) 150,000 542,536 84399693 Sucaco (b) 50,000 289,817 89399292 Trias Sentosa (For. Reg.) (b) 703,000 1,466,936 89599D22 23,147,824 KOREA (SOUTH) - 3.2% Asia Motors Co., Inc. 51,300 832,029 04499B22 Boram Bank (b) 57,080 734,966 09999322 Boram Bank (New) 18,320 183,722 09999325 Central Investment & Finance (b) 17,000 357,806 15499422 Central Investment & Finance (For. Reg.) 2,897 55,594 15499423 Cho Hing Bank Co. Ltd. 49,000 509,595 17099E22 Cho Kwang Paint Industry Co. Ltd. 8,600 530,246 17399N22 Chosun Brewery Co. Ltd. (b) 10,728 270,956 22899822 Chosun Refractories Co. (b) 45,500 1,385,786 28099322 Chung Chong Bank Co. Ltd. 45,000 526,495 17899H23 Dae Chang Industrial Co. (b) 69,150 1,489,674 23399M22 Daewoo Electronics Components Co. (b) 1,800 26,743 23799E22 Daewoo Heavy Industries Ltd. 50,500 706,512 23999492 Daewoo Metal Co. 28,180 523,338 24999B22 Daeyu Securities Co. Ltd. 9,620 185,206 23399G22 Daihan Investment & Finance 30,000 657,422 23399P22 Dong Chang Paper Mfg. Co. Ltd. 20,000 212,950 25799Y22 Dong-A Investment & Finance 30,000 519,995 25899822 Dongbu Construction Co. 25,200 380,636 25799M22 Dongsung Chemical Industry Co. (b) 20,000 693,326 25799V22 Eagon Industrial Co. Ltd. (b) 14,440 311,076 27099922 Han Wha (b) 78,050 927,671 40999B22 Hanil Development Co. 63,300 1,253,931 41099822 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) KOREA (SOUTH) - CONTINUED Hanshin Construction 2,465 $ 25,025 41199D23 Hanyang Chemical Corp. (b) 41,000 408,629 41199E22 Hung Chang Products Co. 20,000 445,710 44599A22 Hyundai Corp. (b) 20,000 586,851 40999922 Hyundai Engineering & Construction Co. Ltd. 19,308 953,806 41599122 Hyundai Securities Co. Ltd. (b) 30,294 873,901 42699A22 Isu Chemical Co. (b) 786 10,218 46599E22 Jinro Ltd. (b) 28,000 693,326 73299422 Jinwoong, Inc. 18,400 207,305 75799522 Keum Kang Development Industries Co. 40,110 729,995 49299F22 Korea Air Terminal Service 16,370 409,402 52299422 Korea Electric Power Corp. 49,400 1,712,516 50099B92 Korea First Securities Co. (b) 19,522 401,220 50099K22 Korea Investment & Financial (b) 30,349 533,559 50599092 Korea Investment & Financial (New) (b) 17,680 310,828 50599093 Korea Iron & Steel Works Co. Ltd. 47,690 1,523,340 50099M22 Korea Machinery Co. Ltd. (b) 4,700 53,535 50599H22 Korea Tungsten Mining Co. (b) 600 24,291 50599S22 Korean Air (b) 61,500 1,949,238 52299522 Kukdong Construction Co. 106,104 1,799,708 50199L22 Kum Kang Industrial Co. Ltd. 30,600 496,298 50299H22 Kyung Nam Bank (b) 54,000 648,508 61499222 Kyungki Bank Ltd. (b) 115,000 1,245,821 61999922 Kyungwon Century Co. Ltd. 3,090 76,896 63099G22 Lucky Co. Ltd. (b) 105,000 1,897,981 54999E22 Midopa Company (b) 24,500 485,329 59899E22 Midopa Company (New) 6,664 119,633 59899E23 Miwon Co. Ltd. 10,300 257,596 61299693 Nae Wae Semiconductor Co. (b) 13,617 369,212 63099E22 Nae Wae Semiconductor Co. (New) (b) 3,000 81,342 63099E23 Nam Sung Corp. (b) 37,000 618,422 63299D22 Onyang Pulp Co. 35,000 441,996 53499222 Oriental Chemical Industry Co. (b) 113 3,050 68999C22 Samick Musical Instruments (b) 8,070 115,899 79599L22 Samsung Heavy Industries Co. Ltd. 30,000 1,619,413 82199C22 Samyang Foods Co. (b) 30,000 947,134 84699F22 Seoul Securities Co. (b) 30,800 541,488 83599P22 Shinhan Investment & Finance 30,000 761,421 95599C22 Shinhan Securities Co. (b) 87,000 1,507,985 82499G92 Shin Wha Engineering & Construction Co. Ltd. 600 9,583 95399A22 Shu Kwang Corp. (b) 450 6,351 82599J22 Ssangyong Cement Co. (b) 12,320 419,462 76899392 Ssangyong Heavy Industries Co. Ltd. 34,312 458,796 77299122 Suheung Capsule Co. Ltd. 9,000 225,084 88499H22 Sunkyong Securities Co. (b) 20,000 403,615 96199D22 Tae Young Corp. 33,780 3,341,613 90899D22 Taekwang Industrial Co. 60 29,053 91099F22 Taihan Electric Wire Co. (b) 30,000 857,992 95199G22 Taihan Textile Co. (b) 5,000 246,378 95199H22 Yeonhap Insupanel Co. 31,500 475,795 98699C22 Youlchon Chemical Co. 30,000 1,225,702 99399P22 Youngone Corp. (b) 61 770 99599C22 Yu Hwa Securities Co. 79,030 1,418,762 98799E22 Yukong Ltd. (b) 23,000 1,167,512 98899K22 49,449,970 LUXEMBOURG - 0.0% Banque Indosuez Lux SA (warrants) (b)(c) 1,500 15 06674N11 MALAYSIA - 18.5% Advance Synergy BHD 1,630,000 4,108,790 00799B22 Affin Holdings BHD 1,664,000 2,721,755 00899492 Amalgamated Steel Mills 1,230,000 1,773,020 02499692 Aokam Perdana BHD 104,000 1,009,784 01899792 SHARES VALUE (NOTE 1) Arab Malaysian Corp. 700,000 $ 1,751,435 00499F92 Arab Malaysian Finance (For. Reg.) (b) 432,000 1,597,130 00699A93 Arensi Holdings BHD 133,000 210,591 03999A22 Asiatic Development BHD 400,000 528,792 04599K22 Austral Amalgamated Tin BHD 261,000 432,759 05299C22 Ayer Hitam Tin Dredging Malaysia BHD (b) 200,000 485,474 05499722 Bandar Raya Development BHD 4,274,000 6,543,964 06000210 Berjaya Group BHD 200,000 215,848 08199A22 Berjaya South Island BHD 272,000 721,189 08499G22 Berjaya Sports Toto BHD (b) 3,371,000 6,042,585 08499E22 Berjaya Textile BHD 1,424,000 3,669,278 08499H22 Bolton Properties BHD 75,000 89,065 09799592 British American Life Insurance BHD (b) 1,118,000 2,713,800 11099E22 Buildcon BHD (b) 62,000 222,272 11999322 CHG Industries BHD 994,000 3,285,120 16699892 Commerce Asset Holding BHD 937,000 3,324,186 20099492 Construction & Supplies (b) 250,000 742,215 21099722 Country Heights Holdings BHD 40,000 67,219 22299D22 DNP Holdings BHD (b) 30,000 39,211 23399L22 Daiman Development BHD 2,000 2,241 23499C23 Damansara Realty BHD 100,000 100,829 23599D22 Development & Commercial Bank 2,932,000 6,186,344 25199692 Dunlop Estates BHD 1,111,000 3,319,146 26599392 Ekran Berhad Ord. (b) 1,533,000 12,995,410 28299792 Faber Group BHD 1,491,000 2,049,022 30299892 Gadek BHD 814,000 3,860,558 36399D22 Gamuda BHD 30,000 95,227 36499A92 Ganda Holdings BHD 50,000 87,385 36999C22 Genting BHD 21,000 235,268 37245210 Golden Pharos BHD (b) 535,000 1,788,130 38299D22 Golden Plus Holdings BHD (b) 1,980,000 9,094,774 38399492 Golden Plus Holdings BHD (New) (b) 476,666 2,189,479 38399493 Granite Industries BHD 722,000 1,954,779 38799522 Ho Hup Construction Co. BHD 108,000 377,100 40899592 Hock Hua Bank BHD (b) 655,000 1,797,837 43499B22 Hong Leong Credit BHD 1,089,000 7,116,855 44699492 Hong Leong Credit (rights) (b) 99,000 277,280 44699493 Hong Leong Properties BHD 4,268,000 5,992,870 43899L22Hume Industries. . . . . . . . . . . . . . . . . . . 100,000 364,769 IGB Corp. BHD (Reg.) 50,000 45,933 44960092 IJM Corp. BHD (b) 789,000 2,740,197 45499592 Idris Hydraulic Malaysia BHD (b) 3,965,000 7,699,594 45199B92 Industrial Oxygen, Inc. BHD (b) 166,000 174,195 45999892 Island & Peninsular BHD 170,000 333,295 45699592 Johan Holdings BHD 1,550,000 1,516,551 92599D22 KFC Holdings BHD 10,000 29,315 49499792 KL Industries Holdings BHD 870,000 1,371,050 49799B92 Kamunting Corp. BHD 2,301,000 2,431,789 48399C22 Kelanamas Industries BHD 522,000 1,159,868 48799K22 Kelanamas Industries BHD (warrants) 16,000 15,655 48799K25 Kent George BHD 50,000 115,766 49099792 Kinta Kellas PLC (b) 82,000 127,388 49799C22 Kinta Kellas PLC (SG) 30,000 50,164 49799C24 Kumpulan Emas BHD (b) 480,000 677,573 52399493 Lam Soon Huat Development BHD 10,000 19,979 51299492 Land & General BHD 723,000 2,456,978 51499693 Larut Consolidated BHD 2,362,000 3,175,449 51799222 Leong Hup Holdings BHD (b) 62,400 133,991 52699692 Leong Hup Holdings BHD (warrants) (b) 10,400 2,913 52699695 Lien Hoe Corp. BHD (REIT) 100,000 159,833 53199722 Lingui Development BHD 803,000 2,758,835 53599722 London & Pacific Insurance Co. (b) 263,000 864,292 54199E22 Long Huat Timber Industry BHD (b) 342,000 447,008 54299592 MBF Capital BHD (b) 1,640,000 1,665,846 61199892 MBF Holdings BHD (b) 1,583,000 1,117,281 61799L22 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) MALAYSIA - CONTINUED MBF Holdings BHD Class A 741,500 $ 467,975 61799L24 MCSB Systems Malaysian BHD 572,000 1,901,111 56399222 MGR Corp. BHD (b) 365,000 1,990,068 55399492 Magnum Corp. BHD 3,205,500 7,541,516 55999392 Malakoff BHD 50,000 111,098 56099J22 Malakoff BHD (rights) (b) 25,000 21,006 56099J23 Malayan United Industries BHD 331,000 501,852 56091099 Malayawata Steel BHD (b) 50,000 97,094 56099192 Malaysia British Assurance BHD 439,000 786,916 56099N22 Malaysia Mining Corp. 1,050,000 1,756,671 56099K22 Malaysian Banking (b) 706,500 3,983,925 56090499 Malaysian Industries Development BHD Ord. 201,000 307,753 56099L22 Malaysian Plantions BHD 2,692,000 3,056,120 56099R22 Malaysian Resources Corp. BHD 450,000 915,862 56099793 Malex Industries BHD 3,000 14,564 56199722 Malpac Holdings BHD (b) 9,000 30,753 56199622 Mentiga Corp. BHD 325,000 1,237,957 58799B22 Mercury Industry BHD 1,188,000 2,661,892 58999A22 Metacorp BHD 1,040,000 5,010,086 59099E92 Metrojaya BHD 332,000 619,910 59599F22 Minho BHD 40,000 76,929 60399822 Mulpha International Ltd. 815,333 1,327,525 62499A22 Multi-Purpose Holding BHD (b) 4,203,000 7,157,247 00099292 Mycom BHD 2,587,000 6,038,084 63199892 NCK Corp. BHD 100,000 207,260 62899C22 Negara Properties BHD 152,000 454,105 63999822 New Straits Times Press 1,000 3,174 64999592 North Borneo Timber BHD 1,408,000 3,812,090 65799B22 OSK Holdings BHD (b) 151,000 451,117 67899922 OSK Holdings BHD: (For. Reg.) 150,000 448,129 67899923 (warrants) 207,500 269,661 67899926 O'Connor's Engineering & Trade 40,000 107,551 67899E22 Olympia Industries BHD 1,884,000 2,589,106 68199D92 Oyl Industries Ltd. 113,000 548,584 69599492 Pacific Chemicals BHD (b) 976,000 6,815,740 69599H22 Park May BHD 722,000 3,639,927 70099222 Pelangi BHD 602,000 571,021 70699492 Perlis Plantations BHD 200,000 597,506 71390092 Pernas International Hotel & Property BHD (b) 97,000 123,161 71499392 Press Metal BHD 10,000 22,780 74199B22 Public Finance BHD (For.Reg.) 649,000 1,017,924 87799994 Rashid Hussain BHD 1,234,000 3,179,697 75399492 Renong BHD 5,729,000 7,787,544 75999H22 Resorts World BHD 1,400,000 7,842,254 76199592 Samanda Holdings BHD 750,000 2,674,770 91599193 Sistem Televisyen Malaysian 174,000 428,860 82999692 Southern Bank BHD 207,000 521,791 84199992 Sungei Way Holdings (b) 947,000 4,137,689 86799892 Super Enterprise Holdings BHD 19,000 29,091 98999Q22 Syarikat Kayu Wangi BHD 330,000 502,801 93599F22 Tan & Tan Development BHD (b) 981,000 1,172,305 89699B22 Technology Resources (b) 7,021,000 30,152,176 93699692 Telekom Malaysia BHD 334,000 2,494,586 94099892 Tenega Nasional BHD 101,000 561,991 92099992 Time Engineering BHD (b) 2,814,000 8,879,802 93099592 Tongkah Holdings BHD 1,388,000 2,550,214 94999C92 Tongkah Holdings BHD: (rights) 302,666 146,935 94999C97 (rights) 181,600 113,932 94999C95 UMW Holdings BHD (b) 200,000 433,192 90302599 Uniphone Telecom BHD (b) 137,000 649,750 95499A92 United Engineers BHD 1,000 4,369 93099692 SHARES VALUE (NOTE 1) YTL Corporation (b) 1,361,600 $ 6,254,265 98799092 YTL Corporation (warrants) (b) 181,000 446,113 98799094 Yangtzekiang BHD 250,000 1,867,205 98499G22 Zalik BHD 342,000 1,570,915 98899P22 287,166,520 MEXICO - 16.9% Banacci SA de CV: Class B (b) 637,000 3,901,988 06399896 Class C 2,020,500 13,707,213 06399893 Bufete Industrial SA sponsored ADR representing 3 ordinary certificates Banco (b) 52,700 1,521,713 11942H10 Cementos Apasco SA de CV Class A (b) 985,400 8,450,593 15299392 Cemex SA, Series B 896,000 19,429,339 15299293 Cifra SA Class C (b) 5,077,800 13,157,189 17178594 Coca-Cola Femsa SA de CV sponsored ADR (b) 145,200 4,610,100 19124110 Controladora Commercial Mexicana SA B-1 (b) 1,174,800 2,036,563 21299692 Desc (Soc. de Fomento Indus.) Class B 1,286,300 8,036,918 25299692 Empresas Ica Sociedad Controladora SA de CV sponsored ADR representing Ord Part. Cert. 312,200 7,414,750 29244810 Empresas La Moderna SA sponsored ADR 108,500 2,780,313 29244910 Emvasa del Valle de Enah Ord. (b) 317,000 1,271,883 29299E22 Farmacia Benevides SA de CV Ord. (b) 454,400 2,198,932 31299422 Fomento Economico Mexicano SA (FEMSA) B 1,614,000 7,513,880 34441892 Gruma SA Class B . . . . . . . . . . . . . . . . 62,200 398,232 Grupo Carso SA de CV Class A-1 (b) 3,159,500 31,498,225 40099594 Grupo Casa Autrey SA sponsored ADR (b) 91,900 2,527,250 40048P10 Grupo Dina (Consorcio G) ADR (b) 182,500 2,349,688 21030610 Grupo Embotellador de Mexico 113,500 1,578,223 30599422 Grupo Embotellador de Mexico GDR 28,900 769,463 40048J30 Grupo Financiero Bancomer SA de CV sponsored ADR, Series C (c) 504,300 12,418,388 40048610 Grupo Financiero Banorte C Ord. 35,000 175,804 40099H22 Grupo Financiero GBM Atantico SA sponsored ADR (c) 16,100 285,775 40048F10 Grupo Financiero Probursa: B1 Ord. 309,000 311,367 48999K22 Class L 28,737 39,607 48999K23 Grupo Financiero Serfin sponsored ADR (b) 458,900 10,095,800 40049A10 Grupo Industrial Maseca SA de CV: ADR 14,000 351,750 40048830 57899894Class B (b) 2,664,300 4,422,818 Grupo Industry Bimbo SA de CV, Series A Ord. (b) 212,830 1,779,559 60899995 Grupo Mexicano de Desarrollo Class L ADR (b) 172,800 2,829,600 40048G20 Grupo Modelo SA de CV Class C Ord. (b) 22,500 447,244 40099M22 Grupo Posadas SA de CV Class L (b) 390,000 376,264 40048992 Grupo Radio Centro SA de CV sponsored ADR (b) 39,800 905,450 40049C10 Grupo Sidek B Free shares 1,757,100 7,695,729 40099F22 Grupo Simec SA de CV ADR (b) 38,800 780,850 40049110 Grupo Situr SA de CV Class B (b) 1,606,113 4,250,177 40049292 Grupo Televisa GDS (b) (c) 52,400 2,777,200 40049J20 Grupo Televisa SA de CV 46,000 1,211,639 40049J97 Grupo Tribasa SA de CV sponsored ADR (b) 117,779 2,885,586 40049F10 Herdez SA de CV Class A 1,321,407 1,380,091 42799F22 Kimberly Clark de Mexico Class A 626,100 11,774,130 49499392 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) MEXICO - CONTINUED Mexico Value Recovery (rights) (b) 4,000,000 $ 40 59304893 Sanluis Corp. Ord., Series A-2 (b) 74,000 571,148 21987020 Sears Roebuck de Mexico SA de CV (b) 689,600 9,145,386 81240K92 Sears Roebuck de Mexico SA de CV ADR representing Series B-1 (b) (c) 52,700 1,337,263 81240K10 Servicios Financieros Quadrum SA sponsored ADR (b) 3,200 57,600 81763810 Telefonos de Mexico SA sponsored ADR representing shares Ord Class L 535,400 31,521,675 87940378 Tolmex B2 SA (b) 770,300 9,271,909 94399492 Transport Maritima Mexicana A (b) 99,000 758,040 94899592 Vitro SA (b) 630,000 4,187,137 92850292 Vitro SA sponsored ADR (b) 133,600 2,672,000 92850230 261,869,481 PAKISTAN - 0.2% Adamjee Insurance 46,000 470,258 00599492 Bank of Punjab (b) 33,150 89,068 79899A92 DG Kahn Cement 60,000 194,630 23999E22 National Development Leasing Corp. 278,100 619,629 63599492 Pakistan Electric 20,000 106,817 69599N22 Pakistan State Oil 58,800 645,423 34799292 Pel Appliances Ltd. (b) 77,500 584,053 70599922 Sui Southern Gas Pipelines Ltd. 94,000 200,200 89499F22 2,910,078 PANAMA - 0.6% Banco Latino Americano de Exportaciones SA Class E (b) 127,100 4,829,800 06199A92 Panamerican Beverages, Inc. Class A 120,700 4,149,063 69829W10 8,978,863 PERU - 0.4% Banco de Credito del Peru T 511,700 1,377,701 06899B22 Compania Peruana Telefonos T 488,261 3,017,282 24499622 La Fabril SA T 462,983 1,063,597 50399B23 Minsur SA T 100,000 794,854 60499F22 Southern Peru Copper Corp. T 240,494 739,216 84399F22 6,992,650 PHILIPPINES - 2.5% Ayala Corp. Class B 1,094,200 1,470,320 05499092 Ayala Land, Inc. Class B 2,361,100 3,001,218 05499392 Bacnotan Cement Corp. 1,220,000 1,196,295 07499222 Belle Resources Corp. 2,760,000 701,647 07899322 Filinvest Land, Inc. Ord. 9,562,750 2,604,702 31699J22 First Philippines Holdings Corp. 1,418,300 5,202,409 33699492 Guoco Holdings 8,940,000 1,509,787 40299A22 House of Investments, Inc. (b) 340,000 1,247,140 44199C92 JG Summit Holdings, Inc. B (b) 3,665,000 1,464,131 46615292 Kepphil Shipyard, Inc. (b) 50,000 7,354 49299H23 Lepanto Cons Mining Co. 10,190,000 81,418 52673292 Manila Mining Corp. Class B 178,420,000 1,684,285 59399C22 Meralco B (b) 532,330 10,246,410 58799A92 Metro Drug, Inc. Class B (b) 15,580,700 3,621,422 59699292 Metropolitan Bank & Trust Co. 13,500 372,617 59199D22 Philex Mining Corp. 50,000 4,812 71814230 Philippine Long Distance Telephone Co. 32,400 2,106,000 71825210 Robinson's Land Corp. 1,100,000 151,811 77099492 San Miguel Corp. Class B 249,000 2,179,372 79908540 Sanitary Wares Manufacure Corp. (b) 186,000 75,994 81099792 Steniel Manufacturing Corp. (b) 867,500 280,402 85899622 United Paragon Mining Corp. 10,000,000 6,500 91199J22 39,216,046 SHARES VALUE (NOTE 1) PORTUGAL - 0.0% CIN 6,250 $ 209,374 17599592 Mague (Constru Metalom) 1,586 61,529 55999192 Unicer Uniao Cervejeira SA (b) 5,000 170,467 93399A93 441,370 SINGAPORE - 3.4% Causeway Investments Ltd. 200,000 331,854 14999E22 Chuan Hup Holdings Ltd. (b) 674,000 771,575 14899992 Clipsal Industries Holdings Ltd. (b) 111,000 643,800 18899192 Compact Metal Industry Ltd. (b) 126,000 158,017 20499B22 Far East-Levingston Shipbuilding Ltd. 54,000 227,474 30799192 First Capital Corp. Ltd. (b) 117,000 402,567 31999792 Focal Finance Ltd. (b) 288,000 703,840 34499B22 Focal Finance Ltd. (rights) 115,200 59,270 34499B23 Fuji Offset Plates Manufacturing Ltd. (b) 468,000 397,299 36599922 Hong Leong Finance Ltd. 1,184,000 3,380,900 44999D22 Hong Leong Finance Ltd. (warrants) 139,800 158,241 44999D23 Hour Glass Ltd. 683,000 764,304 44199E22 IPCO International 40,000 202,000 46299D22 Informatics Holdings Ltd. 1,449,000 1,677,406 45699D22 Jurong Cement (b) 732,750 2,214,883 48299792 Jurong Engineering Ltd. 53,000 378,352 49499692 Kay Hian James Capel Holding (For. Reg.) 898,000 1,588,203 48699B22 Keppel Finance Ltd. 1,858,000 2,939,542 49299D22 Kim Eng Holdings Ltd. 2,952,000 5,239,889 49499D92 Kim Eng Holdings Ltd. (warrants) (b) 629,800 546,805 49499D94 Liang Court Holdings Ltd. 621,000 603,066 52599A92 Malayan Credit Ltd. 100,000 208,374 56099092 Overseas Chinese Banking Corp. (b) 297,000 2,712,329 68999610 Overseas Union Bank Ltd. (For. Reg.) 80,000 406,457 68990192 Overseas Union Trust Ltd. 642,000 1,362,529 69499B22 Pacific Can Investment Holdings (b) 790,000 1,092,357 69499C22 Pacific Can Investment Holdings (warrants) (b) 237,000 208,055 69499C24 Pentex Schweizer Circuits Ltd. (b) 950,000 1,435,782 70999222 Sal Industrial Leasing Ltd. 603,000 601,101 81499792 Sembawang Maritime Ltd. 988,500 4,481,908 81799592 Ssangyong Cement Ltd. 569,000 1,866,292 75299093 Tat Lee Finance Ltd. 556,000 983,342 87699E22 Tat Lee Finance Ltd. (warrants) (b) 252,000 165,309 87699E23 Tibs Holdings 633,000 2,381,536 94999792 Transmarco Ltd. 707,000 1,764,205 89499492 Van Der Horst Ltd. (b) 1,530,000 7,281,499 92099C22 Venture Manufacturing 719,000 1,664,672 92399992 Wing Tai Holdings Ltd. (b) 330,000 568,781 97499392 52,573,815 SOUTH AFRICA - 0.1% Genbel Industries Ltd. Ord . . . . . . . . . . 100,000 190,989 South African Breweries, Inc. ADR 47,000 1,000,385 83621620 1,191,374 SRI LANKA - 0.2% Aitken Spence & Co. Ltd. 120,000 936,197 00999F22 Aitken Spence & Co. Ltd. (rights) 25,000 34,218 00999F23 Blue Diamond Jewelry . . . . . . . . . . . . . 92,500 61,801 Development Co. of Ceylon (DFCC) 100,666 1,017471 25199C92 Distillery Co. of Sri Lanka (b) 1,350,000 277,168 25499D92 John Keells Holdings Ltd. GDR 61,500 471,224 48730210 Kelani Tyres Ltd. (Loc. Reg.) 63,000 64,008 48799N22 Lanka Tiles Ltd. 105,000 161,403 51599722 National Development Bank 31,000 218,678 63599B22 3,242,168 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) TAIWAN - 0.1% Shanghai Tyre & Rubber B shares 150,000 $ 84,000 84599R22 Taiwan Fund, Inc. 35,500 1,002,875 87403610 1,086,875 THAILAND - 5.7% Advanced Information Services: (For. Reg.) 288,800 11,010,644 00799793 (Loc. Reg.) 10,000 371,724 00799792 Asia Fiber Co. (For. Reg.) 378,500 379,552 04499592 Ayudhya Insurance Co. 157,400 1,800,286 05499593 Ban Pu Coal (For. Reg.) 317,000 4,658,061 06199593 Bangkok Bank 1,086,800 8,200,634 06099210 Bangkok Metropolitan Bank Public (For. Reg.) 2,267,200 1,755,765 06199E23 Bangkok Steel Industry Co. Ltd. 75,500 181,404 06099P22 Bangkok Steel Industry Co. Ltd. (For. Reg.) 150,000 360,405 06099P23 Bank of Ayudhya (For. Reg.) 50,000 155,877 05999998 Bumrungrad Hospital (For. Reg.) 35,500 131,116 06199693 Christiani & Nielsen Thai Ltd.: (For. Reg.) 19,880 165,798 17599692 (warrants) (b) 8,520 16,918 17599694 Deves Insurance Co. Ltd. 14,000 219,063 25299E23 Eastern Printing Co. (For. Reg.) 586,000 1,524,344 27699323 Finance One Public Co. (For. Reg.) 38,500 541,264 31799E93 First Bangkok City Bank (For. Reg.) 231,200 162,978 31899D93 General Financial & Services Pub. Co. Ltd. (For. Reg.) 37,000 332,089 36999693 Hana Microelectronics Co. (For. Reg.) 77,100 716,497 40999693 Hemaraj Land & Development Co. (For. Reg.) 198,300 1,141,918 42399B23 Industrial Finance Thai (For. Reg.) 744,000 1,359,176 45799896 International Broadcasting Corp. (For. Reg.) (b) 43,500 518,269 45999E93 Juldis Development Co. (For. Reg.) 263,900 1,540,640 48199A93 Jutha Maritime Co. Ltd. (Loc. Reg.) 10,000 48,451 48299892 Krung Thai Bank (For. Reg.) 2,865,500 5,917,630 50599293 Land & House (For. Reg.) 131,200 2,990,818 51499393 MDX Co. Ltd. (For Reg.) 210,000 1,267,673 55699293 Matichon Newspaper Group (b) 10,000 104,051 60899793 Muramoto Electronics Thai PCL (For. Reg.) 70,000 539,317 62699923 Mutual Fund Co. Ltd. (For. Reg.) 36,700 690,858 65499B23 NTS Steel Group Co. Ltd. (For. Reg.) 50,000 138,999 64999893 National Finance & Securities Co. (For Reg.) 59,800 769,468 63199593 National Petrochemical Co. 360,000 543,287 63799523 Navakij Insurance Co. 117,200 521,302 63999A23 One Holding Ltd. (For. Reg.) 60,000 164,416 68299B23 PTT Exploration & Production (For. Reg.) 100,000 496,426 74099B23 Pacific Insurance Co. Ltd. 76,000 428,594 69599L23 Pacific Insurance Co. Ltd. (rights) (For. Reg.) 50,666 265,604 69599L24 Phatra Insurance Co. Ltd. (For. Reg.) 4,200 142,780 71799B23 Phatra Thanakit Co. Ltd. (Loc. Reg.) 800 27,069 71799592 Phoenix Pulp & Paper (Loc. Reg.) 10,000 30,183 71999093 Property Perfect Co. Ltd. (For. Reg.) (b) 47,800 573,296 74399F23 Quality Houses Co. Ltd. (For. Reg.) 148,900 1,023,022 74799G23 Raimon Land Co. Ltd. (For. Reg.) 144,000 794,916 75099822 Regional Container Lines (For. Reg.) 14,600 303,828 75899293 Renown Leatherwears Public Co. Ltd. 215,600 1,275,789 75999K23 S Khon Kaen Industries Co. Ltd. 310,700 1,196,897 56499F22 S&J International Enterprises (For. Reg.) 124,000 492,455 88499E93 SHARES VALUE (NOTE 1) Safety Insurance Co. Ltd.: (For. Reg.) 224,000 $ 1,014,138 79899393 (Loc. Reg.) 10,000 45,274 79899392 Sammakorn Co. Ltd. (For. Reg.) 129,700 690,222 79599F23 (rights) (For. Reg.) 259,400 1,225,917 79599F24 Sawang Export Co. Ltd. (For. Reg.) 70,400 254,424 80999B23 Seafresh Industry (Thai) Co.: (For. Reg.) (b) 5,300 34,940 81199D23 (Loc. Reg.) 25,600 168,769 81199D22 Siam Cement (For. Reg.) 24,000 1,044,639 78799010 Siam Chemicals Co. Ltd. (Loc. Reg.) 30,000 107,228 79999J22 Siam City Bank Ltd. (For. Reg.) 4,462,400 3,322,882 81199593 Siam City Cement Co. Ltd. (For. Reg.) 309,800 5,069,006 82570798 Siam Comm. Life Assurance (For. Reg.) 215,100 486,922 82799293 Siam Commerical Bank: (For. Reg.) 81,392 507,488 78851090 (Loc. Reg.) 1,608 9,834 78851094 Siam General Factoring Co. Ltd. (For. Reg.) 50,000 152,899 82899C23 Siam Pulp & Paper Co. (For. Reg.) 65,000 180,699 83299693 Siam Syntech Construction Public Co. Ltd. 20,000 107,228 83499H22 Siam Syntech Construction Public Co. Ltd. (For. Reg.) (b) 10,000 63,542 83499H23 Sino Thai E&C Co. Ltd. (For. Reg.) 10,000 154,885 84799593 Sri Thai Superware Co. Ltd. (For. Reg.) 20,000 154,885 84499893 Strongpack Co. Ltd. (For. Reg.) 165,100 344,232 86399393 Sun Tech Group Co. Ltd. (For. Reg.) 75,000 165,310 86699H23 TPI Polene Public Co. Ltd. (For. Reg.) 145,800 897,498 94799093 (Loc. Reg) (b) 40,000 238,284 94799092 Telecomasia Corp. Pub. Ltd. (For. Reg.) 20,000 79,428 87928D93 Thai Farmers Bank 572,700 2,956,753 90199010 Thai German Ceramic Industry (For. Reg.) 123,400 798,816 94699893 Thai Grantite Company Ltd. (For. Reg.) 361,200 1,707,020 95599A93 Thai Military Bank (For. Reg.) 666,000 1,877,920 90199989 Thai Modern Plastic Co. (For. Reg.) 236,800 1,222,558 90699D93 Thai Reinsurance Co. Ltd. (For. Reg.) 120,000 347,896 93799D23 Thai Telephone & Tel. Pub. Co. (c) 200,000 1,151,708 94999L22 Thai Wah Food Products (For. Reg.) 216,900 490,997 93699B23 Tipco Asphalt (For. Reg.) 30,000 312,152 95499594 Tong Hua Daily News Co. Ltd. (For. Reg.) 469,000 754,349 92199D23 Union Bank of Bangkok Ltd. 1,000 37,808 90499K22 Union Mosaic Industries (For. Reg.) 29,000 96,743 93199493 Unique Gas & Petrochemicals Co. (For. Reg.) (b) 150,600 1,794,282 47799523 United Communications Industries (For. Reg.) 5,000 116,362 91399E23 Wattachak Co. Ltd. (For. Reg.) 28,900 433,844 94299H23 Yong Thai Chemical Ind. (For. Reg.) 40,000 104,845 99599D23 88,716,177 TURKEY - 0.0% Adana Cimento (b) 106,425 33,591 00699B92 Cukurova Electrik AS (b) 85,000 22,195 22999192 Goodyear 191,500 48,356 68999992 Goodyear: (new) 95,750 24,178 68999994 (rights) 191,500 30,908 68999995 Guney Biraciliu (b) 172,000 115,981 40299792 Maret 153,000 41,267 56899692 Netas SA Class B Ord. (Bearer) (b) 260,000 106,311 64199527 Teletas (b) 120,000 27,890 87999C92 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) TURKEY - CONTINUED Turk Demir Dokum (b) 77,333 $ 23,300 90099A92 Turkiye Garanti Bankasi: ADR (b)(c) 75,000 93,750 90014810 (new) 17,250 2,079 90014896 569,806 UNITED KINGDOM - 0.0% Cathay International Holdings PLC (b) 1,396,385 874,094 14999D22 UNITED STATES OF AMERICA - 0.1% Duty Free International, Inc. 102,400 1,408,000 26708410 VENEZUELA - 0.3% CA Venepal GDR Class A ADR (b)(c) 2,864 9,308 12477610 Corimon SA CA sponsored ADR 16,700 212,925 21872820 Electricidad de Caracas LA (b) 1,132,355 2,713,605 42799922 Mavesa SA sponsored ADR (c) 266,000 1,429,750 57771720 Venezolana de Prerreducidos Caroni Venpreca CA GDR (c) 1,500 9,750 92264410 4,375,338 TOTAL COMMON STOCKS (Cost $1,207,358,206) $ 1,244,200,257 PREFERRED STOCKS - 0.6% CONVERTIBLE PREFERRED STOCKS - 0.1% PHILIPPINES - 0.1% Philippine Long Distance Telephone 1.4375 GDR representing 1 share preferred Series 2 (c) 28,800 1,080,000 71825250 NONCONVERTIBLE PREFERRED STOCKS - 0.5% KOREA (SOUTH) - 0.5% Boram Bank 36,800 455,615 09999323 Boram Bank (New) 8,747 87,719 09999326 Boram Securities Co. Ltd. (b) 34,100 565,730 18599623 Daelim Industrial Co. 59,460 883,397 23699F23 Daewoo Heavy Industries Ltd. 22,346 279,429 23999494 Dongbu Construction Co. (b) 49,000 630,927 25799M23 Dongbu Steel Co. Ltd. (b) 57,230 1,530,478 25799L23 Hyundai Motor Service Co. (b) 39,000 2,303,206 42199424 Kolon International Corp. 20,000 361,520 73099423 Korea First Securities Co. (b) 20,400 381,379 50099K23 Sunkyong Securities Co. 10,000 179,522 96199D23 TOTAL NONCONVERTIBLE PREFERREED STOCKS 7,658,922 TOTAL PREFERRED STOCKS (Cost $9,789,108) 8,738,922 CORPORATE BONDS - 6.1% MOODY'S PRINCIPAL RATINGS (E) AMOUNT (A) CONVERTIBLE BONDS - 5.7% BRITISH VIRGIN ISLANDS - 0.0% Pacific Concord Financial Ltd. euro 4 3/4%, 12/10/98 - $ 1,000,000 832,500 69412R9A PRINCIPAL VALUE (NOTE 1) AMOUNT (A) GRAND CAYMAN - 1.0% Filinvest (Cayman Island) Ltd.: euro 3 3/4%, 2/28/04 (c) - $ 2,500,000 $ 2,200,000 3170159A 3 3/4%, 2/28/04 (c) - 4,000,000 3,520,000 317015AA Henderson Capital euro 4%, 10/27/96 (c) - 2,050,000 1,937,250 4247309A JG Summit Cayman Ltd. 3 1/2%, 12/23/03 (c) - 4,570,000 4,021,600 466149AA Peregrine Investment Finance Cayman Ltd.: euro 4 1/2%, 12/1/00 - 500,000 397,500 6933939A 4 1/2%, 12/1/00 (c) - 3,290,000 2,615,550 693393AA 14,691,900 HONG KONG - 0.7% Applied International Holdings euro 5 1/4%, 11/30/00 (c) - 100,000 70,000 0379239A Goldlion Capital Ltd. 4 7/8%, 2/1/99 (d) - 2,750,000 2,131,250 381417AA HKR International Ltd. euro 4 1/4%, 10/25/00 (REIT) (c) - 100,000 109,500 439991AA HSH Overseas Finance Ltd. euro 5%, 1/6/01 - 1,000,000 970,000 424997AA Hon Kwok Land Treasury Ltd. euro 4 7/8%, 12/15/00 - 3,000,000 2,550,000 43899JAA Lai Fung O/S Fin. Ltd. euro 5 1/4%, 1/5/98 (d) - 4,790,000 3,927,800 50699CAA Regal International Ltd. euro 5 1/4%, 12/5/08 - 500,000 478,750 759991AB 10,237,300 INDIA - 0.4% Essar Gujarat Ltd. euro 5 1/2%, 8/5/98 - 40,000 52,000 296994AA Gujarat Ambuja Cement Ltd. 3 1/2%, 6/30/99 (c) - 190,000 237,500 402042AA Industrial Credit & Investment Corp. 2 1/2%, 4/3/00 (c) - 1,180,000 967,600 456052AA Jindal Strip euro 4 1/4%, 3/31/99 (c) - 460,000 455,400 642994AA Nippon Denro Ispat: euro 3%, 4/1/01 (c) - 550,000 437,250 6545549A 3%, 4/1/01 (c) - 2,535,000 2,015,325 654554AA Scici Ltd. euro 3 1/2%, 4/1/04 (c) - 870,000 965,700 79599KAA Sterlite Industry India Ltd. 3 1/2%, 6/30/99 (c) - 500,000 477,500 859737AA 5,608,275 MALAYSIA - 0.0% OSK Holdings BHD 5%, 1/19/99 (unsecured) - MYR 103,750 33,708 678999AB PHILIPPINES - 0.0% Benpress Holdings Corp.: euro 4 1/5%, 12/31/49 - 150,000 514,050 0823009A 4 1/5%, 12/31/49 (c) - 78,000 249,873 082300AA 763,923 CORPORATE BONDS - CONTINUED PRINCIPAL VALUE (NOTE 1) AMOUNT (A) THAILAND - 3.6% Asia Credit Public Co. Ltd.: euro 3 3/4%, 11/17/03 - $ 1,000,000 $ 965,000 047994AA 3 3/4%, 11/17/03 (c) - 1,300,000 1,251,250 044909AA Bangkok Bank: euro 3 1/4%, 3/3/04 (c) - 1,650,000 1,361,250 0598959A 3 1/4%, 3/3/04 (c) - 8,000,000 6,600,000 059895AA CMIC Finance & Securities Co. Ltd. euro 3 1/2%, 11/8/03 - 1,500,000 1,470,000 125993AA Dhana Siam Finance & Securities Co. Ltd. euro 4%, 10/6/03 - 300,000 483,000 242995AA Hemaraj Land & Development Co. euro 3 1/2%, 9/9/03 - 8,950,000 7,383,750 42399BAA Juldis Development Co. euro 4 1/4%, 12/22/03 - 3,070,000 2,486,700 48199AAA Kiatnakin Finance & Securities euro 4%, 11/30/03 - 1,000,000 780,000 496997AA Land & House euro 5%, 4/29/03 - 2,500,000 4,362,500 514993AA NTS Steel Group Co., Ltd. euro 4%, 12/16/08 - 6,850,000 5,480,000 649998AA Phatra Thanakit Co. Ltd.: euro 3 1/2%, 12/13/03 - 4,420,000 4,541,550 717995AA 3 1/2%, 12/13/03 (c) - 3,000,000 3,082,500 717227AA Siam Commercial Bank 3 1/4%, 1/24/04 (c) - 1,000,000 757,500 825715AA Siam Syntech Construction Public Co. Ltd. 4 1/2%, 2/25/02 (c) - 500,000 392,500 825719AA Somprasong euro 3 7/8%, 1/21/04 - 2,500,000 1,775,000 83599CAA Wall St. Financial & Securities Co. 3 3/4%, 2/3/04 (c) - 480,000 349,200 93299BAB Wattachak Co. Ltd. euro 3 1/2%, 12/6/03 - 11,650,000 12,698,500 94299HAA 56,220,200 TOTAL CONVERTIBLE BONDS 88,387,806 NONCONVERTIBLE BONDS - 0.4% ARGENTINA - 0.0% Acindar Industria Argentina de Aceros SA 9 1/4%, 11/12/98 (d) - 1,000,000 957,500 0045149J BRAZIL - 0.1% Minas Gerais State: euro 7 7/8%, 2/10/99 (c) - 2,000,000 1,580,000 602517AB 7 7/8%, 2/10/99 (c) B3 500,000 435,000 602517AA 2,015,000 INDONESIA - 0.2% Indorayon Yankee 9 1/8%, 10/15/00 BB 500,000 453,750 69364LAB Semen Sibinong PT euro 9%, 12/15/98 - 2,000,000 1,905,000 69364U9A 2,358,750 PRINCIPAL VALUE (NOTE 1) AMOUNT (A) MALAYSIA - 0.0% OSK Holdings BHD 7%, 1/19/99 (unsecured) - MYR 415,000 $ 134,831 678999AA United Engineers Malaysia BHD 4%, 3/9/98 - MYR 100,000 33,610 9102139E 168,441 MEXICO - 0.1% Dine SA euro 8 1/8%, 10/15/98 (d) - 1,000,000 922,500 25441T9A SINGAPORE - 0.0% Pacific Can Investment Holdings 2 1/2%, 4/30/99 - SGD 237,000 137,179 69499CAA THAILAND - 0.0% Finance One Public Co. 3 3/4%, 2/7/01 - THB 272 10,802 31799EAA TOTAL NONCONVERTIBLE BONDS 6,570,172 TOTAL CORPORATE BONDS (Cost $129,984,298) 94,957,978 GOVERNMENT OBLIGATIONS (F) - 5.2% ARGENTINA - 4.1% Argentina Republic: BOCON: 0%, 4/1/01 (d) - ARP 3,750,969 2,267,870 039995AH 0%, 4/1/01 (d) B1 26,043,521 18,220,308 039995AF 0%, 9/1/02 (d) - ARP 3,267,542 1,622,011 039995AJ Brady: euro 4%, 3/31/23 B1 9,000,000 4,758,750 039995AD 4%, 3/31/23 (c) - ARP 264,000 139,590 0401149Y euro 5%, 3/31/05 (d) - 49,250,000 35,890,937 039995AU 0%, 3/31/05 (c) (d) - 129,000 94,008 039995AT 62,993,474 BRAZIL - 0.6% Brazil Federative Republic IDU euro 8 3/4%, 1/1/01 (d) B2 14,602,500 10,605,066 1057569E GUATEMALA - 0.1% Republic of Guatemala euro11%, 8/31/98 - 1,000,000 1,002,500 MEXICO - 0.2% Mexican Government Brady 6 1/4%, 12/31/19 Ba3 4,000,000 2,565,000 597998MM NIGERIA - 0.1% Nigeria Brady 5 1/2%, 11/15/20 (d) - 2,250,000 945,000 997999AC TRINIDAD & TOBAGO - 0.1% Republic of Trinidad & Tobago 9 3/4%, 11/3/00 Ba2 2,000,000 1,820,000 TOTAL GOVERNMENT OBLIGATIONS (Cost $67,939,814) 79,931,040 OTHER SECURITIES - 0.1% PURCHASED BANK DEBT - 0.1% PERU - 0.1% Republic of Peru loan participation refinanced under 1983 credit agreement (b) (Cost $1,803,125) $ 2,500,000 $ 962,500 7156389B REPURCHASE AGREEMENTS - 7.8% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/30/94 due 5/2/94 $121,286,971 $121,251,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $1,538,125,551) $1,550,041,697 CURRENCY ABBREVIATIONS ARP - Argentinean peso MYR - Malaysian ringgit SGD - Singapore dollar THB - Thai baht LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $70,777,294 or 4.7% of net assets. (d) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. (e) Standard & Poor's Corporation credit ratings are used in the absence of a rating by Moody's Investors Service, Inc. (f) Most foreign obligations have not been individually rated by S&P or Moody's. The ratings listed are assigned to securities by FMR, the fund's investment adviser, based principally on S&P and Moody's ratings of the sovereign credit of the issuing government. OTHER INFORMATION The composition of long-term debt holdings as a percentage of total value of investment in securities, is as follows: MOODY'S RATINGS S&P RATINGS Aaa, Aa, A 0.0% AAA, AA, A 0.0% Baa 0.0% BBB 0.0% Ba 0.3% BB 2.4% B 2.3% B 0.0% Caa 0.0% CCC 0.0% Ca, C 0.0% CC, C 0.0% D 0.0% For some foreign government obligations, FMR has assigned the ratings of the sovereign credit of the issuing government. The percentage not rated by either S&P or Moody's amounted to 6.6% including long-term debt categorized as other securities. FMR has determined that unrated debt securities that are lower quality account for 6.3% of the total value of investment in securities. Purchases and sales of securities, other than short-term securities, aggregated $1,572,898,343 and $751,524,456, respectively. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $45,807 for the period (see Note 4 of Notes to Financial Statements). The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $3,464,000. The weighted average interest rate was 3 7/8%. Interest expense includes $373 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $1,538,320,581. Net unrealized appreciation aggregated $11,721,116, of which $154,382,622 related to appreciated investment securities and $142,661,506 related to depreciated investment securities. At September 30, 1993, the fund had a capital loss carryforward of approximately $2,182,000 which will expire on September 30, 2001. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Aerospace & Defense 0.1% Basic Industries 10.5 Conglomerates 2.3 Construction & Real Estate 15.8 Durables 3.1 Energy 2.8 Finance 23.1 Government Obligations 4.7 Industrial Machinery & Equipment 1.3 Media & Leisure 4.7 Nondurables 4.7 Precious Metals 0.1 Repurchase Agreements 7.8 Retail & Wholesale 3.4 Services 1.2 Technology 0.4 Transportation 3.4 Utilities 10.6 100.0% EMERGING MARKETS FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $121,251,000) (cost $1,538,125,551) $ 1,550,041,697 (Notes 1 and 2) - See accompanying schedule Cash 1,829,591 Receivable for investments sold 25,551,899 Receivable for fund shares sold 9,477,462 Dividends receivable 2,992,254 Interest receivable 2,359,393 Redemption fees receivable (Note 1) 1,725 TOTAL ASSETS 1,592,254,021 LIABILITIES Payable for investments purchased $ 84,417,620 Payable for fund shares redeemed 6,901,393 Accrued management fee 951,482 Other payables and accrued expenses 2,060,727 TOTAL LIABILITIES 94,331,222 NET ASSETS $ 1,497,922,799 Net Assets consist of (Note 1): Paid in capital $ 1,481,564,396 Distributions in excess of net investment income (71,187) Accumulated undistributed net realized gain (loss) on investments 4,513,444 Net unrealized appreciation (depreciation) on investment securities 11,916,146 NET ASSETS, for 90,077,948 shares outstanding $ 1,497,922,799 NET ASSET VALUE, offering price and redemption price per share ($1,497,922,799 (divided by) 90,077,948 shares)(Note $16.63 4) Maximum offering price per share (100/97 of $16.63) $17.14
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 9,488,068 Dividends Interest 6,035,736 15,523,804 Less foreign taxes withheld (709,349 ) TOTAL INCOME 14,814,455 EXPENSES Management fee (Note 4) $ 6,179,588 Transfer agent: 3,933,710 Fees (Note 4) Redemption fees (Note 1) (289,610 ) Accounting fees and expenses 313,499 (Note 4) Non-interested trustees' compensation 4,246 Custodian fees and expenses 1,858,101 Registration fees 205,494 Audit 31,634 Legal 6,447 Interest (Note 5) 373 Miscellaneous 4,330 Total expenses before reductions 12,247,812 Expense reductions (Note 6) (92 12,247,720 ) NET INVESTMENT INCOME 2,566,735 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTE 1) 4,903,714 Net realized gain (loss) on investment securities Change in net unrealized appreciation (depreciation) on investment securities (97,376,419 ) NET GAIN (LOSS) (92,472,705 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ (89,905,970 ) OTHER INFORMATION Accounting fees paid to FSC $311,857 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS INCREASE (DECREASE) IN NET ASSETS SIX MONTHS YEAR ENDED ENDED APRIL 30, OCTOBER 31, 1994 1993 (UNAUDITED)
Operations $ 2,566,735 $ 630,663 Net investment income Net realized gain (loss) on investments 4,903,714 (387,679 ) Change in net unrealized appreciation (depreciation) on investments (97,376,419) 109,236,178 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS (89,905,970) 109,479,162 Distributions to shareholders: (2,507,341) (101,676 From net investment income ) In excess of net investment income (629,323) - From net realized gain - (191,171 ) TOTAL DISTRIBUTIONS (3,136,664) (292,847 ) Share transactions 2,168,877,893 671,166,140 Net proceeds from sales of shares Reinvestment of distributions 3,075,480 282,611 Cost of shares redeemed (1,347,495,108) (36,857,488 ) Redemption fees (Note 1) 8,770,024 227,559 Net increase (decrease) in net assets resulting from share transactions 833,228,289 634,818,822 TOTAL INCREASE (DECREASE) IN NET ASSETS 740,185,655 744,005,137 NET ASSETS Beginning of period 757,737,144 13,732,007 End of period (including under (over) distribution of net investment income of $(71,187) and $628,805, respectively) $ 1,497,922,799 $ 757,737,144 OTHER INFORMATION Shares Sold 117,914,488 48,273,320 Issued in reinvestment of distributions 178,390 26,476 Redeemed (74,838,104) (2,719,187 ) Net increase (decrease) 43,254,774 45,580,609 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SIX MONTHS ENDED NOVEMBER 1, 1990 APRIL 30, 1994 1993 1992 (COMMENCEMENT (UNAUDITED) OF OPERATIONS) TO OCTOBER 31, 1991 SELECTED PER-SHARE DATA Net asset value, beginning of period $ 16.18 $ 11.05 $ 10.40 $ 10.00 Income from Investment Operations Net investment income .04 .06** .08 .12 Net realized and unrealized gain (loss) on investments .32# 5.28 .76 .30 Total from investment operations .36 5.34 .84 .42 Less Distributions From net investment income (.04) (.08) (.08) (.04) In excess of net investment income (.01) - - - From net realized gain - - (.15) (.14) - Total distributions (.05) (.23) (.22) (.04) Redemption fees added to paid in capital .14 .02 .03 .02 Net asset value, end of period $ 16.63 $ 16.18 $ 11.05 $ 10.40 TOTAL RETURN(dagger)(diamond) 3.08% 49.58% 8.56% 4.41% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 1,497,923 $ 757,737 $ 13,732 $ 6,450 Ratio of expenses to average net assets 1.55%* 1.91% 2.60%(diamond) 2.60%(diamond) Ratio of net investment income to average net assets .33%* .44% .90% 1.34% Portfolio turnover rate 215%* 57% 159% 45% * ANNUALIZED (dagger) TOTAL RETURNS DO NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. (diamond) EXPENSES LIMITED IN ACCORDANCE WITH A STATE EXPENSE LIMITATION. TOTAL RETURNS WOULD HAVE BEEN LOWER HAD THE LIMITATION NOT BEEN IN EFFECT. ** NET INVESTMENT INCOME PER SHARE HAS BEEN CALCULATED BASED ON AVERAGE SHARES OUTSTANDING DURING THE PERIOD. # THE AMOUNT SHOWN FOR A SHARE OUTSTANDING DOES NOT CORRESPOND WITH THE AGGREGATE NET GAIN (LOSS) ON INVESTMENTS FOR THE PERIOD ENDED DUE TO THE TIMING OF SALES AND REPURCHASES OF FUND SHARES IN RELATION TO FLUCTUATING MARKET VALUES OF THE INVESTMENTS OF THE FUND.
LATIN AMERICA INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 84.7% SHARES VALUE (NOTE 1) ARGENTINA - 15.2% Astra Comp Argentina de Petroleum (Reg.) 2,549,200 $ 5,747,197 04699B94 Bagley Y Cia Ltd. SA (b) 481,119 1,856,022 05699C22 Banco de Galicia Y Buenos Aires SA sponsored ADR representing Class B shares (New) 220,475 6,696,961 05953820 Banco del Sud SA 164,400 2,734,510 05957M92 Banco Frances del Rio PL (Reg.) 647,756 5,757,113 21199692 Buenos Aires Embotelladora sponsored ADR 119,200 4,097,500 11942420 Central Costanera SA ADR (c) (b) 137,000 4,110,000 15324M10 Central Puerto SA ADR (c) 13,100 491,250 15503810 Citicorp Equity Investment Class B 36,800 224,930 17399P22 Commercial del Plata (b) 697,790 3,845,535 20199392 Interamericania de Auto Ord. 713,423 9,793,479 26899722 Molinos Rio de La Plata (Reg.) 789,692 9,732,678 60899C22 Perez Companc Class B (b) 2,303,925 11,542,710 71399723 Telecom Argentina Stet France Class B 2,033,400 11,165,359 90899992 Telefonica Argentina Class B 1,271,200 8,050,090 87999D92 YPF Sociedad Anonima sponsored ADR representing Class D shares 523,300 12,951,675 98424510 98,797,009 BRAZIL - 17.0% Acesita (Acos Espec Itabira) Ord. 36,240,900 1,664,392 00499L22 Aracruz Celulose SA ADR (b) 263,700 3,592,913 03849610 BR Distribuidora PN (Pfd. Reg.) 19,503,000 584,115 11299622 Bradesco PN 308,055,466 3,856,311 10599992 Brahma (Cia Cervejaria) PN: (New) 887,454 210,603 15799496 (Pfd. Reg.) Class B 24,194,800 5,741,668 15799492 (warrants) (b) 1,510,428 68,437 15799494 Brasmotor PN 23,087,000 6,560,317 10599892 Casa Anglo PN Ord. (b) 730,000 151,373 13599392 Celedsc PN B Ord. (b) 5,371,000 3,217,402 15199E22 Comp Paulista de Forca Luz Ord. 59,873,597 2,437,063 20499922 Compania Siderurgica Nacional (b) 522,040,000 13,911,976 24499523 Copene Petro Do Nordeste SA (b) 2,070,000 723,361 21799722 Coteminas PN 17,757,710 4,814,115 22199692 Duratex Corp. PN 19,017,000 874,831 26699493 Electrobras PN B (b) 22,017,200 4,785,218 69699993 IOCHP Maxion Ord. 1,000,000 453,110 46199F22 Itaubanco PN (Pfd. Reg.) 9,180,000 1,833,062 46599A92 Klabin Papel E Celulose 284,000 567,083 45599A22 Light (Servicos de Electric) SA Ord. (b) 27,019,900 8,134,190 53299892 Marco Polo PN Ord. B 4,052,000 933,581 56699692 Minas Gerais State (warrants) (b) 2,000 80,000 60251711 Moinho Santista Gerais Ord. 175,000 615,543 60899F22 Petrobras PN (Pfd. Reg.) (b) 102,484,000 9,838,336 71699794 Souza Cruz Industria Comerico (b) 28,000 180,631 84599D92 Telebras ON 197,250,000 5,695,875 95499795 Telebras PN (Pfd. Reg.) 290,085,000 10,459,633 95499792 Telepar 7,029,944 1,511,719 87999F22 Telerj SA PN 1,747,000 120,753 87999N22 Telesp ON (Telecom de Sao Paulo) 290,000 74,611 87999B98 Telesp PN (Telecom de Sao Paulo) (Pfd. Reg.) 33,085,000 10,290,624 87999B93 Unibanco-Uniao Brasileiros PN 17,780,000 1,256,247 90599A94 Unibanco-Uniao Brasileiros PN (rights) (b) 1,979,936 22,809 90599A96 Usiminas PN (Pfd. Reg.) 4,787,788,000 4,706,526 97199693 Vidraria Santa Marina Cia 179,600 634,482 92699992 110,602,910 SHARES VALUE (NOTE 1) CHILE - 4.9% Chile Fund, Inc. 48,056 $ 2,174,534 16883410 Comp Cervecerias Unidas SA ADR 494,600 10,695,725 20442910 Compania de Telefonos de Chile SA sponsored ADR (b) 25,300 2,277,000 20444920 Cristalerias de Chile SA sponsored ADR 105,200 2,340,700 22671410 Enersis SA sponsored ADR (b) 292,900 6,004,450 29274F10 Madeco SA ADR (b) 123,000 3,567,000 55630410 Maderas Y Sinteticos Sociedad Anonima Masisa sponsored ADR (b) 81,600 1,917,600 55646510 Soc. Quimica Y Minera de Chile ADR (b) 82,100 2,586,150 83363510 31,563,159 COLOMBIA - 0.3% Banco Ganadero SA ADR (c) 73,800 1,697,400 05959410 LUXEMBOURG - 0.2% Quilmes Industries SA 64,950 1,321,732 74899692 MEXICO - 42.5% Banacci SA de CV: Class B (b) 513,000 3,142,417 06399896 Class C 2,173,800 14,747,211 06399893 Bufete Industrial SA sponsored ADR representing 3 ordinary certificates Banco (b) 87,800 2,535,225 11942H10 Cementos Apasco SA de CV Class A (b) 852,300 7,309,154 15299392 Cemex SA, Series B 905,900 19,644,016 15299293 Cifra SA Class C (b) 4,028,100 10,437,290 17178594 Coca-Cola Femsa SA de CV sponsored ADR (b) 95,400 3,028,950 19124110 Controladora Commercial Mexicana SA B-1 (b) 900 1,560 21299692 Desc (Soc. de Fomento Indus.) Class B 1,434,300 8,961,635 25299692 Empaques Ponderosa SA B Ord. 192,000 458,682 29157892 Empresas Ica Sociedad Controladora SA de CV sponsored ADR representing Ord. Part. Cert. 314,100 7,459,875 29244810 Empresas La Moderna SA sponsored ADR 56,100 1,437,563 29244910 Emvasa del Valle de Enah Ord. (b) 2,206,100 8,851,425 29299E22 Farmacia Benevides SA de CV Ord. (b) 1,624,200 7,859,829 31299422 Fomento Economico Mexicano SA (FEMSA) B 1,223,000 5,693,603 34441892 Fondo Opcion SA de CV Class 2, Series B (b) 142,000 378,376 34499892 Gruma SA Class B 93,300 595,531 21030610 Grupo Carso SA de CV Class A-1 (b) 3,112,300 31,027,670 40099594 Grupo Dina (Consorcio G) ADR (b) 188,900 2,432,088 21030610 Grupo Embotellador de Mexico CPO 271,600 3,776,612 30599422 Grupo Financiero Bancomer SA de CV sponsored ADR, Series C (c) 439,800 10,830,075 40048610 Grupo Financiero GBM Atantico SA de CV sponsored ADR (c) 35,100 623,025 40048F10 Grupo Financiero Inbursa Class C 370,000 1,529,861 Grupo Financiero Serfin sponsored ADR (b) 535,400 11,778,800 40049A10 Grupo Industrial Alfa SA Class A 156,000 1,313,935 44499692 Grupo Industrial Bimbo SA de CV Ord., Series A (b) 311,765 2,606,795 60899995 Grupo Industrial Maseca SA de CV Class B (b) 2,416,200 4,010,964 57899894 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) MEXICO - CONTINUED Grupo Mexicano de Desarrollo Class L ADR (b) 170,500 $ 2,791,938 40048G20 Grupo Posadas SA de CV Ord. (b) 1,520,000 1,368,699 40048993 Grupo Radio Centro SA de CV sponsored ADR (b) 110,200 2,507,050 40049C10 Grupo Sidek SA de CV Class B Ord. 3,825,900 16,756,639 40099F22 Grupo Simec SA de CV ADR (b) 86,900 1,748,863 40049110 Grupo Situr SA de CV Class B (b) 2,935,445 7,767,921 40049292 Grupo Televisa SA de CV (b) 63,500 1,672,588 40049J97 Grupo Televisa GDS (c) 45,300 2,400,900 40049J20 Grupo Tribasa SA de CV sponsored ADR (b) 80,572 1,974,014 40049F10 Herdez SA de CV Class A (b) 1,567,900 1,637,530 42799F22 Kimberly Clark de Mexico Class A 517,600 9,733,734 49499392 Sanluis Corp. Ord., Series A-2 (b) 460,200 3,551,925 21987020 Sears Roebuck de Mexico SA (b) 627,300 8,319,171 81240K92 Servicios Financieros Quadrum SA sponsored ADR (b) 21,700 390,600 81763810 Telefonos de Mexico SA sponsored ADR representing shares Ord. Class L 380,100 22,378,388 87940378 Tolmex B2 SA (b) 1,053,700 12,683,123 94399492 Transport Maritima Mexicana: A (b) 104,500 800,153 94899592 Class L 36,000 330,781 94899593 Transportacion Maritima Mexicana SA de CV ADR representing L share (b) 87,100 707,688 89386820 Vitro SA (b) 624,800 4,152,577 92850292 Vitro SA sponsored ADR (b) 500 10,000 92850230 276,156,449 PANAMA - 2.3% Banco Latinoamericano de Exportaciones SA Class E (b) 159,900 6,076,200 06199A92 Panamerican Beverages, Inc. Class A 264,100 9,078,438 69829W10 15,154,638 PERU - 1.5% Banco de Credito del Peru T shares 766,800 2,064,532 06899B22 Banco Wiese Ltd. 13,000 116,412 05999T22 Compania Peruana Telefonos T shares 491,600 3,037,916 24499622 La Fabril SA T shares 759,900 1,745,695 50399B23 Minsur SA T shares 110,149 875,524 60499F22 Southern Peru Copper Corp. T shares 456,204 1,402,252 84399F22 Tele 2000 SA 215,000 710,246 87999M22 9,952,577 UNITED STATES OF AMERICA - 0.3% Duty Free International, Inc. 153,900 2,116,125 26708410 VENEZUELA - 0.5% Electricidad de Caracas LA (b) 737,665 1,762,976 42799922 Mavesa SA sponsored ADR (c) 334,266 1,796,680 57771720 3,559,656 TOTAL COMMON STOCKS (Cost $573,051,580) 550,921,655 CORPORATE BONDS - 0.7% MOODY'S RATINGS PRINCIPAL AMOUNT (A) CONVERTIBLE BONDS - 0.1% PHILIPPINES - 0.1% International Container Terminal Services, Inc. unsecured 6%, 2/19/00 (c) - $ 400,000 $ 560,000 459360AA NONCONVERTIBLE BONDS - 0.6% ARGENTINA - 0.0% Petrolera Argentina San Jorge SA euro 11%, 2/9/98 - 250,000 259,687 71654P9A BRAZIL - 0.4% Telebras 17 1/2%, 7/1/05 - BRC 132,857,816 2,730,308 954997AE MEXICO - 0.2% Bancomer SA 9%, 6/1/00 (c) - 500,000 478,750 059682AA Citibank Mexico euro 13.6087%, 6/25/94 (d) - 100,000 100,000 17699AAF First Mexican Acceptance Corp. euro 10 3/4%, 9/15/96 - 500,000 503,390 321998AA 1,082,140 TOTAL NONCONVERTIBLE BONDS 4,072,135 TOTAL CORPORATE BONDS (Cost $4,399,501) 4,632,135 GOVERNMENT OBLIGATIONS (G) - 4.4% ARGENTINA - 3.2% Argentina Republic: BOCON: 3.24%, 4/1/01 (d) - ARP 5,851,511 3,537,877 3.24%, 9/1/02 (d) - ARP 3,910,160 1,941,007 039995AJ 3.24%, 4/1/07 (d) - ARP 25,362,804 10,764,783 039995AW Brady 4%, 3/31/23 (c) - 250,000 132,187 0401149Y 5%, 3/31/05 (c)(d) - 250,000 182,187 039995AT Province of Chaco 11 7/8%, 9/10/97 (e) - 2,600,000 2,580,500 74399JAA Province of Cordoba 10%, 1/28/95 - 2,000,000 1,962,500 74399HAC 21,101,041 BRAZIL - 1.1% Brazil, Federative Republic euro 5 1/4%, 4/15/12 (d) - 2,040,000 1,425,000 74399JAA Siderurgica Brasileiras SA inflation indexed 6%, 8/15/99 (f) - BRC 43,398,700 5,620,171 82599PAA 7,045,171 MEXICO - 0.1% Mexican Government Brady 6.63%, 12/31/19 Ba2 FRF 4,500,000 489,131 597998VQ TOTAL GOVERNMENT OBLIGATIONS (Cost $39,975,524) 28,635,343 OTHER SECURITIES - 1.5% MOODY'S PRINCIPAL RATINGS (E) AMOUNT (A) INDEXED SECURITIES - 0.1% UNITED STATES OF AMERICA - 0.1% Morgan Guaranty Trust Co. cert. of dep. 0%, 8/22/94 (indexed to $481 par of Westport Investments Ltd. sr. notes, collateralized by Mexican govt. securities per $100 par) $ 500,000 $ 497,250 61799FAF PURCHASED BANK DEBT - 1.4% COLOMBIA - 0.1% Republic of Colombia amortizing loan participation 6 3/8%, 1/31/98 (d) 356,268 321,532 1953259E ECUADOR - 0.4% Republic of Ecuador loan participation (b): thru Kidder Peabody Emerging Markets, Inc. 0% 3,500,000 1,505,000 88399HAA 0% 2,500,000 1,000,000 88399HAB 2,505,000 PANAMA - 0.2% Republic of Panama loan participation under refinancing agreement 0% (b) 3,750,000 1,612,500 6982999B PERU - 0.7% Empressa de Electricidad del Peru SA loan participation 0% (b) 9,750,000 3,168,750 Republic of Peru loan participation (b): refinanced under 1983 credit agreement 0% 1,250,000 481,250 7156389B 0% 3,250,000 1,194,375 7156389A 4,844,375 TOTAL PURCHASED BANK DEBT 9,283,407 TOTAL OTHER SECURITIES (Cost $16,990,496) 9,780,657 CERTIFICATES OF DEPOSIT - 0.0% GRAND CAYMAN - 0.0% Ridgefield Investments Ltd. 0%, 2/2/95 (c) (Cost $2,530,000) 3,660,000 299,754 76599AAB REPURCHASE AGREEMENTS - 8.7% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 56,205,669 $ 56,189,000 TOTAL INVESTMENTS IN SECURITIES - 100% (Cost $693,136,101) $ 650,458,544 CURRENCY ABBREVIATIONS ARP - Argentinean peso BRC - Brazilian cruzeiro FRF - French franc LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $23,602,208 or 3.7% of net assets. (d) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. (e) Restricted securities - investment in securities not registered under the Securities Act of 1933 (see Note 2 of Notes to Financial Statements). Additional information on each holding is as follows: ACQUISITION ACQUISITION SECURITY DATE COST Province of Chaco 1 7/8%, 9/10/97 3/9/94 $ 2,678,975 (f) Principal amount shown is original face amount and does not reflect the inflation adjustments. (g) Most foreign government obligations have not been individually rated by S&P or Moody's. The ratings listed are assigned to securities by FMR, the fund's investment adviser, based principally on S&P and Moody's ratings of the sovereign credit of the issuing government. OTHER INFORMATION At the end of the period, restricted securities (excluding 144A issues) amounted to $2,580,500 or 0.4% of net assets. Purchases and sales of securities, other than short-term securities, aggregated $722,942,720 and $410,103,573, respectively. The following is a summary of the fund's written options activity: AGGREGATE NUMBER OF FACE VALUE CONTRACTS OF CONTRACTS Call Options on Republic of Venezuela Debt Conversion Bonds: Outstanding at November 1, 1993 - - Contract opened 1 $ 1,000,000 Contract closed (1) (1,000,000) Outstanding at April 30, 1994 - $ - The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $51,774 for the period (see Note 4 of Notes to Financial Statements). The fund participated in the interfund lending program as a lender. The maximum loan and the average daily loan balances during the periods for which loans were outstanding amounted to $17,304,000 and $12,064,625, respectively. The weighted average interest rate was 3.66%. Interest earned from the interfund lending program amounted to $9,814 and is included in interest income on the Statement of Operations (see Note 2 of Notes to Financial Statements). The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $6,884,000 and $6,884,000, respectively. The weighted average interest rate was 4.0%. Interest expense includes $765 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $693,136,512. Net unrealized depreciation aggregated $42,677,968, of which $43,018,353 related to appreciated investment securities and $85,696,321 related to depreciated investment securities. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Basic Industries 11.8% Construction & Real Estate 8.4 Durables 3.9 Energy 5.1 Finance 21.1 Government Obligations 4.4 Media & Leisure 2.5 Nondurables 11.8 Repurchase Agreements 8.7 Retail & Wholesale 4.7 Transportation 0.3 Utilities 17.3 100.0% LATIN AMERICA FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $56,189,000) (cost $693,136,101) $ 650,458,544 (Notes 1 and 2) - See accompanying schedule Cash 393,104 Receivable for investments sold 4,813,327 Receivable for fund shares sold 16,947,367 Dividends receivable 525,053 Interest receivable 407,600 Redemption fees receivable (Note 1) 1,594 TOTAL ASSETS 673,546,589 LIABILITIES Payable for investments purchased $ 22,003,975 Payable for fund shares redeemed 1,464,163 Accrued management fee 408,622 Other payables and accrued expenses 3,354,272 TOTAL LIABILITIES 27,231,032 NET ASSETS $ 646,315,557 Net Assets consist of (Note 1): Paid in capital $ 664,634,018 Undistributed net investment income 296,522 Accumulated undistributed net realized gain (loss) on investments 24,062,574 Net unrealized appreciation (depreciation) on investment securities (42,677,557 ) NET ASSETS, for 46,976,866 shares outstanding $ 646,315,557 NET ASSET VALUE, offering price and redemption price per share ($646,315,557 (divided by) 46,976,866 shares)(Note 4)$13.76 Maximum offering price per share (100/97.00 of $13.76) (Note 4) $14.19
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 3,599,967 Dividends Interest 4,206,122 Foreign exchange gain (loss) (198,052 ) 7,608,037 Less foreign taxes withheld (Note 1) (115,246 ) TOTAL INCOME 7,492,791 EXPENSES Management fee (Note 4) $ 3,030,873 Transfer agent fees 1,942,255 Fees (Note 4) Redemption fees (Note 1) (182,014 ) Accounting fees and expenses 191,178 (Note 4) Non-interested trustees' compensation 2,130 Custodian fees and expenses 769,858 Registration fees 154,016 Audit 21,238 Legal 3,049 Interest (Note 5) 765 Miscellaneous 1,912 Total expenses before reductions 5,935,260 Expense reductions (Note 6) (4,438 5,930,822 ) NET INVESTMENT INCOME 1,561,969 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 2) Net realized gain (loss) on: Investment securities 24,327,693 Written options 21,000 24,348,693 Change in net unrealized appreciation (depreciation) on investment securities (75,049,515 ) NET GAIN (LOSS) (50,700,822 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ (49,138,853 ) OTHER INFORMATION Accounting fees paid to FSC $189,809 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS INCREASE (DECREASE) IN NET ASSETS SIX MONTHS APRIL 19, 1993 ENDED APRIL 30, (COMMENCEMEN 1994 T (UNAUDITED) OF OPERATIONS) TO OCTOBER 31, 1993
Operations $ 1,561,969 $ 750,722 Net investment income Net realized gain (loss) on investments 24,348,693 1,877,469 Change in net unrealized appreciation (depreciation) on investments (75,049,515 32,371,958 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS (49,138,853 35,000,149 ) Distributions to shareholders (1,988,187 - From net investment income ) From net realized gain (1,988,188 - ) TOTAL DISTRIBUTIONS (3,976,375 - ) Share transactions 1,136,566,639 360,615,904 Net proceeds from sales of shares Reinvestment of distributions 3,877,585 - Cost of shares redeemed (789,523,302 (53,208,347 ) ) Redemption fees (Note 1) 5,576,231 525,926 Net increase (decrease) in net assets resulting from share transactions 356,497,153 307,933,483 TOTAL INCREASE (DECREASE) IN NET ASSETS 303,381,925 342,933,632 NET ASSETS Beginning of period 342,933,632 - End of period (including undistributed net investment income of $296,522 and $750,722, respectively) $ 646,315,557 $ 342,933,632 OTHER INFORMATION Shares Sold 71,528,070 30,145,557 Issued in reinvestment of distributions 261,275 - Redeemed (50,643,222 (4,314,814 ) ) Net increase (decrease) 21,146,123 25,830,743 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SELECTED PER-SHARE DATA SIX MONTHS ENDED APRIL 19, 1993 APRIL 30, 1994 (COMMENCEMENT (UNAUDITED) OF OPERATIONS) TO OCTOBER 31, 1993 Net asset value, beginning of period $ 13.28 $ 10.00 Income from Investment Operations Net investment income .03 .03 Net realized and unrealized gain (loss) on investments .44# 3.23 Total from investment operations .47 3.26 Less Distributions From net investment income (.05) - From net realized gain (.05) - Total distributions (.10) - Redemption fees added to paid in capital .11 .02 Net asset value, end of period $ 13.76 $ 13.28 TOTAL RETURN(dagger) 4.31% 32.80% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 646,316 $ 342,934 Ratio of expenses to average net assets 1.54%* 1.94%* Ratio of net investment income to average net assets .41%* 1.21%* Portfolio turnover rate 126%* 72%* * ANNUALIZED (dagger) TOTAL RETURNS DO NOT INCLUDE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. # THE AMOUNT SHOWN FOR A SHARE OUTSTANDING DOES NOT CORRESPOND WITH THE AGGREGATE NET GAIN (LOSS) ON INVESTMENTS FOR THE PERIOD ENDED DUE TO THE TIMING OF SALES AND REPURCHASES OF FUND SHARES IN RELATION TO FLUCTUATING MARKET VALUES OF THE INVESTMENTS OF THE FUND.
SOUTHEAST ASIA INVESTMENTS APRIL 30, 1994 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 88.0% SHARES VALUE (NOTE 1) CHINA (PEOPLES REP.) - 0.1% Yizheng Chemical Fibre Co. Class H (b) 3,350,000 $ 1,040,817 99599E22 GRAND CAYMAN - 0.1% Four Seas Mercantile Holdings Ltd. 600,000 198,066 35099622 New Korea Growth Fund 50,000 612,500 64699722 810,566 HONG KONG - 33.1% Acme Landis Holdings Ltd. 308,000 55,422 00499A92 Amoy Properties Ltd. 2,771,500 3,659,599 03199192 Amoy Properties Ltd. (warrants) (b) 2,100,000 999,068 03199195 Ankor Group Ltd. 728,000 97,100 03599822 Assoc. International Hotels (b) 1,040,000 1,043,406 04599492 Bank of East Asia 1,000,000 4,207,280 06199010 Beiren Printing Machinery Holding, Series H 300,000 162,141 07799822 Cheung Kong Ltd. 5,420,000 25,610,056 16674410 China Light & Power Co. Ltd. 1,150,000 5,992,144 16940010 Chinese Estates Holdings Ltd. 3,700,000 3,664,221 06399J22 Chinese Estates Holdings Ltd. (warrants) (b) 4,400,000 2,292,646 06399J23 Citic Pacific Ltd. Ord. 3,200,000 8,906,496 45299792 Culturecom Holdings Ltd. 24,742,000 2,786,586 23099322 Culturecom Holdings Ltd. (warrants) (b) 8,148,400 259,493 23099324 Dah Sing Financial Holdings 440,000 1,389,828 23899892 Dao Heng Bank Group Ltd. 782,550 2,370,532 23799F22 First Pacific Co. Ltd. 4,877,834 2,194,321 33699192 Furama Hotel Enterprises Ltd. 245,000 412,313 36199E22 Grand Hotel Holdings Ltd. Class A 6,260,000 2,532,461 38599292 Guangzhou Investment Co. Ltd. 3,020,000 860,096 40099G22 Guoco Group Ltd. 540,000 2,499,125 40299692 HKR International Ltd. 3,999,076 3,727,439 43999192 HSBC Holdings PLC 1,040,000 11,511,126 42199192 Hang Lung Development Co. Ltd. (b) 260,000 447,655 41099310 Hang Lung Development Co. Ltd. (warrants) (b) 1,280,000 397,683 41099392 Hang Seng Bank 286,800 1,912,076 40987820 Harbour Centre Development Ltd. 680,000 1,012,336 41150010 Harbour Ring International Holdings 2,000 404 41199B92 Henderson Investment Ltd. 3,940,000 2,932,800 42599422 Hong Kong & Shanghai Hotels 2,707,000 4,170,168 71899292 Hong Kong China Ltd. 572,000 281,384 44599B22 Hong Kong Electric Holdings Ord. 1,700,000 5,017,669 43858010 Hong Kong Land Holdings Ltd. 6,319,000 17,751,149 43858292 Hong Kong Telecommunications Ltd. 3,700,000 7,088,941 43857991 Hopewell Holdings Ltd. 3,900,000 3,483,636 44099999 Hutchison Whampoa Ltd. Ord. 6,339,000 26,054,507 44841510 Hysan Development Co. Ltd. 1,000,000 2,925,680 44916510 JCG Holdings 3,522,000 2,245,505 46799792 Jardine Matheson & Co. Ltd. Ord. 676,966 4,425,645 47111510 Ka Wah Bank Ltd. 3,622,500 2,204,066 48999G22 Kong Wah Holdings Ltd. (b) 1,170,000 252,942 50599B92 Li & Fung Ltd. 1,663,000 1,054,891 51899592 National Mutual Asia Ltd. (b) 1,000 508 63699592 New World Development Co. Ltd. 512,778 1,573,244 65171310 New World Development Co. Ltd.: (warrants) (b) 1,781,000 2,236,420 64927420 (warrants) (b) 320,000 480,538 65171392 Orient Telecom. & Tech. Holdings Ltd. 4,598,000 2,336,290 69599F22 Paliburg Development Ltd. 4,000,000 600,671 69699C22 Pricerite Group Ltd. (b) 500,000 84,145 74199D22 Regal Hotels Holding 16,030,000 4,150,327 75999110 Ryoden Development Ltd. 1,580,000 521,574 78399B22 Ryoden Development Ltd. (warrants) (b) 173,600 28,991 78399B23 SHARES VALUE (NOTE 1) Shangri-La Asia Ltd. (b) 2,158,000 $ 2,961,251 84599M22 Sime Darby Hong Kong Ltd. 757,000 1,215,167 82899392 Starlite Holdings Ltd. (b) 500,000 108,740 85599892 Sun Hung Kai Properties Ltd. 3,469,000 20,882,170 86676H10 Swire Pacific Class A 2,530,000 18,177,405 87079410 Tak Wing Investment Ltd. Ord. 2,000,000 543,710 92399692 Team Concepts Holdings Ltd. 2,000,000 331,400 87999J22 Union Bank of Hong Kong 1,000,000 938,550 90499C92 Vitasoy International Holdings Ltd. 400,000 160,524 92899G22 Wharf Holdings (b) (c) 220,000 848,707 96299110 Wing Hang Bank Ltd. (b) 1,300,000 3,012,412 97499522 Wing Shan International 10,327,000 2,874,293 97499722 Winton Holdings Ltd. 450,000 133,987 97699122 235,093,060 INDONESIA - 2.6% Andayani Megah PT 70,000 204,494 03399722 Argha Karya Prima PT (b) 618,950 1,004,537 01099992 Astra International (For. Reg.) 562,000 4,273,892 04699894 Bank Bali PT (For. Reg.) 100,000 238,809 06099C93 Bank Dagang Nas Indonesia PT 1,500,000 2,191,016 06099Q22 Bank International Indonesia Ord. (b) 360,000 1,043,341 06199B92 Ciputra Development PT (For. Reg.) 75,500 217,061 14999H22 Dharmala International Land 1,265,000 2,199,708 25399592 Gadjah Tunniggal Ord. 771,000 1,242,374 36599292 Indah Kiat Pulp & Paper (For. Reg.) 550,000 752,367 45499B23 Indocement Tungaal Prakarsa PT 60,000 528,626 68399093 Kalbe Farma 130,000 699,270 48699992 Multibreeder Adirama Indo PT 55,000 84,163 62599A22 Sampoerna, Hanjaya Mandala 268,500 2,054,339 82299892 Semen Gresik (For. Reg.) (b) 347,000 1,255,068 84399693 Sumalindo Lestari Jaya PT (For. Reg.) 12,000 47,715 86599G22 Tjiwa Kimia Pabrik Kertas 85,000 189,192 95499292 18,225,972 KOREA (SOUTH) - 11.6% Anam Electronics Co. Ltd. 30,000 571,994 03399492 Asia Motors Co., Inc. 26,450 428,990 04499B22 Boram Bank (New) 24,457 245,266 09999325 Cheil Foods & Chemical Industries (b) 16,968 1,113,413 16399C22 Chosun Brewery Co. Ltd. (b) 165,880 4,189,613 22899822 Daewoo Corp. 75,784 1,360,490 23799B22 Daewoo Corp. (warrants) (b) 1,150 3,133,750 23799B25 Daewoo Electronics Co. Ltd. 128,450 1,828,865 23899C22 Daewoo Electronics Co. Ltd. (New) 8,689 119,410 23899C23 Daewoo Heavy Industries Ltd. (b) 458,504 6,414,627 23999492 Daewoo Metal Co. 100,568 1,867,673 24999B22 Daewoo Securities Co. Ltd. 42,230 1,610,355 25999322 Daewoo Telecommunication 8,400 140,399 27999192 Daeyoung Electronics Industry (New) (b) 1,629 34,488 30999122 Daihan Paint & Ink Manufacturing Co. Ltd. 12,280 585,341 23399N22 Dong Ah Construction Industries Co. Ltd. 19,484 844,298 25799K22 Dong Ah Construction Industries Co. Ltd. EDR 40,592 1,156,872 25799K23 Dong Ah Securities Co. 115,670 2,033,569 25799X22 Dong Ah Securities Co. (New) 20,160 339,453 25799X23 Dong Shin Construction Co. 50,000 680,945 25899B22 Dongbu Chemical Co. Ltd. 100,000 1,262,845 25899722 Dongbu Construction Co. 40,100 605,695 25799M22 Dongbu Securities Co. Ltd. 70,000 1,230,655 25899A22 Dongsuh Securities Co. 57,400 1,172,588 25799P22 Hanil Bank 235,000 2,548,718 41099C22 Hanil Development Co. 3,600 71,314 41099822 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) KOREA (SOUTH) - CONTINUED Il Shin Spinning Co. Ltd. 3,159 $ 233,493 45199F22 Inchon Iron & Steel Co. (b) 139,920 6,288,342 45399J22 KIA Service Co. 13,540 248,102 48699C23 Keang Nam Enterprises 471 8,222 48699D22 Kolon International Corp. 5,000 111,427 73099422 Korea Asia Fund IDR 26 260,000 50099A93 Korea Container Terminal Co. 3,290 201,628 50099L22 Korea Electric Power Corp. 175,000 6,066,606 50099B92 Korea First Securities Co. 898 18,456 50099K22 Korea Fund, Inc. 87,600 1,861,500 50063410 Kyung Nam Woolen Textile Ind. Co. (b) 2,650 64,962 61699A22 Lotte Confectionery Co. 5,600 782,474 54499692 Lucky Securities Co. 12,120 279,103 54999C22 Midopa Company (New) 4,352 78,128 59899E23 Miwon Co. Ltd. 74,500 1,863,191 61299693 Pohang Iron & Steel Co. Ltd. 41,255 3,990,144 73045092 Samsung Co. Ltd. sponsored GDR 30,000 840,000 79605393 Samsung Construction Co. Ltd. 40,767 1,892,735 90499J22 Samsung Electronics Co. Ltd. 23,250 2,756,493 79611092 Samsung Electronics Co. Ltd. GDS (c) 72,000 4,608,000 79605020 Sang Up Securities Co. Ltd. 258,650 6,628,765 80099C22 Seoul Securities Co. (b) 33,520 589,308 83599P22 Shin Dong-Ah Fire & Marine (b) 12,280 519,965 82499L22 Shin Poong Paper Manufacturing Co. 25,500 1,673,269 94699C22 Shin Wha Engineering & Construction Co. Ltd. 40,000 638,851 95399A22 Woo Sung Construction Co. 128,346 1,604,921 97899622 Yukong Ltd. (b) 52,000 2,639,593 98899K22 82,339,304 MALAYSIA - 18.3% Advance Synergy BHD 1,200,000 3,024,871 00799B22 Aokam Perdana BHD (b) 330,000 3,204,122 01899792 Bandar Raya Development BHD 2,000 3,062 06000210 Berjaya Industrial BHD (b) 1,912,000 1,785,047 08299522 Berjaya Leisure BHD 563,000 634,946 08410592 Berjaya Leisure BHD (warrants) 1,644,525 6 08410594 Berjaya Singer BHD (b) 400,000 244,976 08499A96 Berjaya Sports Toto BHD (b) 776,000 1,390,993 08499E22 Cement Industry of Malaysia BHD 100,000 313,690 15199792 Cement Manufacturers Sarawak 109,000 537,307 15199C22 Consolidated Plantations BHD 1,197,000 1,636,052 20999510 Diversified Resources BHD (b) 1,210,000 3,547,127 25499F22 Dunlop Estates BHD 185,000 552,693 26599392 EON (Edaran Otomobil NAS) BHD (b) 281,000 1,710,472 29599292 Ekran BHD Ord. (b) 926,000 7,849,804 28299792 Faber Group BHD 1,000 1,374 30299892 Genting BHD 902,000 10,105,313 37245210 Hock Hua Bank BHD (b) 220,000 603,854 43499B22 IGB Corp. BHD (MLAY Reg.) 1,000 919 44960092 Kim Hin Industry BHD 40,000 233,027 49499C92 Land & General BHD 2,559,000 8,696,281 51499693 Leader Universal Holdings BHD 982,000 4,767,345 52199192 Magnum Corp. BHD 2,000,000 4,705,355 55999392 Malaysian Assurance Alliance BHD (b) 2,000,000 3,346,030 56099Q22 Malaysian Banking (b) 351,000 1,979,275 56090499 Malaysian Pacific Industries Ord. 150,000 239,749 56099492 Malaysian Resources Corp. BHD 686,400 1,396,996 56099793 Metacorp Berhad 190,000 915,304 59099E92 Mulpha International Ltd. 1,993,333 3,245,545 62499A22 Multi-Purpose Holding BHD (b) 1,902,000 3,238,897 00099292 Nam Fatt BHD (b) 118,800 354,919 63299492 Pacific Chemicals BHD (b) 929,000 6,487,523 69599H22 Press Metal BHD 100,000 227,799 74199B22 Public Bank (For. Reg.) (b) 759,000 1,522,979 84499696 SHARES VALUE (NOTE 1) Public Bank BHD (For. Reg.) 200,000 $ 407,050 84499693 Renong BHD 3,197,000 4,345,761 75999H22 Resorts World BHD 1,745,000 9,774,815 76199592 Southern Bank BHD 50,000 126,036 84199992 Sungei Way Holdings (b) 179,000 782,098 86799892 Sungei Way Holdings (warrants) (b) 237,000 708,045 86799894 TH Loy Industry BHD (b) 220,000 928,374 87799A22 Taiping Consolidated BHD (b) 1,200,000 2,240,640 95599B22 Tanjong PLC (MLAY Reg.) 687,500 3,337,627 87599993 Technology Resources (b) 2,640,000 11,348,868 93699692 Tenega Nasional BHD 80,000 445,142 92099992 Time Engineering BHD (b) 400,000 1,262,232 93099592 Tongkah Holdings BHD 2,120,000 3,895,140 94999C92 Tongkah Holdings BHD: (rights) (b) 746,666 362,484 94999C97 (rights) (b) 448,000 281,066 94999C95 United Engineers BHD 1,545,000 6,750,507 93099692 YTL Corporation (b) 510,000 2,342,593 98799092 YTL Corporation (warrants) (b) 100,000 246,471 98799094 Yangtzekiang BHD 226,800 1,693,928 98499G22 129,782,529 PHILIPPINES - 4.5% Bacnotan Consolidated Industry, Inc. 206,660 1,876,338 08099423 First Philippines Holdings Corp. 961,620 3,527,280 33699492 House of Investments, Inc. (b) 1,031,000 3,781,770 44199C92 Meralco B (b) 280,790 5,404,711 58799A92 Metropolitan Bank & Trust Co. 80,000 2,208,098 59199D22 Philippine Long Distance Telephone Co. 196,800 12,792,000 71825210 Philippine National Bank (b) 55,000 998,729 71899392 Universal Robina Corp. 1,651,500 1,169,576 91399F22 31,758,502 SINGAPORE - 5.0% Bonvests Holdings Ltd. (b) 3,618,000 2,699,137 09899022 City Development 340,000 1,716,510 17799010 City Development (warrants) (b) 5,400 16,670 17799025 DBS Land Ltd. 1,000,000 3,074,150 24399292 Datapulse Technology Ltd. 32,000 16,567 23799J22 HTP Holdings Ltd. 3,300,000 3,798,960 44299S22 IPCO International 770,000 3,888,500 46299D22 Intraco Ltd. 55,000 87,594 46099992 Jurong Engineering Ltd. 257,000 1,834,651 49499692 Liang Court Holdings Ltd. 3,567,000 3,463,998 52599A92 Natsteel Ltd. 400,000 1,363,432 63660099 Overseas Union Bank Ltd. (For. Reg.) 456,000 2,316,804 68990192 Parkway Holding (b) 700,000 1,431,605 70199192 Sal Industrial Leasing Ltd. 170,000 169,595 81499792 Singapore Aerospace (For. Reg.) (b) 234,000 451,475 83999793 Singapore Press Holdings Ltd. (For. Reg.) 180,000 2,951,959 82999910 Ssangyong Cement Ltd. 400,000 1,311,980 75299093 Straits Steamship Land Ord. 150,000 384,587 86299292 United Engineers Ltd. 1,250,000 2,556,437 96499192 Van Der Horst Ltd. 436,000 2,074,989 92099C22 35,609,600 THAILAND - 12.3% Advanced Information Service: (For. Reg.) 110,300 4,205,243 00799792 (Loc.Reg.) 4,000 147,636 00799793 Asia Securities Trading Co. (For. Reg.) 1,094,000 3,910,246 04599D23 Bangkok Bank 80,000 603,654 06099210 Bangkok Metropolitan Bank Public (Loc.Reg.) 5,848,000 4,528,832 06199E23 Dhana Siam Finance & Securities Co. (For. Reg.) 199,700 4,346,131 24299593 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) THAILAND - CONTINUED Dhana Siam Finance & Securities Co. (warrants) (b) 140,000 $ 1,690,230 24299598 Ekachart Finance & Security Co. Ltd. 67,600 429,547 28199J23 Finance One Public Co. (For. Reg.) 371,350 4,428,517 31799E93 First Asia Securities (For. Reg.) 254,800 2,226,211 31899F97 First Pacific Land (warrants) (b) 1,000,000 972,990 70699194 General Finance & Securities Public Co. Ltd.: (For. Reg.) 484,800 4,351,264 36999693 (Loc. Reg.) (b) 50,000 448,769 36999692 Jalaprathan Cement Ltd. (For. Reg.) 47,400 1,995,393 47099493 Kiatnakin Finance & Securities (For. Reg.) 30,000 467,037 49699794 Loxley Public Co. Ltd. (For. Reg.) 104,100 2,058,848 54899523 NTS Steel Group Co. Ltd. (For. Reg.) 313,000 870,134 64999893 Nakornthon Bank Ltd. (warrants ) (b) 10,000 3,574 63099C27 Nation Publishing Group (For. Reg.) 18,000 55,759 63799323 National Finance & Securities Co. (For. Reg.) 106,500 1,370,374 63199593 One Holding Ltd. (For. Reg.) 3,086,800 8,458,665 68299B23 Property Perfect Co. Ltd. (For. Reg.) (b) 300,600 3,605,291 74399F23 Ramkamhaeng Hospital Co. (For. Reg.) 50,000 162,827 75199493 Securities One Ltd.: (For. Reg.) 235,000 5,861,001 81399693 (Loc. Reg.) 15,000 374,106 81399692 Shinawatra Computer & Communication Co. (For. Reg.) (b) 130,000 2,994,439 94799193 Siam Cement (For. Reg.) 154,000 6,703,098 78799010 Siam City Cement: (For. Reg.) 167,000 2,732,486 82570799 (Loc. Reg.) 132,000 2,138,841 82570798 Siam General Factoring Co. Ltd. (For. Reg) 36,300 111,005 82899C23 Siam Syntech Construction Public Co. Ltd. (For. Reg.) 197,000 1,251,787 83499H23 Supalai Co. Ltd. (For. Reg.) 80,000 559,174 97199923 TPI Polene Public Co. Ltd. (For. Reg.) 599,200 3,688,483 94799093 Thai Financial Syndicate Ltd. 619,600 3,248,104 92399B93 Thai Military Bank (For. Reg.) 725,000 2,044,282 90199989 Univest Land Public Co. 210,000 825,655 91599F22 Wattachak Co. Ltd. (For. Reg.) 210,200 3,155,503 94299H23 87,025,136 UNITED KINGDOM - 0.4% Korea Europe Fund IDR 780 3,120,000 50799893 TOTAL COMMON STOCKS (Cost $663,321,441) 624,805,486 NONCONVERTIBLE PREFERRED STOCKS - 0.7% KOREA (SOUTH) - 0.7% Baikyang Co. (b) 4,290 454,123 05699D23 Cheil Foods & Chemical Industries 13,500 722,050 16399C23 Dongbu Construction Co. (b) 60,360 777,199 25799M23 Dongsuh Securities Co. Ltd. 80,000 1,485,700 25799P23 Hanshin Securities Co. Ltd. 500 9,719 41899724 Lucky Securities Co. 30,498 623,024 54999C24 Sunkyong Securities Co. 52,000 933,514 96199D23 TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $5,580,080) 5,005,329 CORPORATE BONDS - 3.9% PRINCIPAL VALUE (NOTE 1) AMOUNT (A) CONVERTIBLE BONDS - 3.7% KOREA (SOUTH) - 2.9% Cheil Foods & Chemical Industries euro 3%, 12/31/06 - KRW 800,000 $ 1,680,000 16399CAA Daewoo Corp. euro 1/4%, 12/31/08 - 3,960,000 5,266,800 23799BAB Daewoo Corp. 3 1/4%, 12/31/97 (c) - CHF 1,500,000 1,368,350 23799BAC Daewoo Electronics euro 2 1/4%, 12/31/08 - 2,100,000 2,373,000 23899CAA Jinro Ltd. euro 1/4%, 9/30/09 - 1,000,000 972,500 732994AA Samsung Electro-Mechanics Co. 1/4%, 12/31/00 (c) - CHF 500,000 302,890 95099DAA Shinwon Corp. euro 1/2%, 12/31/08 - 350,000 395,500 98499DAA Sunkyong Ltd. euro 4 3/4%, 5/16/96 - CHF 750,000 593,308 96199CAA Ssangyong Oil Refining euro 3 3/4%, 12/08/08 - 6,250,000 7,312,500 78099AAA 20,264,848 MALAYSIA - 0.4% Berjaya Sport Culs 9%, 10/30/97 - MYR 1,225,000 1,784,114 08499EAB Land & General BHD 4 1/2%, 12/31/94 - MYR 970,000 1,376,503 514996AA 3,160,617 PHILIPPINES - 0.0% Benpress Holdings Corp. euro 4 1/5%, 12/31/94 (c) - 60,000 192,210 082300AA THAILAND - 0.4% Siam Syntech Construction Co. 4 1/2%, 2/25/02 (c) - 1,500,000 1,177,500 825719AA Wattachak Co. Ltd. euro 3 1/2%, 12/6/03 - 1,300,000 1,417,000 94299HAA 2,594,500 TOTAL CONVERTIBLE BONDS 26,212,175 NONCONVERTIBLE BONDS - 0.2% MALAYSIA - 0.2% Berjaya Leisure BHD 5%, 1/18/99 - 1,644,525 552,720 0841059A United Engineers BHD 4%, 3/9/98 - MYR 1,653,500 555,736 9102139E 1,108,456 THAILAND - 0.0% Finance One Public Co. 3 3/4%, 2/7/01 - THB 5,635 223,789 31799EAA TOTAL NONCONVERTIBLE BONDS 1,332,245 TOTAL CORPORATE BONDS (Cost $29,879,438) 27,544,420 REPURCHASE AGREEMENTS - 7.4% MATURITY AMOUNT Investments in repurchase agreements (U.S. Treasury obligations), in a joint trading account at 3.56% dated 4/29/94 due 5/2/94 $ 52,764,649 $ 52,749,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $751,529,959) $ 710,104,235 CURRENCY ABBREVIATIONS KRW - Korean won MYR - Malaysian ringgit CHF - Swiss franc THB - Thai baht LEGEND (a) Principal amount is stated in United States dollars unless otherwise noted. (b) Non-income producing (c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $8,497,657 or 1.2% of net assets. (d) Standard & Poor's Corporation credit ratings are used in the absence of a rating by Moody's Investors Service, Inc. OTHER INFORMATION Purchases and sales of securities, other than short-term securities, aggregated $1,074,833,777 and $814,572,336, respectively. The fund participated in the interfund lending program as a lender. The maximum loan and the average daily loan balances during the periods for which loans were outstanding amounted to $20,019,000 and $28,538,000, respectively. The weighted average interest rate was 3.92%. Interest earned from the interfund lending program amounted to $26,162 and is included in interest income on the Statement of Operations (see Note 2 of Notes to Financial Statements). The fund participated in the bank borrowing program. The maximum loan and the average daily loan balances during the period for which loans were outstanding amounted to $5,361,000and $5,861,000, respectively. The weighted average interest rate was 3.70%. Interest expense includes $1,103 paid under the bank borrowing program (see Note 5 of Notes to Financial Statements). INCOME TAX INFORMATION At April 30, 1994, the aggregate cost of investment securities for income tax purposes was $751,529,959. Net unrealized depreciation aggregated $41,425,724, of which $53,572,684 related to appreciated investment securities and $94,998,410 related to depreciated investment securities. At October 31, 1993, the fund had a capital loss carryforward of approximately $282,000 which will expire on October 31, 2001. INDUSTRY DIVERSIFICATION As a Percentage of Total Value of Investments Basic Industries 8.1% Construction & Real Estate 24.5 Durables 2.6 Energy 1.4 Finance 22.7 Health 0.1 Industrial Machinery & Equipment 6.6 Media & Leisure 8.3 Nondurables 2.3 Repurchase Agreements 7.4 Retail & Wholesale 2.3 Services 0.2 Technology 2.2 Transportation 4.3 Utilities 7.0 100.0% SOUTHEAST ASIA FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase agreements of $52,749,000) (cost $751,529,959) $ 710,104,235 (Notes 1 and 2) - See accompanying schedule Receivable for investments sold 13,996,298 Receivable for fund shares sold 3,065,090 Dividends receivable 2,141,855 Interest receivable 200,467 Redemption fees receivable (Note 1) 6,743 Other receivables 362,994 TOTAL ASSETS 729,877,682 LIABILITIES Payable to custodian bank $ 228,346 Payable for investments purchased 30,183,787 Payable for fund shares redeemed 3,750,752 Accrued management fee 365,850 Other payables and accrued expenses 1,093,028 TOTAL LIABILITIES 35,621,763 NET ASSETS $ 694,255,919 Net Assets consist of (Note 1): Paid in capital $ 701,226,990 Distributions in excess of net investment income (3,357,242 ) Accumulated undistributed net realized gain (loss) on investments 37,811,895 Net unrealized appreciation (depreciation) on investment securities (41,425,724 ) NET ASSETS, for 53,986,590 shares outstanding $ 694,255,919 NET ASSET VALUE, offering price and redemption price per share ($694,255,919 (divided by) 53,986,590 shares)(Note 4) $12.86 Maximum offering price price per share (100/97 of $12.86) $13.26
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1994 (UNAUDITED) INVESTMENT INCOME $ 6,460,376 Dividends Interest 999,306 7,459,682 Less foreign taxes withheld (Note 1) (542,852 ) TOTAL INCOME 6,916,830 EXPENSES Management fee (Note 4) $ 3,303,865 Basic fee Performance adjustment (83,243 ) Transfer agent: 2,178,495 Fees (Note 4) Redemption fees (Note 1) (223,466 ) Accounting fees and expenses 204,903 (Note 4) Non-interested trustees' compensation 2,347 Custodian fees and expenses 943,448 Registration fees 181,411 Audit 32,446 Legal 4,020 Interest (Note 5) 1,103 Miscellaneous 2,366 TOTAL EXPENSES 6,547,695 NET INVESTMENT INCOME 369,135 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTE 1) 38,100,762 Net realized gain (loss) on investment securities Change in net unrealized appreciation (depreciation) on investment securities (115,508,211 ) NET GAIN (LOSS) (77,407,449 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $ (77,038,314 ) OTHER INFORMATION Accounting fees paid to FSC $204,903 (Note 4)
STATEMENT OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS SIX MONTHS APRIL 19, 1993 ENDED APRIL 30, (COMMENCEMEN 1994 T (UNAUDITED) OF OPERATIONS) TO OCTOBER 31, 1993 Operations $ 369,135 $ 338,637 Net investment income Net realized gain (loss) on investments 38,100,762 (386,089 ) Change in net unrealized appreciation (depreciation) on investments (115,508,211 74,082,487 ) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS (77,038,314 74,035,035 ) Distributions to shareholders (2,301,564 - From net investment income ) In excess of net investment income (1,666,228 - ) TOTAL DISTRIBUTIONS (3,967,792 - ) Share transactions 1,131,284,226 464,080,850 Net proceeds from sales of shares Reinvestment of distributions 3,847,337 - Cost of shares redeemed (866,494,889 (38,754,143 ) ) Redemption fees (Note 1) 6,955,915 307,694 Net increase (decrease) in net assets resulting from share transactions 275,592,589 425,634,401 TOTAL INCREASE (DECREASE) IN NET ASSETS 194,586,483 499,669,436 NET ASSETS Beginning of period 499,669,436 - End of period (including under (over) distribution of net investment income of $(3,260,020) and $338,637, $ 694,255,919 $ 499,669,436 respectively) OTHER INFORMATION Shares Sold 76,748,246 41,377,754 Issued in reinvestment of distributions 259,955 - Redeemed (60,766,297 (3,633,068 ) ) Net increase (decrease) 16,241,904 37,744,686 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
FINANCIAL HIGHLIGHTS
SELECTED PER-SHARE DATA SIX MONTHS APRIL 19, 1993 ENDED APRIL 30, (COMMENCEMENT 1994 OF OPERATIONS) TO (UNAUDITED) OCTOBER 31, 1993 Net asset value, beginning of period $ 13.24 $ 10.00 Income from Investment Operations Net investment income - .01 Net realized and unrealized gain (loss) on investments (.34) 3.22 Total from investment operations (.34) 3.23 Less Distributions From net investment income (.04) - In excess of net investment income (.03) - Total distributions (.07) - Redemption fees added to paid in capital (Note 1) .03 .01 Net asset value, end of period $ 12.86 $ 13.24 TOTAL RETURN(dagger)(diamond) (2.41)% 32.40% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 694,256 $ 499,669 Ratio of expenses to average net assets 1.55%* 2.00%* Ratio of expenses to average net assets before expense reductions 1.55%* 2.06%* Ratio of net investment income to average net assets .09%* .45%* Portfolio turnover rate 212%* 14%* * ANNUALIZED (dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED AND DO NOT INCLUDE THE ONE TIME SALES CHARGE. (diamond) THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE PERIODS SHOWN.
NOTES TO FINANCIAL STATEMENTS For the period ended April 30, 1994 (Unaudited) (a) SIGNIFICANT ACCOUNTING POLICIES. Fidelity Canada Fund, Fidelity Diversified International Fund, Fidelity Emerging Markets Fund, Fidelity Europe Fund, Fidelity Europe Capital Appreciation Fund, Fidelity International Growth & Income Fund, Fidelity Japan Fund, Fidelity Latin America Fund, Fidelity Overseas Fund, Fidelity Pacific Basin Fund, Fidelity Southeast Asia Fund and Fidelity Worldwide Fund (the funds) are funds of Fidelity Investment Trust (the trust). 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. Each fund is authorized to issue an unlimited number of shares. The following summarizes the significant accounting policies of the funds: SECURITY VALUATION. Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are normally traded. Securities including restricted securities for which quotations are not readily available are valued primarily using dealer-supplied valuations or at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Short-term securities maturing within sixty days are valued at amortized cost or original cost plus accrued interest, both of which approximate current value. FOREIGN CURRENCY TRANSLATION. The accounting records of each fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the current exchange rate. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the exchange rate on the dates of the transactions. It is not practicable to identify the portion of each amount shown in the fund's Statement of Operations under the caption "Realized and Unrealized Gain (Loss) on Investments" that arises from changes in foreign currency exchange rates. Investment income includes net realized and unrealized currency gains and losses recognized between accrual and payment dates. INCOME TAXES. As a qualified regulated investment company under Subchapter M of the Internal Revenue Code, each fund is not subject to U.S. federal income taxes to the extent that it distributes all of its taxable income for its fiscal year. Each fund may be subject to foreign taxes on income, gains on investments or currency repatriation, and accrues such taxes as applicable. The schedules of investments include information regarding income taxes under the caption "Income Tax Information." INVESTMENT INCOME. Dividend income is recorded on the ex-dividend date, except certain dividends from foreign securities where the ex-dividend date may have passed, are recorded as soon as the funds are informed of the ex-dividend date. Interest income, which includes accretion of original issue discount, is accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. EXPENSES. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned between the funds in the trust. PREPAID EXPENSES. FMR bears all organizational expenses except for registering and qualifying a fund and shares of a fund for distribution under federal and state securities law. These expenses were borne by Europe Capital Appreciation and are being amortized over one year. DISTRIBUTIONS TO SHAREHOLDERS. Distributions are recorded on the ex-dividend date. Certain foreign currency gains (losses) are taxable as ordinary income and, therefore, increase (decrease) taxable ordinary income available for distribution. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments for futures transactions, foreign currency transactions, passive foreign investment companies (PFIC), and losses deferred due to wash sales. The funds also utilized earnings and profits distributed to shareholders on redemption of shares as a part of the dividends paid deduction for income tax purposes. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to paid in capital. Undistributed net investment income may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. REDEMPTION FEES. Shares held in Emerging Markets, Latin America and Southeast Asia less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. A portion of the fee is accounted for as a reduction of transfer agent expenses. This portion of the redemption fee is used to offset the transaction costs and other expenses that short-term trading imposes on those funds and their shareholders. The remainder of the redemption fee is accounted for as an addition to paid in capital. In March 1994, the Board of Trustees of Japan approved a 1% redemption fee on shares held less than 90 days which is effective for shares purchased after June 6, 1994. SECURITY TRANSACTIONS. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Information regarding purchases and sales of securities (other than short-term securities), the market value of future contracts opened and closed, and written options is included under the caption "Other Information" at the end of each applicable fund's schedule of investments. 1. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED CHANGE IN ACCOUNTING FOR DISTRIBUTIONS TO SHAREHOLDERS Effective November 1, 1993, the funds adopted Statement of Position 93-2: Determination, Disclosure, and Financial Statement Presentation of Income, Capital Gain, and Return of Capital Distributions by Investment Companies. As a result, the funds changed the classification of distributions to shareholders to better disclose the differences between financial statement amounts and distributions determined in accordance with income tax regulations. Accordingly, amounts as of October 31, 1993 have been reclassified as follows: INCREASE (DECREASE) (INCREASE) DECREASE INCREASE (DECREASE) (INCREASE) DECREASE INCREASE (DECREASE) IN UNDISTRIBUTED IN ACCUMULATED IN ACCUMULATED IN ACCUMULATED FUND IN PAID IN CAPITAL NET INVESTMENT INCOME NET INVESTMENT LOSS NET REALIZED GAIN NET REALIZED LOSS Canada $ 992,455 $ - $ 237,762 $ (1,230,217) $ - Diversified International 2,234 (1,181,221) 1,178,987 - Emerging Markets 50,022 (120,832) - 70,810 Europe 17,123,165 (8,962,504) - (8,160,661) International Growth & Income 941,401 (3,608,501) 2,667,100 - Japan 166 - (364,505) 364,339 - Latin America - 26,874 (26,874) - Overseas 391,398,948 (4,020,684) (387,378,264) - Pacific Basin 40,875,663 - 2,434,566 (43,310,229) - Southeast Asia - (97,222) - 97,222 Worldwide (47,579) (689,914) 737,493 - No adjustments were necessary for the Europe Capital Appreciation Fund. (b) OPERATING POLICIES. FORWARD FOREIGN CURRENCY CONTRACTS. The funds may enter into forward foreign currency contracts. These contracts involve market risk in excess of the amount reflected in the funds' Statement of Assets and Liabilities. The face or contract amount in U.S. dollars reflects the total exposure the funds have in that particular currency contract. The U.S. dollar value of forward foreign currency contracts is determined using forward currency exchange rates supplied by a quotation service. Losses may arise due to changes in the value of the foreign currency or if the counterparty does not perform under the contract. Purchases and sales of forward foreign currency contracts having the same settlement date and broker are offset and presented net on the Statement of Assets and Liabilities. Gain (loss) on the purchase or sale of forward foreign currency contracts having the same settlement date and broker is recognized on the date of offset, otherwise gain (loss) is recognized on settlement date. REPURCHASE AGREEMENTS. The funds, through their custodian, receive delivery of the underlying securities, whose market value is required to be at least 102% of the resale price at the time of purchase. The funds' investment adviser, Fidelity Management & Research Company (FMR), is responsible for determining that the value of these underlying securities remains at least equal to the resale price. JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the funds, along with other registered investment companies having management contracts with FMR, may transfer uninvested cash balances into a joint trading account. These balances are invested in one or more repurchase agreements that are collateralized by U.S. Treasury or Federal Agency obligations. INTERFUND LENDING PROGRAM. Pursuant to an Exemptive Order issued by the SEC, the funds, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating funds. The schedules of investments include information regarding interfund lending for the applicable funds under the caption "Other Information." FUTURES CONTRACTS AND OPTIONS. The funds may invest in futures contracts and write options. These investments involve to varying degrees, elements of market risk and risks in excess of the amount recognized in the Statements of Assets and Liabilities. The face or contract amounts reflect the extent of the involvement each fund has in the particular classes of instruments. Risks may be caused by an imperfect correlation between movements in the price of the instruments and the price of the underlying securities and interest rates. Risks also may arise if there is an illiquid secondary market for the instruments, or due to the inability of counterparties to perform. 2. OPERATING POLICIES - CONTINUED FUTURES CONTRACTS AND OPTIONS - CONTINUED Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Options traded on an exchange are valued using the last sale price or, in the absence of a sale, the last offering price. Options traded over-the-counter are valued using dealer-supplied valuations. INDEXED SECURITIES. The funds may invest in indexed securities whose value is linked either directly or inversely to changes in foreign currencies, interest rates, commodities, indices, or other reference instruments. Indexed securities may be more volatile than the reference instrument itself, but any loss is limited to the amount of the original investment. RESTRICTED SECURITIES. The funds are permitted to invest in privately placed restricted securities. These securities 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. At the end of the period, restricted securities (excluding 144A issues) are shown under the caption "Other Information" at the end of each applicable fund's schedule of investments. (c) JOINT TRADING ACCOUNT. At the end of the period, Japan had 20% or more of its total investments in repurchase agreements through a joint trading account. These repurchase agreements were with entities whose creditworthiness has been reviewed and found satisfactory by FMR. The repurchase agreements were dated April 29, 1994 and due May 2, 1994. The maturity value of the joint trading account investments was $77,526,000 at 3.56%. The investments in repurchase agreements through the joint trading account are summarized as follows: SUMMARY OF JOINT TRADING ACCOUNT Number of dealers or banks 24 Maximum amount with one dealer or bank 9.62% Aggregate principal amount of agreements $12,996,926,000 Aggregate maturity amount of agreements $13,000,786,035 Aggregate market value of collateral $13,287,734,037 Coupon rates of collateral 3 1/4% to 15 3/4% April 1994 to Maturity dates of collateral February 2023 (d) FEES AND OTHER TRANSACTIONS WITH AFFILIATES. MANAGEMENT FEE. As each fund's investment adviser, FMR receives a monthly basic fee that is calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of each fund. The group fee rate is the weighted average of a series of rates ranging from .30% to .52% and is based on the monthly average net assets of all the mutual funds advised by FMR. The annual individual fund fee rate is .45% for each fund in the trust. The basic fee for Canada, Diversified International, Europe, Japan, Overseas, Pacific Basin, and Southeast Asia is subject to a performance adjustment (up to a maximum of + or - .20%) based on each fund's investment performance as compared to the appropriate index over a specified period of time. For the period, each fund's management fee was equivalent to the following annualized rates expressed as a percentage of average net assets: Canada .83% Diversified International .75% Emerging Markets and International Growth & Income .78% Europe .68% Europe Capital Appreciation .80% Japan and Southeast Asia .76% Latin America and Worldwide .79% Overseas .81% Pacific Basin .86% The Board of Trustees approved a new group fee rate schedule with rates ranging from .2850% to .5200%. Effective November 1, 1993, FMR has voluntarily agreed to implement this new group fee rate schedule as it results in the same or a lower management fee. SUB-ADVISER FEE. FMR, on behalf of the funds, entered into sub-advisory agreements with affiliates of FMR. In addition, one of the sub-advisers, Fidelity International Investment Advisors (FIIA), entered into a sub-advisory agreement with its subsidiary, Fidelity International Investment Advisors (U.K.) Limited (FIIAL U.K.). Under the sub-advisory arrangements, FMR may receive investment advice and research services and may grant the sub-advisers investment management authority to buy and sell securities. FMR pays its sub-advisers either a portion of its management fee or a fee based on costs incurred for these services. FIIA pays FIIAL U.K. a fee based on costs incurred for either service. 4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED SALES LOAD. Fidelity Distributors Corporation (FDC), an affiliate of FMR, is the general distributor of the funds. FDC is paid a 2% sales charge on sales of shares of International Growth & Income and a 3% sales charge on sales of shares of each of the other funds. The sales charge for Emerging Markets, Latin America and Southeast Asia has been waived through May 31, 1994. The sales charge for Canada, Diversified International, Europe Capital Appreciation, Japan and Worldwide has been waived through June 30, 1995. Additionally, effective May 31, 1994, the sales charge for Overseas and Pacific Basin will be waived through June 30, 1995, and International Growth & Income, whose sales charge had been waived, will become a no-load fund. Prior to October 12, 1990, FDC was paid a 2% sales charge and a 1% deferred sales charge from sales of shares of Canada, Europe and Pacific Basin, and a 1% sales charge and 1% deferred sales charge from International Growth & Income. Shares purchased before October 12, 1990 are subject to the deferred sales charge upon redemption. The amount received by FDC for sales charges and deferred sales charges are shown under the caption "Other Information" on each applicable fund's Statement of Operations. TRANSFER AGENT FEE. Fidelity Service Co. (FSC), an affiliate of FMR, is the funds' transfer, dividend disbursing and shareholder servicing agent. FSC receives fees based on the type, size, number of accounts and the number of transactions made by shareholders. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. ACCOUNTING FEE. FSC maintains the funds' accounting records. The fee is based on the level of average net assets for the month plus out-of-pocket expenses. The accounting and pricing fees paid to FSC are shown under the caption "Other Information" on each fund's Statement of Operations. BROKERAGE COMMISSIONS. Certain funds placed a portion of their portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms are shown under the caption "Other Information" at the end of each applicable fund's schedule of investments. (e) BANK BORROWINGS. Each fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. Each fund has established borrowing arrangements with certain banks. Under the most restrictive arrangement, each fund must pledge to the bank securities having a market value in excess of 220% of the total bank borrowings. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The maximum loan and the average daily loan balances during the periods for which loans were outstanding are shown under the caption "Other Information" at the end of each applicable fund's schedule of investments. (f) EXPENSE REDUCTIONS. For the period ended April 30, 1994, FMR directed certain portfolio trades to brokers who paid a portion of certain funds' expenses. For the period, the expenses of Emerging Markets, Europe, Latin America, and Worldwide were reduced by $92, $3,406, $4,438, and $2,558, respectively, under this arrangement. (g) CONCENTRATION OF RISK. The relatively large investments of Emerging Markets, Latin America and Southeast Asia in countries with limited or developing capital markets may involve greater risks than investments in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these funds' investments and the income they generate. INVESTMENT ADVISER Fidelity Management & Research Company Boston, MA INVESTMENT SUB-ADVISERS Fidelity Management & Research (U.K.) Inc. (FMR U.K.) London, England Fidelity Management & Research (Far East) Inc. (FMR Far East) Tokyo, Japan Fidelity Investments Japan Ltd. (FIJ) Fidelity International Investment Advisors (FIIA) Fidelity International Investment Advisors (U.K.) Limited (FIIAL U.K.) OFFICERS Edward C. Johnson 3d, PRESIDENT J. Gary Burkhead, SENIOR VICE PRESIDENT Penelope Dobkin, VICE PRESIDENT George C. Domolky, VICE PRESIDENT Simon Fraser, VICE PRESIDENT John R. Hickling, VICE PRESIDENT Patricia Satterthwaite, VICE PRESIDENT Sally Walden, VICE PRESIDENT Gary L. French, TREASURER John H. Costello, ASSISTANT TREASURER Arthur S. Loring, SECRETARY Robert H. Morrison, MANAGER, SECURITY TRANSACTIONS BOARD OF TRUSTEES J. Gary Burkhead Ralph F. Cox* Phyllis Burke Davis* Richard J. Flynn* Edward C. Johnson 3d E. Bradley Jones* Donald J. Kirk* Peter S. Lynch Edward H. Malone* Marvin L. Mann* Gerald C. McDonough* Thomas R. Williams* GENERAL DISTRIBUTOR Fidelity Distributors Corporation Boston, MA TRANSFER AND SHAREHOLDER SERVICING AGENT Fidelity Service Co. Boston, MA CUSTODIANS Chase Manhattan Bank, N.A. New York, NY DIVERSIFIED INTERNATIONAL FUND, INTERNATIONAL GROWTH & INCOME FUND, OVERSEAS FUND, WORLDWIDE FUND, EUROPE FUND, EUROPE CAPITAL APPRECIATION FUND, JAPAN FUND, PACIFIC BASIN FUND, EMERGING MARKETS FUND, SOUTHEAST ASIA FUND Brown Brothers Harriman & Co. Boston, MA CANADA FUND, LATIN AMERICA FUND FIDELITY INTERNATIONAL EQUITY FUNDS Canada Fund Emerging Markets Fund Europe Fund Europe Capital Appreciation Fund Diversified International Fund International Growth and Income Fund Japan Fund Latin America Fund Pacific Basin Fund Southeast Asia Fund Overseas Fund Worldwide Fund CORPORATE HEADQUARTERS 82 Devonshire Street Boston, MA 02109 1-800-544-8888 THE FIDELITY TELEPHONE CONNECTION MUTUAL FUND 24-HOUR SERVICE Account Balances 1-800-544-7544 Exchanges/Redemptions 1-800-544-7777 Mutual Fund Quotes 1-800-544-8544 Account Assistance 1-800-544-6666 Product Information 1-800-544-8888 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) * INDEPENDENT TRUSTEES AUTOMATED LINES FOR QUICKEST SERVICE BULK RATE U.S. POSTAGE P A I D F I D E L I T Y INVESTMENTS (registered trademark) P.O. Box 193 Boston, MA 02101 INT-06-94S EX-99.B5 3 EXHIBIT 5(CCC) SUB-ADVISORY AGREEMENT BETWEEN FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED AND FIDELITY INTERNATIONAL INVESTMENT ADVISORS AGREEMENT made this 16th day of July, 1992, by Fidelity International Investment Advisors (U.K.) Limited, 27-28 Lovat Lane, London, England (hereinafter called the "U.K. Sub-Advisor") and Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Sub-Advisor"). WHEREAS Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Advisor"), has entered into a Management Contract with Fidelity Investment Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Fidelity Japan Fund (hereinafter called the "Portfolio"), pursuant to which the Advisor acts as investment advisor to the Portfolio, and WHEREAS, the Sub-Advisor has entered into a Sub-Advisory Agreement with the Advisor (the "Sub-Advisory Agreement") pursuant to which the Sub-Advisor, directly or through certain of its subsidiaries or other affiliated persons, shall provide investment advice or investment management and order execution services to the Portfolio, and WHEREAS the U.K. Sub-Advisor has personnel in Western Europe and has been formed in part for the purpose of researching and compiling information and recommendations with respect to the economies of various countries, including securities issued and issuers located outside of North America, principally in the U.K. and Europe. NOW THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the Sub-Advisor and the U.K. Sub-Advisor agree as follows: 1. Duties: The Sub-Advisor may, in its discretion, appoint the U.K. Sub-Advisor to perform one or more of the following services with respect to all or a portion of the investments of the Portfolio, in connection with the Sub-Advisor's duties under the Sub-Advisory Agreement. The services and the portion of the investments of the Portfolio advised or managed by the U.K. Sub-Advisor shall be as agreed upon from time to time by the Sub-Advisor and the U.K. Sub-Advisor. The U.K. Sub-Advisor shall pay the salaries and fees of all personnel of the U.K. Sub-Advisor performing services for the Portfolio relating to research, statistical and investment activities. (a) INVESTMENT ADVICE: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall provide investment advice to the Sub-Advisor with respect to all or a portion of the investments of the Portfolio, and in connection with such advice shall furnish the Sub-Advisor such factual information, research reports and investment recommendations as the Advisor may reasonably require. Such information may include written and oral reports and analyses. (b) INVESTMENT MANAGEMENT: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the"1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the U.K. Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the U.K. Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the U.K. Sub-Advisor may select. The U.K. Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the U.K. Sub-Advisor shall at all times be subject to the control and direction of the Sub-Advisor, the Advisor and the Trust's Board of Trustees. 2. Information to be Provided to the Trust and the Advisor: The U.K. Sub-Advisor shall furnish such reports, evaluations, information or analyses to the Trust, the Advisor, and the Sub-Advisor as the Trust's Board of Trustees, the Advisor or the Sub-Advisor may reasonably request from time to time, or as the U.K. Sub-Advisor may deem to be desirable. 3. Brokerage: In connection with the services provided under subparagraph (b) of paragraph 1 of this Agreement, the U.K. Sub-Advisor, at its own expense, shall place all orders for the purchase and sale of portfolio securities for the Portfolio's account with brokers or dealers selected by the U.K. Sub-Advisor, which may include brokers or dealers affiliated with the Advisor, Sub-Advisor or U.K. Sub-Advisor. The U.K. Sub-Advisor shall use its best efforts to seek to execute portfolio transactions at prices which are advantageous to the Portfolio and at commission rates which are reasonable in relation to the benefits received. In selecting brokers or dealers qualified to execute a particular transaction, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of l934) to the Portfolio and to any other accounts over which the U.K. Sub-Advisor, the Sub-Advisor or Advisor exercise investment discretion. The U.K. Sub-Advisor is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for the Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the U.K. Sub-Advisor determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the U.K. Sub-Advisor and the Sub-Advisor have with respect to accounts over which they exercise investment discretion. The Trustees of the Trust shall periodically review the commissions paid by the Portfolio to determine if the commissions paid over representative periods of time were reasonable in relation to the benefits to the Portfolio. 4. Compensation: The Sub-Advisor shall compensate the U.K. Sub-Advisor on the following basis for the services to be furnished hereunder. (a) INVESTMENT ADVISORY FEE: For services provided under subparagraph (a) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly U.K. Sub-Advisory Fee. The U.K. Sub-Advisory Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (a) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (b) INVESTMENT MANAGEMENT FEE: For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (b) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (c) PROVISION OF MULTIPLE SERVICES: If the U.K. Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph 1 for the same portion of the investments of the Portfolio for the same period, the fees paid to the U.K. Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4. 5. Expenses: It is understood that the Portfolio will pay all of its expenses other than those expressly stated to be payable by the U.K. Sub-Advisor hereunder, by the Sub-Advisor under the Sub-Advisory Agreement or by the Advisor under the Management Contract with the Portfolio. 6. Interested Persons: It is understood that Trustees, officers, and shareholders of the Trust are or may be or become interested in the Advisor, the Sub-Advisor or the U.K. Sub-Advisor as directors, officers or otherwise and that directors, officers and stockholders of the Advisor, the Sub-Advisor or the U.K. Sub-Advisor are or may be or become similarly interested in the Trust, and that the Advisor, the Sub-Advisor or the U.K. Sub-Advisor may be or become interested in the Trust as a shareholder or otherwise. 7. Services to Other Companies or Accounts: The Services of the U.K. Sub-Advisor to the Sub-Advisor are not to be deemed to be exclusive, the U.K. Sub-Advisor being free to render services to others and engage in other activities, provided, however, that such other services and activities do not, during the term of this Agreement, interfere, in a material manner, with the U.K. Sub-Advisor's ability to meet all of its obligations hereunder. The U.K. Sub-Advisor shall for all purposes be an independent contractor and not an agent or employee of the Advisor, the Sub-Advisor or the Trust. 8. Standard of Care: In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the U.K. Sub-Advisor, the U.K. Sub-Advisor shall not be subject to liability to the Sub-Advisor, the Advisor, the Trust or to any shareholder of the Portfolio for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. 9. Duration and Termination of Agreement; Amendments: (a) Subject to prior termination as provided in subparagraph (d) of this paragraph 9, this Agreement shall continue in force until July 31, 1993 and indefinitely thereafter, but only so long as the continuance after such period shall be specifically approved at least annually by vote of the Trust's Board of Trustees or by vote of a majority of the outstanding voting securities of the Portfolio. (b) This Agreement may be modified by mutual consent of the Advisor, the U.K. Sub-Advisor, the Sub-Advisor and the Portfolio, such consent on the part of the Portfolio to be authorized by vote of a majority of the outstanding voting securities of the Portfolio. (c) In addition to the requirements of subparagraphs (a) and (b) of this paragraph 9, the terms of any continuance or modification of this Agreement must have been approved by the vote of a majority of those Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. (d) Either the Advisor, the Sub-Advisor, the U.K. Sub-Advisor or the Portfolio may, at any time on sixty (60) days' prior written notice to the other parties, terminate this Agreement, without payment of any penalty, by action of its Board of Trustees or Directors, or with respect to the Portfolio by vote of a majority of its outstanding voting securities. This Agreement shall terminate automatically in the event of its assignment. 10. Limitation of Liability: The U.K. Sub-Advisor is hereby expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust or other organizational document of the Trust and agrees that any obligations of the Trust or the Portfolio arising in connection with this Agreement shall be limited in all cases to the Portfolio and its assets, and the U.K. Sub-Advisor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Portfolio. Nor shall the U.K. Sub-Advisor seek satisfaction of any such obligation from the Trustees or any individual Trustee. 11. Governing Law: This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts. The terms "registered investment company," "vote of a majority of the outstanding voting securities," "assignment," and "interested persons," when used herein, shall have the respective meanings specified in the 1940 Act as now in effect or as hereafter amended. IN WITNESS WHEREOF the parties hereto have caused this instrument to be signed in their behalf by their respective officers thereunto duly authorized, and their respective seals to be hereunto affixed, all as of the date written above. FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED BY: /s/ Martin Cambridge Martin Cambridge Director FIDELITY INTERNATIONAL INVESTMENT ADVISORS BY: /s/ Stephen A. DeSilva Stephen A. DeSilva Treasurer EX-99.B5 4 EXHIBIT 5(DDD) SUB-ADVISORY AGREEMENT BETWEEN FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED AND FIDELITY INTERNATIONAL INVESTMENT ADVISORS AGREEMENT made this 18th day of March, 1993, by Fidelity International Investment Advisors (U.K.) Limited, 27-28 Lovat Lane, London, England (hereinafter called the "U.K. Sub-Advisor") and Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Sub-Advisor"). WHEREAS Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Advisor"), has entered into a Management Contract with Fidelity Investment Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Fidelity Latin America Fund (hereinafter called the "Portfolio"), pursuant to which the Advisor acts as investment advisor to the Portfolio, and WHEREAS, the Sub-Advisor has entered into a Sub-Advisory Agreement with the Advisor (the "Sub-Advisory Agreement") pursuant to which the Sub-Advisor, directly or through certain of its subsidiaries or other affiliated persons, shall provide investment advice or investment management and order execution services to the Portfolio, and WHEREAS the U.K. Sub-Advisor has personnel in Western Europe and has been formed in part for the purpose of researching and compiling information and recommendations with respect to the economies of various countries, including securities issued and issuers located outside of North America, principally in the U.K. and Europe. NOW THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the Sub-Advisor and the U.K. Sub-Advisor agree as follows: 1. Duties: The Sub-Advisor may, in its discretion, appoint the U.K. Sub-Advisor to perform one or more of the following services with respect to all or a portion of the investments of the Portfolio, in connection with the Sub-Advisor's duties under the Sub-Advisory Agreement. The services and the portion of the investments of the Portfolio advised or managed by the U.K. Sub-Advisor shall be as agreed upon from time to time by the Sub-Advisor and the U.K. Sub-Advisor. The U.K. Sub-Advisor shall pay the salaries and fees of all personnel of the U.K. Sub-Advisor performing services for the Portfolio relating to research, statistical and investment activities. (a) INVESTMENT ADVICE: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall provide investment advice to the Sub-Advisor with respect to all or a portion of the investments of the Portfolio, and in connection with such advice shall furnish the Sub-Advisor such factual information, research reports and investment recommendations as the Advisor may reasonably require. Such information may include written and oral reports and analyses. (b) INVESTMENT MANAGEMENT: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the"1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the U.K. Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the U.K. Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the U.K. Sub-Advisor may select. The U.K. Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the U.K. Sub-Advisor shall at all times be subject to the control and direction of the Sub-Advisor, the Advisor and the Trust's Board of Trustees. 2. Information to be Provided to the Trust and the Advisor: The U.K. Sub-Advisor shall furnish such reports, evaluations, information or analyses to the Trust, the Advisor, and the Sub-Advisor as the Trust's Board of Trustees, the Advisor or the Sub-Advisor may reasonably request from time to time, or as the U.K. Sub-Advisor may deem to be desirable. 3. Brokerage: In connection with the services provided under subparagraph (b) of paragraph 1 of this Agreement, the U.K. Sub-Advisor, at its own expense, shall place all orders for the purchase and sale of portfolio securities for the Portfolio's account with brokers or dealers selected by the U.K. Sub-Advisor, which may include brokers or dealers affiliated with the Advisor, Sub-Advisor or U.K. Sub-Advisor. The U.K. Sub-Advisor shall use its best efforts to seek to execute portfolio transactions at prices which are advantageous to the Portfolio and at commission rates which are reasonable in relation to the benefits received. In selecting brokers or dealers qualified to execute a particular transaction, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of l934) to the Portfolio and to any other accounts over which the U.K. Sub-Advisor, the Sub-Advisor or Advisor exercise investment discretion. The U.K. Sub-Advisor is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for the Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the U.K. Sub-Advisor determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the U.K. Sub-Advisor and the Sub-Advisor have with respect to accounts over which they exercise investment discretion. The Trustees of the Trust shall periodically review the commissions paid by the Portfolio to determine if the commissions paid over representative periods of time were reasonable in relation to the benefits to the Portfolio. 4. Compensation: The Sub-Advisor shall compensate the U.K. Sub-Advisor on the following basis for the services to be furnished hereunder. (a) INVESTMENT ADVISORY FEE: For services provided under subparagraph (a) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly U.K. Sub-Advisory Fee. The U.K. Sub-Advisory Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (a) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (b) INVESTMENT MANAGEMENT FEE: For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (b) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (c) PROVISION OF MULTIPLE SERVICES: If the U.K. Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph 1 for the same portion of the investments of the Portfolio for the same period, the fees paid to the U.K. Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4. 5. Expenses: It is understood that the Portfolio will pay all of its expenses other than those expressly stated to be payable by the U.K. Sub-Advisor hereunder, by the Sub-Advisor under the Sub-Advisory Agreement or by the Advisor under the Management Contract with the Portfolio. 6. Interested Persons: It is understood that Trustees, officers, and shareholders of the Trust are or may be or become interested in the Advisor, the Sub-Advisor or the U.K. Sub-Advisor as directors, officers or otherwise and that directors, officers and stockholders of the Advisor, the Sub-Advisor or the U.K. Sub-Advisor are or may be or become similarly interested in the Trust, and that the Advisor, the Sub-Advisor or the U.K. Sub-Advisor may be or become interested in the Trust as a shareholder or otherwise. 7. Services to Other Companies or Accounts: The Services of the U.K. Sub-Advisor to the Sub-Advisor are not to be deemed to be exclusive, the U.K. Sub-Advisor being free to render services to others and engage in other activities, provided, however, that such other services and activities do not, during the term of this Agreement, interfere, in a material manner, with the U.K. Sub-Advisor's ability to meet all of its obligations hereunder. The U.K. Sub-Advisor shall for all purposes be an independent contractor and not an agent or employee of the Advisor, the Sub-Advisor or the Trust. 8. Standard of Care: In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the U.K. Sub-Advisor, the U.K. Sub-Advisor shall not be subject to liability to the Sub-Advisor, the Advisor, the Trust or to any shareholder of the Portfolio for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. 9. Duration and Termination of Agreement; Amendments: (a) Subject to prior termination as provided in subparagraph (d) of this paragraph 9, this Agreement shall continue in force until July 31, 1993 and indefinitely thereafter, but only so long as the continuance after such period shall be specifically approved at least annually by vote of the Trust's Board of Trustees or by vote of a majority of the outstanding voting securities of the Portfolio. (b) This Agreement may be modified by mutual consent of the Advisor, the U.K. Sub-Advisor, the Sub-Advisor and the Portfolio, such consent on the part of the Portfolio to be authorized by vote of a majority of the outstanding voting securities of the Portfolio. (c) In addition to the requirements of subparagraphs (a) and (b) of this paragraph 9, the terms of any continuance or modification of this Agreement must have been approved by the vote of a majority of those Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. (d) Either the Advisor, the Sub-Advisor, the U.K. Sub-Advisor or the Portfolio may, at any time on sixty (60) days' prior written notice to the other parties, terminate this Agreement, without payment of any penalty, by action of its Board of Trustees or Directors, or with respect to the Portfolio by vote of a majority of its outstanding voting securities. This Agreement shall terminate automatically in the event of its assignment. 10. Limitation of Liability: The U.K. Sub-Advisor is hereby expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust or other organizational document of the Trust and agrees that any obligations of the Trust or the Portfolio arising in connection with this Agreement shall be limited in all cases to the Portfolio and its assets, and the U.K. Sub-Advisor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Portfolio. Nor shall the U.K. Sub-Advisor seek satisfaction of any such obligation from the Trustees or any individual Trustee. 11. Governing Law: This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts. The terms "registered investment company," "vote of a majority of the outstanding voting securities," "assignment," and "interested persons," when used herein, shall have the respective meanings specified in the 1940 Act as now in effect or as hereafter amended. IN WITNESS WHEREOF the parties hereto have caused this instrument to be signed in their behalf by their respective officers thereunto duly authorized, and their respective seals to be hereunto affixed, all as of the date written above. FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED BY: /s/ Martin Cambridge Martin Cambridge Director FIDELITY INTERNATIONAL INVESTMENT ADVISORS BY: /s/ Stephen A. DeSilva Stephen A. DeSilva Treasurer EX-99.B5 5 EXHIBIT 5(EEE) SUB-ADVISORY AGREEMENT BETWEEN FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED AND FIDELITY INTERNATIONAL INVESTMENT ADVISORS AGREEMENT made this 18th day of March, 1993, by Fidelity International Investment Advisors (U.K.) Limited, 27-28 Lovat Lane, London, England (hereinafter called the "U.K. Sub-Advisor") and Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Sub-Advisor"). WHEREAS Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Advisor"), has entered into a Management Contract with Fidelity Investment Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Fidelity Southeast Asia Fund (hereinafter called the "Portfolio"), pursuant to which the Advisor acts as investment advisor to the Portfolio, and WHEREAS, the Sub-Advisor has entered into a Sub-Advisory Agreement with the Advisor (the "Sub-Advisory Agreement") pursuant to which the Sub-Advisor, directly or through certain of its subsidiaries or other affiliated persons, shall provide investment advice or investment management and order execution services to the Portfolio, and WHEREAS the U.K. Sub-Advisor has personnel in Western Europe and has been formed in part for the purpose of researching and compiling information and recommendations with respect to the economies of various countries, including securities issued and issuers located outside of North America, principally in the U.K. and Europe. NOW THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the Sub-Advisor and the U.K. Sub-Advisor agree as follows: 1. Duties: The Sub-Advisor may, in its discretion, appoint the U.K. Sub-Advisor to perform one or more of the following services with respect to all or a portion of the investments of the Portfolio, in connection with the Sub-Advisor's duties under the Sub-Advisory Agreement. The services and the portion of the investments of the Portfolio advised or managed by the U.K. Sub-Advisor shall be as agreed upon from time to time by the Sub-Advisor and the U.K. Sub-Advisor. The U.K. Sub-Advisor shall pay the salaries and fees of all personnel of the U.K. Sub-Advisor performing services for the Portfolio relating to research, statistical and investment activities. (a) INVESTMENT ADVICE: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall provide investment advice to the Sub-Advisor with respect to all or a portion of the investments of the Portfolio, and in connection with such advice shall furnish the Sub-Advisor such factual information, research reports and investment recommendations as the Advisor may reasonably require. Such information may include written and oral reports and analyses. (b) INVESTMENT MANAGEMENT: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the"1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the U.K. Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the U.K. Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the U.K. Sub-Advisor may select. The U.K. Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the U.K. Sub-Advisor shall at all times be subject to the control and direction of the Sub-Advisor, the Advisor and the Trust's Board of Trustees. 2. Information to be Provided to the Trust and the Advisor: The U.K. Sub-Advisor shall furnish such reports, evaluations, information or analyses to the Trust, the Advisor, and the Sub-Advisor as the Trust's Board of Trustees, the Advisor or the Sub-Advisor may reasonably request from time to time, or as the U.K. Sub-Advisor may deem to be desirable. 3. Brokerage: In connection with the services provided under subparagraph (b) of paragraph 1 of this Agreement, the U.K. Sub-Advisor, at its own expense, shall place all orders for the purchase and sale of portfolio securities for the Portfolio's account with brokers or dealers selected by the U.K. Sub-Advisor, which may include brokers or dealers affiliated with the Advisor, Sub-Advisor or U.K. Sub-Advisor. The U.K. Sub-Advisor shall use its best efforts to seek to execute portfolio transactions at prices which are advantageous to the Portfolio and at commission rates which are reasonable in relation to the benefits received. In selecting brokers or dealers qualified to execute a particular transaction, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of l934) to the Portfolio and to any other accounts over which the U.K. Sub-Advisor, the Sub-Advisor or Advisor exercise investment discretion. The U.K. Sub-Advisor is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for the Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the U.K. Sub-Advisor determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the U.K. Sub-Advisor and the Sub-Advisor have with respect to accounts over which they exercise investment discretion. The Trustees of the Trust shall periodically review the commissions paid by the Portfolio to determine if the commissions paid over representative periods of time were reasonable in relation to the benefits to the Portfolio. 4. Compensation: The Sub-Advisor shall compensate the U.K. Sub-Advisor on the following basis for the services to be furnished hereunder. (a) INVESTMENT ADVISORY FEE: For services provided under subparagraph (a) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly U.K. Sub-Advisory Fee. The U.K. Sub-Advisory Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (a) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (b) INVESTMENT MANAGEMENT FEE: For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (b) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (c) PROVISION OF MULTIPLE SERVICES: If the U.K. Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph 1 for the same portion of the investments of the Portfolio for the same period, the fees paid to the U.K. Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4. 5. Expenses: It is understood that the Portfolio will pay all of its expenses other than those expressly stated to be payable by the U.K. Sub-Advisor hereunder, by the Sub-Advisor under the Sub-Advisory Agreement or by the Advisor under the Management Contract with the Portfolio. 6. Interested Persons: It is understood that Trustees, officers, and shareholders of the Trust are or may be or become interested in the Advisor, the Sub-Advisor or the U.K. Sub-Advisor as directors, officers or otherwise and that directors, officers and stockholders of the Advisor, the Sub-Advisor or the U.K. Sub-Advisor are or may be or become similarly interested in the Trust, and that the Advisor, the Sub-Advisor or the U.K. Sub-Advisor may be or become interested in the Trust as a shareholder or otherwise. 7. Services to Other Companies or Accounts: The Services of the U.K. Sub-Advisor to the Sub-Advisor are not to be deemed to be exclusive, the U.K. Sub-Advisor being free to render services to others and engage in other activities, provided, however, that such other services and activities do not, during the term of this Agreement, interfere, in a material manner, with the U.K. Sub-Advisor's ability to meet all of its obligations hereunder. The U.K. Sub-Advisor shall for all purposes be an independent contractor and not an agent or employee of the Advisor, the Sub-Advisor or the Trust. 8. Standard of Care: In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the U.K. Sub-Advisor, the U.K. Sub-Advisor shall not be subject to liability to the Sub-Advisor, the Advisor, the Trust or to any shareholder of the Portfolio for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. 9. Duration and Termination of Agreement; Amendments: (a) Subject to prior termination as provided in subparagraph (d) of this paragraph 9, this Agreement shall continue in force until July 31, 1993 and indefinitely thereafter, but only so long as the continuance after such period shall be specifically approved at least annually by vote of the Trust's Board of Trustees or by vote of a majority of the outstanding voting securities of the Portfolio. (b) This Agreement may be modified by mutual consent of the Advisor, the U.K. Sub-Advisor, the Sub-Advisor and the Portfolio, such consent on the part of the Portfolio to be authorized by vote of a majority of the outstanding voting securities of the Portfolio. (c) In addition to the requirements of subparagraphs (a) and (b) of this paragraph 9, the terms of any continuance or modification of this Agreement must have been approved by the vote of a majority of those Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. (d) Either the Advisor, the Sub-Advisor, the U.K. Sub-Advisor or the Portfolio may, at any time on sixty (60) days' prior written notice to the other parties, terminate this Agreement, without payment of any penalty, by action of its Board of Trustees or Directors, or with respect to the Portfolio by vote of a majority of its outstanding voting securities. This Agreement shall terminate automatically in the event of its assignment. 10. Limitation of Liability: The U.K. Sub-Advisor is hereby expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust or other organizational document of the Trust and agrees that any obligations of the Trust or the Portfolio arising in connection with this Agreement shall be limited in all cases to the Portfolio and its assets, and the U.K. Sub-Advisor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Portfolio. Nor shall the U.K. Sub-Advisor seek satisfaction of any such obligation from the Trustees or any individual Trustee. 11. Governing Law: This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts. The terms "registered investment company," "vote of a majority of the outstanding voting securities," "assignment," and "interested persons," when used herein, shall have the respective meanings specified in the 1940 Act as now in effect or as hereafter amended. IN WITNESS WHEREOF the parties hereto have caused this instrument to be signed in their behalf by their respective officers thereunto duly authorized, and their respective seals to be hereunto affixed, all as of the date written above. FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED BY: /s/ Martin Cambridge Martin Cambridge Director FIDELITY INTERNATIONAL INVESTMENT ADVISORS BY: /s/ Stephen A. DeSilva Stephen A. DeSilva Treasurer EX-99.B5 6 EXHIBIT 5(GGG) SUB-ADVISORY AGREEMENT BETWEEN FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED AND FIDELITY INTERNATIONAL INVESTMENT ADVISORS AGREEMENT made this 18th day of November, 1993, by Fidelity International Investment Advisors (U.K.) Limited, 27-28 Lovat Lane, London, England (hereinafter called the "U.K. Sub-Advisor") and Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Sub-Advisor"). WHEREAS Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Advisor"), has entered into a Management Contract with Fidelity Investment Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust"), on behalf of Fidelity Europe Capital Appreciation Fund (hereinafter called the "Portfolio"), pursuant to which the Advisor acts as investment advisor to the Portfolio, and WHEREAS, the Sub-Advisor has entered into a Sub-Advisory Agreement with the Advisor (the "Sub-Advisory Agreement") pursuant to which the Sub-Advisor, directly or through certain of its subsidiaries or other affiliated persons, shall provide investment advice or investment management and order execution services to the Portfolio, and WHEREAS the U.K. Sub-Advisor has personnel in Western Europe and has been formed in part for the purpose of researching and compiling information and recommendations with respect to the economies of various countries, including securities issued and issuers located outside of North America, principally in the U.K. and Europe. NOW THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the Sub-Advisor and the U.K. Sub-Advisor agree as follows: 1. Duties: The Sub-Advisor may, in its discretion, appoint the U.K. Sub-Advisor to perform one or more of the following services with respect to all or a portion of the investments of the Portfolio, in connection with the Sub-Advisor's duties under the Sub-Advisory Agreement. The services and the portion of the investments of the Portfolio advised or managed by the U.K. Sub-Advisor shall be as agreed upon from time to time by the Sub-Advisor and the U.K. Sub-Advisor. The U.K. Sub-Advisor shall pay the salaries and fees of all personnel of the U.K. Sub-Advisor performing services for the Portfolio relating to research, statistical and investment activities. (a) INVESTMENT ADVICE: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall provide investment advice to the Sub-Advisor with respect to all or a portion of the investments of the Portfolio, and in connection with such advice shall furnish the Sub-Advisor such factual information, research reports and investment recommendations as the Advisor may reasonably require. Such information may include written and oral reports and analyses. (b) INVESTMENT MANAGEMENT: If and to the extent requested by the Sub-Advisor, the U.K. Sub-Advisor shall manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the"1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the U.K. Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the U.K. Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the U.K. Sub-Advisor may select. The U.K. Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the U.K. Sub-Advisor shall at all times be subject to the control and direction of the Sub-Advisor, the Advisor and the Trust's Board of Trustees. 2. Information to be Provided to the Trust and the Advisor: The U.K. Sub-Advisor shall furnish such reports, evaluations, information or analyses to the Trust, the Advisor, and the Sub-Advisor as the Trust's Board of Trustees, the Advisor or the Sub-Advisor may reasonably request from time to time, or as the U.K. Sub-Advisor may deem to be desirable. 3. Brokerage: In connection with the services provided under subparagraph (b) of paragraph 1 of this Agreement, the U.K. Sub-Advisor, at its own expense, shall place all orders for the purchase and sale of portfolio securities for the Portfolio's account with brokers or dealers selected by the U.K. Sub-Advisor, which may include brokers or dealers affiliated with the Advisor, Sub-Advisor or U.K. Sub-Advisor. The U.K. Sub-Advisor shall use its best efforts to seek to execute portfolio transactions at prices which are advantageous to the Portfolio and at commission rates which are reasonable in relation to the benefits received. In selecting brokers or dealers qualified to execute a particular transaction, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of l934) to the Portfolio and to any other accounts over which the U.K. Sub-Advisor, the Sub-Advisor or Advisor exercise investment discretion. The U.K. Sub-Advisor is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for the Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the U.K. Sub-Advisor determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the U.K. Sub-Advisor and the Sub-Advisor have with respect to accounts over which they exercise investment discretion. The Trustees of the Trust shall periodically review the commissions paid by the Portfolio to determine if the commissions paid over representative periods of time were reasonable in relation to the benefits to the Portfolio. 4. Compensation: The Sub-Advisor shall compensate the U.K. Sub-Advisor on the following basis for the services to be furnished hereunder. (a) INVESTMENT ADVISORY FEE: For services provided under subparagraph (a) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly U.K. Sub-Advisory Fee. The U.K. Sub-Advisory Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (a) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (b) INVESTMENT MANAGEMENT FEE: For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Sub-Advisor agrees to pay the U.K. Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to 110% of the U.K. Sub-Advisor's costs incurred in connection rendering the services referred to in subparagraph (b) of paragraph 1 of this Agreement. The U.K. Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Sub-Advisor or Advisor, if any, in effect from time to time. (c) PROVISION OF MULTIPLE SERVICES: If the U.K. Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph 1 for the same portion of the investments of the Portfolio for the same period, the fees paid to the U.K. Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4. 5. Expenses: It is understood that the Portfolio will pay all of its expenses other than those expressly stated to be payable by the U.K. Sub-Advisor hereunder, by the Sub-Advisor under the Sub-Advisory Agreement or by the Advisor under the Management Contract with the Portfolio. 6. Interested Persons: It is understood that Trustees, officers, and shareholders of the Trust are or may be or become interested in the Advisor, the Sub-Advisor or the U.K. Sub-Advisor as directors, officers or otherwise and that directors, officers and stockholders of the Advisor, the Sub-Advisor or the U.K. Sub-Advisor are or may be or become similarly interested in the Trust, and that the Advisor, the Sub-Advisor or the U.K. Sub-Advisor may be or become interested in the Trust as a shareholder or otherwise. 7. Services to Other Companies or Accounts: The Services of the U.K. Sub-Advisor to the Sub-Advisor are not to be deemed to be exclusive, the U.K. Sub-Advisor being free to render services to others and engage in other activities, provided, however, that such other services and activities do not, during the term of this Agreement, interfere, in a material manner, with the U.K. Sub-Advisor's ability to meet all of its obligations hereunder. The U.K. Sub-Advisor shall for all purposes be an independent contractor and not an agent or employee of the Advisor, the Sub-Advisor or the Trust. 8. Standard of Care: In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the U.K. Sub-Advisor, the U.K. Sub-Advisor shall not be subject to liability to the Sub-Advisor, the Advisor, the Trust or to any shareholder of the Portfolio for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. 9. Duration and Termination of Agreement; Amendments: (a) Subject to prior termination as provided in subparagraph (d) of this paragraph 9, this Agreement shall continue in force until July 31, 1994 and indefinitely thereafter, but only so long as the continuance after such period shall be specifically approved at least annually by vote of the Trust's Board of Trustees or by vote of a majority of the outstanding voting securities of the Portfolio. (b) This Agreement may be modified by mutual consent of the Advisor, the U.K. Sub-Advisor, the Sub-Advisor and the Portfolio, such consent on the part of the Portfolio to be authorized by vote of a majority of the outstanding voting securities of the Portfolio. (c) In addition to the requirements of subparagraphs (a) and (b) of this paragraph 9, the terms of any continuance or modification of this Agreement must have been approved by the vote of a majority of those Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. (d) Either the Advisor, the Sub-Advisor, the U.K. Sub-Advisor or the Portfolio may, at any time on sixty (60) days' prior written notice to the other parties, terminate this Agreement, without payment of any penalty, by action of its Board of Trustees or Directors, or with respect to the Portfolio by vote of a majority of its outstanding voting securities. This Agreement shall terminate automatically in the event of its assignment. 10. Limitation of Liability: The U.K. Sub-Advisor is hereby expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust or other organizational document of the Trust and agrees that any obligations of the Trust or the Portfolio arising in connection with this Agreement shall be limited in all cases to the Portfolio and its assets, and the U.K. Sub-Advisor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Portfolio. Nor shall the U.K. Sub-Advisor seek satisfaction of any such obligation from the Trustees or any individual Trustee. 11. Governing Law: This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts. The terms "registered investment company," "vote of a majority of the outstanding voting securities," "assignment," and "interested persons," when used herein, shall have the respective meanings specified in the 1940 Act as now in effect or as hereafter amended. IN WITNESS WHEREOF the parties hereto have caused this instrument to be signed in their behalf by their respective officers thereunto duly authorized, and their respective seals to be hereunto affixed, all as of the date written above. FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED BY: /s/ Martin Cambridge Martin Cambridge Director FIDELITY INTERNATIONAL INVESTMENT ADVISORS BY: /s/ Stephen A. DeSilva Stephen A. DeSilva Treasurer EX-99.B5 7 EXHIBIT 5(QQQ) SUB-ADVISORY AGREEMENT BETWEEN FIDELITY INTERNATIONAL INVESTMENT ADVISORS AND FIDELITY MANAGEMENT & RESEARCH COMPANY AND FIDELITY INVESTMENT TRUST ON BEHALF OF FIDELITY JAPAN FUND AGREEMENT made this 16th day of July, 1992, by Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Advisor"); Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Sub-Advisor"); and Fidelity Investment Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust") on behalf of Fidelity Japan Fund (hereinafter called the "Portfolio"). WHEREAS the Trust and the Advisor have entered into a Management Contract on behalf of the Portfolio, pursuant to which the Advisor acts as investment manager of the Portfolio; and WHEREAS the Sub-Advisor and its subsidiaries and other affiliated persons have personnel in various locations throughout the world and have been formed in part for the purpose of researching and compiling information and recommendations with respect to the economies of various countries, including securities issued in and issuers located in such countries, and providing investment advisory services in connection therewith; NOW, THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the Trust, the Advisor and the Sub-Advisor agree as follows: 1. Duties: The Advisor may, in its discretion, appoint the Sub-Advisor to perform one or more of the following services with respect to all or a portion of the investments of the Portfolio. The services and the portion of the investments of the Portfolio to be advised or managed by the Sub-Advisor shall be as agreed upon from time to time by the Advisor and the Sub-Advisor. The Sub-Advisor shall pay the salaries and fees of all personnel of the Sub-Advisor performing services for the Portfolio relating to research, statistical and investment activities. (a) INVESTMENT ADVICE: If and to the extent requested by the Advisor, the Sub-Advisor shall provide investment advice to the Portfolio and the Advisor with respect to all or a portion of the investments of the Portfolio, and in connection with such advice shall furnish the Portfolio and the Advisor such factual information, research reports and investment recommendations as the Advisor may reasonably require. Such information may include written and oral reports and analyses. (b) INVESTMENT MANAGEMENT: If and to the extent requested by the Advisor, the Sub-Advisor shall, subject to the supervision of the Advisor, manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the"1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the Sub-Advisor may select. The Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money, or lending securities on behalf of the Portfolio. All investment management and any other activities of the Sub-Advisor shall at all times be subject to the control and direction of the Advisor and the Trust's Board of Trustees. (c) SUBSIDIARIES AND AFFILIATES: The Sub-Advisor may perform any or all of the services contemplated by this Agreement directly or through such of its subsidiaries or other affiliated persons as the Sub-Advisor shall determine; provided, however, that performance of such services through such subsidiaries or other affiliated persons shall have been approved by the Trust to the extent required pursuant to the 1940 Act and rules thereunder. 2. Information to be Provided to the Trust and the Advisor: The Sub-Advisor shall furnish such reports, evaluations, information or analyses to the Trust and the Advisor as the Trust's Board of Trustees or the Advisor may reasonably request from time to time, or as the Sub-Advisor may deem to be desirable. 3. Brokerage: In connection with the services provided under subparagraph (b) of paragraph 1 of this Agreement, the Sub-Advisor, at its own expense, shall place all orders for the purchase and sale of portfolio securities for the Portfolio's account with brokers or dealers selected by the Sub-Advisor, which may include brokers or dealers affiliated with the Advisor or Sub-Advisor. The Sub-Advisor shall use its best efforts to seek to execute portfolio transactions at prices which are advantageous to the Portfolio and at commission rates which are reasonable in relation to the benefits received. In selecting brokers or dealers qualified to execute a particular transaction, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of l934) to the Portfolio and to any other accounts over which the Sub-Advisor or Advisor exercise investment discretion. The Sub-Advisor is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for the Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the Sub-Advisor determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the Sub-Advisor has with respect to accounts over which it exercises investment discretion. The Trustees of the Trust shall periodically review the commissions paid by the Portfolio to determine if the commissions paid over representative periods of time were reasonable in relation to the benefits to the Portfolio. 4. Compensation: The Advisor shall compensate the Sub-Advisor on the following basis for the services to be furnished hereunder. (a) INVESTMENT ADVISORY FEE: For services provided under subparagraph (a) of paragraph 1 of this Agreement, the Advisor agrees to pay the Sub-Advisor a monthly Sub-Advisory Fee. The Sub-Advisory Fee shall be equal to: (i) 30% of the monthly management fee rate (including performance adjustments, if any) that the Portfolio is obligated to pay the Advisor under its Management Contract with the Advisor, multiplied by (ii) the fraction equal to the net assets of the Portfolio as to which the Sub-Advisor shall have provided investment advice divided by the net assets of the Portfolio for that month. The Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Advisor, if any, in effect from time to time. (b) INVESTMENT MANAGEMENT FEE: For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Advisor agrees to pay the Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to: (i) 50% of the monthly management fee rate (including performance adjustments, if any) that the Portfolio is obligated to pay the Advisor under its Management Contract with the Advisor, multiplied by: (ii) the fraction equal to the net assets of the Portfolio as to which the Sub-Advisor shall have provided investment management services divided by the net assets of the Portfolio for that month. If in any fiscal year the aggregate expenses of the Portfolio exceed any applicable expense limitation imposed by any state or federal securities laws or regulations, and the Advisor waives all or a portion of its management fee or reimburses the Portfolio for expenses to the extent required to satisfy such limitation, the Investment Management Fee paid to the Sub-Advisor will be reduced by 50% of the amount of such waivers or reimbursements multiplied by the fraction determined in (ii). If the Sub-Advisor reduces its fees to reflect such waivers or reimbursements and the Advisor subsequently recovers all or any portion of such waivers and reimbursements, then the Sub-Advisor shall be entitled to receive from the Advisor a proportionate share of the amount recovered. To the extent that waivers and reimbursements by the Advisor required by such limitations are in excess of the Advisor's management fee, the Investment Management Fee paid to the Sub-Advisor will be reduced to zero for that month, but in no event shall the Sub-Advisor be required to reimburse the Advisor for all or a portion of such excess reimbursements. (c) PROVISION OF MULTIPLE SERVICES: If the Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph 1 for the same portion of the investments of the Portfolio for the same period, the fees paid to the Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4. 5. Expenses: It is understood that the Portfolio will pay all of its expenses other than those expressly stated to be payable by the Sub-Advisor hereunder or by the Advisor under the Management Contract with the Portfolio, which expenses payable by the Portfolio shall include, without limitation, (i) interest and taxes; (ii) brokerage commissions and other costs in connection with the purchase or sale of securities and other investment instruments; (iii) fees and expenses of the Trust's Trustees other than those who are "interested persons" of the Trust, the Sub-Advisor or the Advisor; (iv) legal and audit expenses; (v) custodian, registrar and transfer agent fees and expenses; (vi) fees and expenses related to the registration and qualification of the Trust and the Portfolio's shares for distribution under state and federal securities laws; (vii) expenses of printing and mailing reports and notices and proxy material to shareholders of the Portfolio; (viii) all other expenses incidental to holding meetings of the Portfolio's shareholders, including proxy solicitations therefor; (ix) a pro rata share, based on relative net assets of the Portfolio and other registered investment companies having Advisory and Service or Management Contracts with the Advisor, of 50% of insurance premiums for fidelity and other coverage; (x) its proportionate share of association membership dues; (xi) expenses of typesetting for printing Prospectuses and Statements of Additional Information and supplements thereto; (xii) expenses of printing and mailing Prospectuses and Statements of Additional Information and supplements thereto sent to existing shareholders; and (xiii) such non-recurring or extraordinary expenses as may arise, including those relating to actions, suits or proceedings to which the Portfolio is a party and the legal obligation which the Portfolio may have to indemnify the Trust's Trustees and officers with respect thereto. 6. Interested Persons: It is understood that Trustees, officers, and shareholders of the Trust are or may be or become interested in the Advisor or the Sub-Advisor as directors, officers or otherwise and that directors, officers and stockholders of the Advisor or the Sub-Advisor are or may be or become similarly interested in the Trust, and that the Advisor or the Sub-Advisor may be or become interested in the Trust as a shareholder or otherwise. 7. Services to Other Companies or Accounts: The services of the Sub-Advisor to the Advisor are not to be deemed to be exclusive, the Sub-Advisor being free to render services to others and engage in other activities, provided, however, that such other services and activities do not, during the term of this Agreement, interfere, in a material manner, with the Sub-Advisor's ability to meet all of its obligations hereunder. The Sub-Advisor shall for all purposes be an independent contractor and not an agent or employee of the Advisor or the Trust. 8. Standard of Care: In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Sub-Advisor, the Sub-Advisor shall not be subject to liability to the Advisor, the Trust or to any shareholder of the Portfolio for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. 9. Duration and Termination of Agreement; Amendments: (a) Subject to prior termination as provided in subparagraph (d) of this paragraph 9, this Agreement shall continue in force until July 31, 1993 and indefinitely thereafter, but only so long as the continuance after such period shall be specifically approved at least annually by vote of the Trust's Board of Trustees or by vote of a majority of the outstanding voting securities of the Portfolio. (b) This Agreement may be modified by mutual consent of the Advisor, the Sub-Advisor and the Portfolio, such consent on the part of the Portfolio to be authorized by vote of a majority of the outstanding voting securities of the Portfolio. (c) In addition to the requirements of subparagraphs (a) and (b) of this paragraph 9, the terms of any continuance or modification of this Agreement must have been approved by the vote of a majority of those Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. (d) Either the Advisor, the Sub-Advisor or the Portfolio may, at any time on sixty (60) days' prior written notice to the other parties, terminate this Agreement, without payment of any penalty, by action of its Board of Trustees or Directors, or with respect to the Portfolio by vote of a majority of its outstanding voting securities. This Agreement shall terminate automatically in the event of its assignment. 10. Limitation of Liability: The Sub-Advisor is hereby expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust or other organizational document of the Trust and agrees that any obligations of the Trust or the Portfolio arising in connection with this Agreement shall be limited in all cases to the Portfolio and its assets, and the Sub-Advisor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Portfolio. Nor shall the Sub-Advisor seek satisfaction of any such obligation from the Trustees or any individual Trustee. 11. Governing Law: This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts. The terms "registered investment company," "vote of a majority of the outstanding voting securities," "assignment," and "interested persons," when used herein, shall have the respective meanings specified in the 1940 Act as now in effect or as hereafter amended. IN WITNESS WHEREOF the parties hereto have caused this instrument to be signed in their behalf by their respective officers thereunto duly authorized, and their respective seals to be hereunto affixed, all as of the date written above. FIDELITY INTERNATIONAL INVESTMENT ADVISORS BY: /s/ Stephen A. DeSilva Stephen A. DeSilva Title: Treasurer FIDELITY MANAGEMENT & RESEARCH COMPANY BY: /s/ J. Gary Burkhead J. Gary Burkhead Title: President FIDELITY INVESTMENT TRUST on behalf of Fidelity Japan Fund BY: /s/ J. Gary Burkhead J. Gary Burkhead Title: Senior Vice President EX-99.B5 8 EXHIBIT 5(UUU) SUB-ADVISORY AGREEMENT BETWEEN FIDELITY INTERNATIONAL INVESTMENT ADVISORS AND FIDELITY MANAGEMENT & RESEARCH COMPANY AND FIDELITY INVESTMENT TRUST ON BEHALF OF FIDELITY EUROPE CAPITAL APPRECIATION FUND AGREEMENT made this 18th day of November, 1993, by Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Advisor"); Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Sub-Advisor"); and Fidelity Investment Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust") on behalf of Fidelity Europe Capital Appreciation Fund (hereinafter called the "Portfolio"). WHEREAS the Trust and the Advisor have entered into a Management Contract on behalf of the Portfolio, pursuant to which the Advisor acts as investment manager of the Portfolio; and WHEREAS the Sub-Advisor and its subsidiaries and other affiliated persons have personnel in various locations throughout the world and have been formed in part for the purpose of researching and compiling information and recommendations with respect to the economies of various countries, including securities issued in and issuers located in such countries, and providing investment advisory services in connection therewith; NOW, THEREFORE, in consideration of the premises and the mutual promises hereinafter set forth, the Trust, the Advisor and the Sub-Advisor agree as follows: 1. Duties: The Advisor may, in its discretion, appoint the Sub-Advisor to perform one or more of the following services with respect to all or a portion of the investments of the Portfolio. The services and the portion of the investments of the Portfolio to be advised or managed by the Sub-Advisor shall be as agreed upon from time to time by the Advisor and the Sub-Advisor. The Sub-Advisor shall pay the salaries and fees of all personnel of the Sub-Advisor performing services for the Portfolio relating to research, statistical and investment activities. (a) INVESTMENT ADVICE: If and to the extent requested by the Advisor, the Sub-Advisor shall provide investment advice to the Portfolio and the Advisor with respect to all or a portion of the investments of the Portfolio, and in connection with such advice shall furnish the Portfolio and the Advisor such factual information, research reports and investment recommendations as the Advisor may reasonably require. Such information may include written and oral reports and analyses. (b) INVESTMENT MANAGEMENT: If and to the extent requested by the Advisor, the Sub-Advisor shall, subject to the supervision of the Advisor, manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the"1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the Sub-Advisor may select. The Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money, or lending securities on behalf of the Portfolio. All investment management and any other activities of the Sub-Advisor shall at all times be subject to the control and direction of the Advisor and the Trust's Board of Trustees. (c) SUBSIDIARIES AND AFFILIATES: The Sub-Advisor may perform any or all of the services contemplated by this Agreement directly or through such of its subsidiaries or other affiliated persons as the Sub-Advisor shall determine; provided, however, that performance of such services through such subsidiaries or other affiliated persons shall have been approved by the Trust to the extent required pursuant to the 1940 Act and rules thereunder. 2. Information to be Provided to the Trust and the Advisor: The Sub-Advisor shall furnish such reports, evaluations, information or analyses to the Trust and the Advisor as the Trust's Board of Trustees or the Advisor may reasonably request from time to time, or as the Sub-Advisor may deem to be desirable. 3. Brokerage: In connection with the services provided under subparagraph (b) of paragraph 1 of this Agreement, the Sub-Advisor, at its own expense, shall place all orders for the purchase and sale of portfolio securities for the Portfolio's account with brokers or dealers selected by the Sub-Advisor, which may include brokers or dealers affiliated with the Advisor or Sub-Advisor. The Sub-Advisor shall use its best efforts to seek to execute portfolio transactions at prices which are advantageous to the Portfolio and at commission rates which are reasonable in relation to the benefits received. In selecting brokers or dealers qualified to execute a particular transaction, brokers or dealers may be selected who also provide brokerage and research services (as those terms are defined in Section 28(e) of the Securities Exchange Act of l934) to the Portfolio and to any other accounts over which the Sub-Advisor or Advisor exercise investment discretion. The Sub-Advisor is authorized to pay a broker or dealer who provides such brokerage and research services a commission for executing a portfolio transaction for the Portfolio which is in excess of the amount of commission another broker or dealer would have charged for effecting that transaction if the Sub-Advisor determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by such broker or dealer. This determination may be viewed in terms of either that particular transaction or the overall responsibilities which the Sub-Advisor has with respect to accounts over which it exercises investment discretion. The Trustees of the Trust shall periodically review the commissions paid by the Portfolio to determine if the commissions paid over representative periods of time were reasonable in relation to the benefits to the Portfolio. 4. Compensation: The Advisor shall compensate the Sub-Advisor on the following basis for the services to be furnished hereunder. (a) INVESTMENT ADVISORY FEE: For services provided under subparagraph (a) of paragraph 1 of this Agreement, the Advisor agrees to pay the Sub-Advisor a monthly Sub-Advisory Fee. The Sub-Advisory Fee shall be equal to: (i) 30% of the monthly management fee rate (including performance adjustments, if any) that the Portfolio is obligated to pay the Advisor under its Management Contract with the Advisor, multiplied by (ii) the fraction equal to the net assets of the Portfolio as to which the Sub-Advisor shall have provided investment advice divided by the net assets of the Portfolio for that month. The Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Advisor, if any, in effect from time to time. (b) INVESTMENT MANAGEMENT FEE: For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Advisor agrees to pay the Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to: (i) 50% of the monthly management fee rate (including performance adjustments, if any) that the Portfolio is obligated to pay the Advisor under its Management Contract with the Advisor, multiplied by: (ii) the fraction equal to the net assets of the Portfolio as to which the Sub-Advisor shall have provided investment management services divided by the net assets of the Portfolio for that month. If in any fiscal year the aggregate expenses of the Portfolio exceed any applicable expense limitation imposed by any state or federal securities laws or regulations, and the Advisor waives all or a portion of its management fee or reimburses the Portfolio for expenses to the extent required to satisfy such limitation, the Investment Management Fee paid to the Sub-Advisor will be reduced by 50% of the amount of such waivers or reimbursements multiplied by the fraction determined in (ii). If the Sub-Advisor reduces its fees to reflect such waivers or reimbursements and the Advisor subsequently recovers all or any portion of such waivers and reimbursements, then the Sub-Advisor shall be entitled to receive from the Advisor a proportionate share of the amount recovered. To the extent that waivers and reimbursements by the Advisor required by such limitations are in excess of the Advisor's management fee, the Investment Management Fee paid to the Sub-Advisor will be reduced to zero for that month, but in no event shall the Sub-Advisor be required to reimburse the Advisor for all or a portion of such excess reimbursements. (c) PROVISION OF MULTIPLE SERVICES: If the Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph 1 for the same portion of the investments of the Portfolio for the same period, the fees paid to the Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4. 5. Expenses: It is understood that the Portfolio will pay all of its expenses other than those expressly stated to be payable by the Sub-Advisor hereunder or by the Advisor under the Management Contract with the Portfolio, which expenses payable by the Portfolio shall include, without limitation, (i) interest and taxes; (ii) brokerage commissions and other costs in connection with the purchase or sale of securities and other investment instruments; (iii) fees and expenses of the Trust's Trustees other than those who are "interested persons" of the Trust, the Sub-Advisor or the Advisor; (iv) legal and audit expenses; (v) custodian, registrar and transfer agent fees and expenses; (vi) fees and expenses related to the registration and qualification of the Trust and the Portfolio's shares for distribution under state and federal securities laws; (vii) expenses of printing and mailing reports and notices and proxy material to shareholders of the Portfolio; (viii) all other expenses incidental to holding meetings of the Portfolio's shareholders, including proxy solicitations therefor; (ix) a pro rata share, based on relative net assets of the Portfolio and other registered investment companies having Advisory and Service or Management Contracts with the Advisor, of 50% of insurance premiums for fidelity and other coverage; (x) its proportionate share of association membership dues; (xi) expenses of typesetting for printing Prospectuses and Statements of Additional Information and supplements thereto; (xii) expenses of printing and mailing Prospectuses and Statements of Additional Information and supplements thereto sent to existing shareholders; and (xiii) such non-recurring or extraordinary expenses as may arise, including those relating to actions, suits or proceedings to which the Portfolio is a party and the legal obligation which the Portfolio may have to indemnify the Trust's Trustees and officers with respect thereto. 6. Interested Persons: It is understood that Trustees, officers, and shareholders of the Trust are or may be or become interested in the Advisor or the Sub-Advisor as directors, officers or otherwise and that directors, officers and stockholders of the Advisor or the Sub-Advisor are or may be or become similarly interested in the Trust, and that the Advisor or the Sub-Advisor may be or become interested in the Trust as a shareholder or otherwise. 7. Services to Other Companies or Accounts: The services of the Sub-Advisor to the Advisor are not to be deemed to be exclusive, the Sub-Advisor being free to render services to others and engage in other activities, provided, however, that such other services and activities do not, during the term of this Agreement, interfere, in a material manner, with the Sub-Advisor's ability to meet all of its obligations hereunder. The Sub-Advisor shall for all purposes be an independent contractor and not an agent or employee of the Advisor or the Trust. 8. Standard of Care: In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Sub-Advisor, the Sub-Advisor shall not be subject to liability to the Advisor, the Trust or to any shareholder of the Portfolio for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. 9. Duration and Termination of Agreement; Amendments: (a) Subject to prior termination as provided in subparagraph (d) of this paragraph 9, this Agreement shall continue in force until July 31, 1994 and indefinitely thereafter, but only so long as the continuance after such period shall be specifically approved at least annually by vote of the Trust's Board of Trustees or by vote of a majority of the outstanding voting securities of the Portfolio. (b) This Agreement may be modified by mutual consent of the Advisor, the Sub-Advisor and the Portfolio, such consent on the part of the Portfolio to be authorized by vote of a majority of the outstanding voting securities of the Portfolio. (c) In addition to the requirements of subparagraphs (a) and (b) of this paragraph 9, the terms of any continuance or modification of this Agreement must have been approved by the vote of a majority of those Trustees of the Trust who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on such approval. (d) Either the Advisor, the Sub-Advisor or the Portfolio may, at any time on sixty (60) days' prior written notice to the other parties, terminate this Agreement, without payment of any penalty, by action of its Board of Trustees or Directors, or with respect to the Portfolio by vote of a majority of its outstanding voting securities. This Agreement shall terminate automatically in the event of its assignment. 10. Limitation of Liability: The Sub-Advisor is hereby expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust or other organizational document of the Trust and agrees that any obligations of the Trust or the Portfolio arising in connection with this Agreement shall be limited in all cases to the Portfolio and its assets, and the Sub-Advisor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Portfolio. Nor shall the Sub-Advisor seek satisfaction of any such obligation from the Trustees or any individual Trustee. 11. Governing Law: This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts. The terms "registered investment company," "vote of a majority of the outstanding voting securities," "assignment," and "interested persons," when used herein, shall have the respective meanings specified in the 1940 Act as now in effect or as hereafter amended. IN WITNESS WHEREOF the parties hereto have caused this instrument to be signed in their behalf by their respective officers thereunto duly authorized, and their respective seals to be hereunto affixed, all as of the date written above. FIDELITY INTERNATIONAL INVESTMENT ADVISORS BY: /s/ Stephen A. DeSilva Stephen A. DeSilva Title: Treasurer FIDELITY MANAGEMENT & RESEARCH COMPANY BY: /s/ J.Gary Burkhead J. Gary Burkhead Title: President FIDELITY INVESTMENT TRUST on behalf of Fidelity Europe Capital Appreciation Fund BY: /s/ J. Gary Burkhead J. Gary Burkhead Title: Senior Vice President EX-99.B6 9 EXHIBIT 6(L) GENERAL DISTRIBUTION AGREEMENT between FIDELITY JAPAN FUND and FIDELITY DISTRIBUTORS CORPORATION Agreement made this 16th day of July, 1992, between Fidelity Investment Trust, a Massachusetts business trust having its principal place of business in Boston, Massachussets and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Fidelity Japan Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors"). In consideration of the mutual promises and undertakings herein contained, the parties agree as follows: 1. Sale of Shares - The Issuer grants to the Distributor the right to sell shares on behalf of the Issuer during the term of this Agreement and subject to the registration requirements of the Securities Act of 1933, as amended ("1933 Act"), and of the laws governing the sale of securities in the various states ("Blue Sky Laws") under the following terms and conditions: the Distributor (i) shall have the right to sell, as agent on behalf of the Issuer, shares authorized for issue and registered under the 1933 Act, and (ii) may sell shares under offers of exchange, if available, between and among the funds advised by Fidelity Management & Research Company ("FMR"). 2. Sale of Shares by the Issuer - The rights granted to the Distributor shall be nonexclusive in that the Issuer reserves the right to sell its shares to investors on applications received and accepted by the Issuer. Further, the Issuer reserves the right to issue shares in connection with the merger or consolidation, or acquisition by the Issuer through purchase or otherwise, with any other investment company, trust, or personal holding company. 3. Shares Covered by this Agreement - This Agreement shall apply to unissued shares of the Issuer, shares of the Issuer held in its treasury in the event that in the discretion of the Issuer treasury shares shall be sold, and shares of the Issuer repurchased for resale. 4. Public Offering Price - Except as otherwise noted in the Issuer's current Prospectus and/or Statement of Additional Information, all shares sold to investors by the Distributor or the Issuer will be sold at the public offering price. The public offering price for all accepted subscriptions will be the net asset value per share, as determined in the manner described in the Issuer's current Prospectus and/or Statement of Additional Information, plus a sales charge (if any) described in the Issuer's current Prospectus and/or Statement of Additional Information. The Issuer shall in all cases receive the net asset value per share on all sales. If a sales charge is in effect, the Distributor shall have the right subject to such rules or regulations of the Securities and Exchange Commission as may then be in effect pursuant to Section 22 of the Investment Company Act of 1940 to pay a portion of the sales charge to dealers who have sold shares of the Issuer. If a fee in connection with shareholder redemptions is in effect, the Issuer shall collect the fee on behalf of Distributors and, unless otherwise agreed upon by the Issuer and Distributors, Distributors shall be entitled to receive all of such fees. 5. Suspension of Sales - If and whenever the determination of net asset value is suspended and until such suspension is terminated, no further orders for shares shall be processed by the Distributor except such unconditional orders as may have been placed with the Distributor before it had knowledge of the suspension. In addition, the Issuer reserves the right to suspend sales and the Distributor's authority to process orders for shares on behalf of the Issuer if, in the judgment of the Issuer, it is in the best interests of the Issuer to do so. Suspension will continue for such period as may be determined by the Issuer. 6. Solicitation of Sales - In consideration of these rights granted to the Distributor, the Distributor agrees to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the Issuer. This shall not prevent the Distributor from entering into like arrangements (including arrangements involving the payment of underwriting commissions) with other issuers. This does not obligate the Distributor to register as a broker or dealer under the Blue Sky Laws of any jurisdiction in which it is not now registered or to maintain its registration in any jurisdiction in which it is now registered. If a sales charge is in effect, the Distributor shall have the right to enter into sales agreements with dealers of its choice for the sale of shares of the Issuer to the public at the public offering price only and fix in such agreements the portion of the sales charge which may be retained by dealers, provided that the Issuer shall approve the form of the dealer agreement and the dealer discounts set forth therein and shall evidence such approval by filing said form of dealer agreement and amendments thereto as an exhibit to its currently effective Registration Statement under the 1933 Act. 7. Authorized Representations - The Distributor is not authorized by the Issuer to give any information or to make any representations other than those contained in the appropriate registration statements or Prospectuses and Statements of Additional Information filed with the Securities and Exchange Commission under the 1933 Act (as these registration statements, Prospectuses and Statements of Additional Information may be amended from time to time), or contained in shareholder reports or other material that may be prepared by or on behalf of the Issuer for the Distributor's use. This shall not be construed to prevent the Distributor from preparing and distributing sales literature or other material as it may deem appropriate. 8. Portfolio Securities - Portfolio securities of the Issuer may be bought or sold by or through the Distributor, and the Distributor may participate directly or indirectly in brokerage commissions or "spreads" for transactions in portfolio securities of the Issuer. However, all sums of money received by the Distributor as a result of such purchases and sales or as a result of such participation must, after reimbursement of actual expenses of the Distributor in connection with such activity, be paid over by the Distributor for the benefit of the Issuer. 9. Registration of Shares - The Issuer agrees that it will take all action necessary to register shares under the 1933 Act (subject to the necessary approval of its shareholders) so that there will be available for sale the number of shares the Distributor may reasonably be expected to sell. The Issuer shall make available to the Distributor such number of copies of its currently effective Prospectus and Statement of Additional Information as the Distributor may reasonably request. The Issuer shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of shares of the Issuer. 10. Expenses - The Issuer shall pay all fees and expenses (a) in connection with the preparation, setting in type and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act and amendments for the issue of its shares, (b) in connection with the registration and qualification of shares for sale in the various states in which the Board of Trustees of the Issuer shall determine it advisable to qualify such shares for sale (including registering the Issuer as a broker or dealer or any officer of the Issuer as agent or salesman in any state), (c) of preparing, setting in type, printing and mailing any report or other communication to shareholders of the Issuer in their capacity as such, and (d) of preparing, setting in type, printing and mailing Prospectuses, Statements of Additional Information and any supplements thereto sent to existing shareholders. As provided in the Distribution and Service Plan adopted by the Issuer, it is recognized by the Issuer that FMR may reimburse the Distributor for any direct expenses incurred in the distribution of shares of the Issuer from any source available to it, including advisory and service or management fees paid to it by the Issuer. 11. Indemnification - The Issuer agrees to indemnify and hold harmless the Distributor and each of its directors and officers and each person, if any, who controls the Distributor within the meaning of Section 15 of the 1933 Act against any loss, liability, claim, damages or expense (including the reasonable cost of investigating or defending any alleged loss, liability, claim, damages, or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the ground that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading under the 1933 Act, or any other statute or the common law. However, the Issuer does not agree to indemnify the Distributor or hold it harmless to the extent that the statement or omission was made in reliance upon, and in conformity with, information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Issuer in favor of the Distributor or any person indemnified to be deemed to protect the Distributor or any person against any liability to the Issuer or its security holders to which the Distributor or such person would otherwise be subject by reason of wilful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Issuer to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Distributor or any person indemnified unless the Distributor or person, as the case may be, shall have notified the Issuer in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Distributor or any such person (or after the Distributor or such person shall have received notice of service on any designated agent). However, failure to notify the Issuer of any claim shall not relieve the Issuer from any liability which it may have to the Distributor or any person against whom such action is brought otherwise than on account of its indemnity agreement contained in this paragraph. The Issuer shall be entitled to participate at its own expense in the defense, or, if it so elects, to assume the defense of any suit brought to enforce any claims, but if the Issuer elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Distributor or person or persons, defendant or defendants in the suit. In the event the Issuer elects to assume the defense of any suit and retain counsel, the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, shall bear the fees and expenses of any additional counsel retained by them. If the Issuer does not elect to assume the defense of any suit, it will reimburse the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Issuer agrees to notify the Distributor promptly of the commencement of any litigation or proceedings against it or any of its officers or trustees in connection with the issuance or sale of any of the shares. The Distributor also covenants and agrees that it will indemnify and hold harmless the Issuer and each of its Board members and officers and each person, if any, who controls the Issuer within the meaning of Section 15 of the 1933 Act, against any loss, liability, damages, claim or expense (including the reasonable cost of investigating or defending any alleged loss, liability, damages, claim or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the 1933 Act or any other statute or common law, alleging any wrongful act of the Distributor or any of its employees or alleging that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading, insofar as the statement or omission was made in reliance upon, and in conformity with information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Distributor in favor of the Issuer or any person indemnified to be deemed to protect the Issuer or any person against any liability to which the Issuer or such person would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Distributor to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Issuer or any person indemnified unless the Issuer or person, as the case may be, shall have notified the Distributor in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Issuer or any such person (or after the Issuer or such person shall have received notice of service on any designated agent). However, failure to notify the Distributor of any claim shall not relieve the Distributor from any liability which it may have to the Issuer or any person against whom the action is brought otherwise than on account of its indemnity agreement contained in this paragraph. In the case of any notice to the Distributor, it shall be entitled to participate, at its own expense, in the defense or, if it so elects, to assume the defense of any suit brought to enforce the claim, but if the Distributor elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Issuer, to its officers and Board and to any controlling person or persons, defendant or defendants in the suit. In the event that the Distributor elects to assume the defense of any suit and retain counsel, the Issuer or controlling persons, defendant or defendants in the suit, shall bear the fees and expense of any additional counsel retained by them. If the Distributor does not elect to assume the defense of any suit, it will reimburse the Issuer, officers and Board or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Distributor agrees to notify the Issuer promptly of the commencement of any litigation or proceedings against it in connection with the issue and sale of any of the shares. 12. Effective Date - This agreement shall be effective upon its execution, and unless terminated as provided, shall continue in force until January 31, 1994 and thereafter from year to year, provided continuance is approved annually by the vote of a majority of the Board members of the Issuer, and by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and, if a plan under Rule 12b-1 under the Investment Company Act of 1940 is in effect, by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and who are not parties to the Distribution and Service Plan or this Agreement and have no financial interest in the operation of the Distribution and Service Plan or in any agreements related to the Distribution and Service Plan, cast in person at a meeting called for the purpose of voting on the approval. This Agreement shall automatically terminate in the event of its assignment. As used in this paragraph, the terms "assignment" and "interested persons" shall have the respective meanings specified in the Investment Company Act of 1940 as now in effect or as hereafter amended. In addition to termination by failure to approve continuance or by assignment, this Agreement may at any time be terminated by either party upon not less than sixty days' prior written notice to the other party. 13. Notice - Any notice required or permitted to be given by either party to the other shall be deemed sufficient if sent by registered or certified mail, postage prepaid, addressed by the party giving notice to the other party at the last address furnished by the other party to the party giving notice: if to the Issuer, at 82 Devonshire Street, Boston, Massachusetts, and if to the Distributor, at 82 Devonshire Street, Boston, Massachusetts. 14. Limitation of Liability - The Distributor is expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust of the Issuer and agrees that the obligations assumed by the Issuer under this contract shall be limited in all cases to the Issuer and its assets. The Distributor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Issuer. Nor shall the Distributor seek satisfaction of any such obligation from the Trustees or any individual Trustee of the Issuer. The Distributor understands that the rights and obligations of each series of shares of the Issuer under the Issuer's Declaration of Trust are separate and distinct from those of any and all other series. IN WITNESS WHEREOF, the Issuer has executed this instrument in its name and behalf by one of its officers duly authorized, and the Distributor has executed this instrument in its name and behalf by one of its officers duly authorized, as of the day and year first above written. FIDELITY INVESTMENT TRUST on behalf of Fidelity Japan Fund Attest /s/ Arthur S. Loring By /s/J. Gary Burkhead Arthur S. Loring J. Gary Burkhead FIDELITY DISTRIBUTORS CORPORATION By /s/Kurt A. Lange Kurt A. Lange 930210024 EX-99.B6 10 EXHIBIT 6(M) GENERAL DISTRIBUTION AGREEMENT between FIDELITY LATIN AMERICA FUND and FIDELITY DISTRIBUTORS CORPORATION Agreement made this 18th day of March, 1993, between Fidelity Investment Trust, a Massachusetts business trust having its principal place of business in Boston, Massachussets and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Fidelity Latin America Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors"). In consideration of the mutual promises and undertakings herein contained, the parties agree as follows: 1. Sale of Shares - The Issuer grants to the Distributor the right to sell shares on behalf of the Issuer during the term of this Agreement and subject to the registration requirements of the Securities Act of 1933, as amended ("1933 Act"), and of the laws governing the sale of securities in the various states ("Blue Sky Laws") under the following terms and conditions: the Distributor (i) shall have the right to sell, as agent on behalf of the Issuer, shares authorized for issue and registered under the 1933 Act, and (ii) may sell shares under offers of exchange, if available, between and among the funds advised by Fidelity Management & Research Company ("FMR"). 2. Sale of Shares by the Issuer - The rights granted to the Distributor shall be nonexclusive in that the Issuer reserves the right to sell its shares to investors on applications received and accepted by the Issuer. Further, the Issuer reserves the right to issue shares in connection with the merger or consolidation, or acquisition by the Issuer through purchase or otherwise, with any other investment company, trust, or personal holding company. 3. Shares Covered by this Agreement - This Agreement shall apply to unissued shares of the Issuer, shares of the Issuer held in its treasury in the event that in the discretion of the Issuer treasury shares shall be sold, and shares of the Issuer repurchased for resale. 4. Public Offering Price - Except as otherwise noted in the Issuer's current Prospectus and/or Statement of Additional Information, all shares sold to investors by the Distributor or the Issuer will be sold at the public offering price. The public offering price for all accepted subscriptions will be the net asset value per share, as determined in the manner described in the Issuer's current Prospectus and/or Statement of Additional Information, plus a sales charge (if any) described in the Issuer's current Prospectus and/or Statement of Additional Information. The Issuer shall in all cases receive the net asset value per share on all sales. If a sales charge is in effect, the Distributor shall have the right subject to such rules or regulations of the Securities and Exchange Commission as may then be in effect pursuant to Section 22 of the Investment Company Act of 1940 to pay a portion of the sales charge to dealers who have sold shares of the Issuer. If a fee in connection with shareholder redemptions is in effect, the Issuer shall collect the fee on behalf of Distributors and, unless otherwise agreed upon by the Issuer and Distributors, Distributors shall be entitled to receive all of such fees. 5. Suspension of Sales - If and whenever the determination of net asset value is suspended and until such suspension is terminated, no further orders for shares shall be processed by the Distributor except such unconditional orders as may have been placed with the Distributor before it had knowledge of the suspension. In addition, the Issuer reserves the right to suspend sales and the Distributor's authority to process orders for shares on behalf of the Issuer if, in the judgment of the Issuer, it is in the best interests of the Issuer to do so. Suspension will continue for such period as may be determined by the Issuer. 6. Solicitation of Sales - In consideration of these rights granted to the Distributor, the Distributor agrees to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the Issuer. This shall not prevent the Distributor from entering into like arrangements (including arrangements involving the payment of underwriting commissions) with other issuers. This does not obligate the Distributor to register as a broker or dealer under the Blue Sky Laws of any jurisdiction in which it is not now registered or to maintain its registration in any jurisdiction in which it is now registered. If a sales charge is in effect, the Distributor shall have the right to enter into sales agreements with dealers of its choice for the sale of shares of the Issuer to the public at the public offering price only and fix in such agreements the portion of the sales charge which may be retained by dealers, provided that the Issuer shall approve the form of the dealer agreement and the dealer discounts set forth therein and shall evidence such approval by filing said form of dealer agreement and amendments thereto as an exhibit to its currently effective Registration Statement under the 1933 Act. 7. Authorized Representations - The Distributor is not authorized by the Issuer to give any information or to make any representations other than those contained in the appropriate registration statements or Prospectuses and Statements of Additional Information filed with the Securities and Exchange Commission under the 1933 Act (as these registration statements, Prospectuses and Statements of Additional Information may be amended from time to time), or contained in shareholder reports or other material that may be prepared by or on behalf of the Issuer for the Distributor's use. This shall not be construed to prevent the Distributor from preparing and distributing sales literature or other material as it may deem appropriate. 8. Portfolio Securities - Portfolio securities of the Issuer may be bought or sold by or through the Distributor, and the Distributor may participate directly or indirectly in brokerage commissions or "spreads" for transactions in portfolio securities of the Issuer. 9. Registration of Shares - The Issuer agrees that it will take all action necessary to register shares under the 1933 Act (subject to the necessary approval of its shareholders) so that there will be available for sale the number of shares the Distributor may reasonably be expected to sell. The Issuer shall make available to the Distributor such number of copies of its currently effective Prospectus and Statement of Additional Information as the Distributor may reasonably request. The Issuer shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of shares of the Issuer. 10. Expenses - The Issuer shall pay all fees and expenses (a) in connection with the preparation, setting in type and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act and amendments for the issue of its shares, (b) in connection with the registration and qualification of shares for sale in the various states in which the Board of Trustees of the Issuer shall determine it advisable to qualify such shares for sale (including registering the Issuer as a broker or dealer or any officer of the Issuer as agent or salesman in any state), (c) of preparing, setting in type, printing and mailing any report or other communication to shareholders of the Issuer in their capacity as such, and (d) of preparing, setting in type, printing and mailing Prospectuses, Statements of Additional Information and any supplements thereto sent to existing shareholders. As provided in the Distribution and Service Plan adopted by the Issuer, it is recognized by the Issuer that FMR may reimburse the Distributor for any direct expenses incurred in the distribution of shares of the Issuer from any source available to it, including advisory and service or management fees paid to it by the Issuer. 11. Indemnification - The Issuer agrees to indemnify and hold harmless the Distributor and each of its directors and officers and each person, if any, who controls the Distributor within the meaning of Section 15 of the 1933 Act against any loss, liability, claim, damages or expense (including the reasonable cost of investigating or defending any alleged loss, liability, claim, damages, or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the ground that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading under the 1933 Act, or any other statute or the common law. However, the Issuer does not agree to indemnify the Distributor or hold it harmless to the extent that the statement or omission was made in reliance upon, and in conformity with, information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Issuer in favor of the Distributor or any person indemnified to be deemed to protect the Distributor or any person against any liability to the Issuer or its security holders to which the Distributor or such person would otherwise be subject by reason of wilful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Issuer to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Distributor or any person indemnified unless the Distributor or person, as the case may be, shall have notified the Issuer in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Distributor or any such person (or after the Distributor or such person shall have received notice of service on any designated agent). However, failure to notify the Issuer of any claim shall not relieve the Issuer from any liability which it may have to the Distributor or any person against whom such action is brought otherwise than on account of its indemnity agreement contained in this paragraph. The Issuer shall be entitled to participate at its own expense in the defense, or, if it so elects, to assume the defense of any suit brought to enforce any claims, but if the Issuer elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Distributor or person or persons, defendant or defendants in the suit. In the event the Issuer elects to assume the defense of any suit and retain counsel, the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, shall bear the fees and expenses of any additional counsel retained by them. If the Issuer does not elect to assume the defense of any suit, it will reimburse the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Issuer agrees to notify the Distributor promptly of the commencement of any litigation or proceedings against it or any of its officers or trustees in connection with the issuance or sale of any of the shares. The Distributor also covenants and agrees that it will indemnify and hold harmless the Issuer and each of its Board members and officers and each person, if any, who controls the Issuer within the meaning of Section 15 of the 1933 Act, against any loss, liability, damages, claim or expense (including the reasonable cost of investigating or defending any alleged loss, liability, damages, claim or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the 1933 Act or any other statute or common law, alleging any wrongful act of the Distributor or any of its employees or alleging that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading, insofar as the statement or omission was made in reliance upon, and in conformity with information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Distributor in favor of the Issuer or any person indemnified to be deemed to protect the Issuer or any person against any liability to which the Issuer or such person would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Distributor to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Issuer or any person indemnified unless the Issuer or person, as the case may be, shall have notified the Distributor in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Issuer or any such person (or after the Issuer or such person shall have received notice of service on any designated agent). However, failure to notify the Distributor of any claim shall not relieve the Distributor from any liability which it may have to the Issuer or any person against whom the action is brought otherwise than on account of its indemnity agreement contained in this paragraph. In the case of any notice to the Distributor, it shall be entitled to participate, at its own expense, in the defense or, if it so elects, to assume the defense of any suit brought to enforce the claim, but if the Distributor elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Issuer, to its officers and Board and to any controlling person or persons, defendant or defendants in the suit. In the event that the Distributor elects to assume the defense of any suit and retain counsel, the Issuer or controlling persons, defendant or defendants in the suit, shall bear the fees and expense of any additional counsel retained by them. If the Distributor does not elect to assume the defense of any suit, it will reimburse the Issuer, officers and Board or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Distributor agrees to notify the Issuer promptly of the commencement of any litigation or proceedings against it in connection with the issue and sale of any of the shares. 12. Effective Date - This agreement shall be effective upon its execution, and unless terminated as provided, shall continue in force until January 31, 1994 and thereafter from year to year, provided continuance is approved annually by the vote of a majority of the Board members of the Issuer, and by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and, if a plan under Rule 12b-1 under the Investment Company Act of 1940 is in effect, by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and who are not parties to the Distribution and Service Plan or this Agreement and have no financial interest in the operation of the Distribution and Service Plan or in any agreements related to the Distribution and Service Plan, cast in person at a meeting called for the purpose of voting on the approval. This Agreement shall automatically terminate in the event of its assignment. As used in this paragraph, the terms "assignment" and "interested persons" shall have the respective meanings specified in the Investment Company Act of 1940 as now in effect or as hereafter amended. In addition to termination by failure to approve continuance or by assignment, this Agreement may at any time be terminated by either party upon not less than sixty days' prior written notice to the other party. 13. Notice - Any notice required or permitted to be given by either party to the other shall be deemed sufficient if sent by registered or certified mail, postage prepaid, addressed by the party giving notice to the other party at the last address furnished by the other party to the party giving notice: if to the Issuer, at 82 Devonshire Street, Boston, Massachusetts, and if to the Distributor, at 82 Devonshire Street, Boston, Massachusetts. 14. Limitation of Liability - The Distributor is expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust of the Issuer and agrees that the obligations assumed by the Issuer under this contract shall be limited in all cases to the Issuer and its assets. The Distributor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Issuer. Nor shall the Distributor seek satisfaction of any such obligation from the Trustees or any individual Trustee of the Issuer. The Distributor understands that the rights and obligations of each series of shares of the Issuer under the Issuer's Declaration of Trust are separate and distinct from those of any and all other series. IN WITNESS WHEREOF, the Issuer has executed this instrument in its name and behalf by one of its officers duly authorized, and the Distributor has executed this instrument in its name and behalf by one of its officers duly authorized, as of the day and year first above written. FIDELITY INVESTMENT TRUST on behalf of Fidelity Latin America Fund By /s/ J. Gary Burkhead J. Gary Burkhead FIDELITY DISTRIBUTORS CORPORATION By /s/ Kurt A. Lange Kurt A. Lange 930210024 EX-99.B6 11 EXHIBIT 6(N) GENERAL DISTRIBUTION AGREEMENT between FIDELITY SOUTHEAST ASIA FUND and FIDELITY DISTRIBUTORS CORPORATION Agreement made this 18th day of March, 1993, between Fidelity Investment Trust, a Massachusetts business trust having its principal place of business in Boston, Massachussets and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Fidelity Southeast Asia Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors"). In consideration of the mutual promises and undertakings herein contained, the parties agree as follows: 1. Sale of Shares - The Issuer grants to the Distributor the right to sell shares on behalf of the Issuer during the term of this Agreement and subject to the registration requirements of the Securities Act of 1933, as amended ("1933 Act"), and of the laws governing the sale of securities in the various states ("Blue Sky Laws") under the following terms and conditions: the Distributor (i) shall have the right to sell, as agent on behalf of the Issuer, shares authorized for issue and registered under the 1933 Act, and (ii) may sell shares under offers of exchange, if available, between and among the funds advised by Fidelity Management & Research Company ("FMR"). 2. Sale of Shares by the Issuer - The rights granted to the Distributor shall be nonexclusive in that the Issuer reserves the right to sell its shares to investors on applications received and accepted by the Issuer. Further, the Issuer reserves the right to issue shares in connection with the merger or consolidation, or acquisition by the Issuer through purchase or otherwise, with any other investment company, trust, or personal holding company. 3. Shares Covered by this Agreement - This Agreement shall apply to unissued shares of the Issuer, shares of the Issuer held in its treasury in the event that in the discretion of the Issuer treasury shares shall be sold, and shares of the Issuer repurchased for resale. 4. Public Offering Price - Except as otherwise noted in the Issuer's current Prospectus and/or Statement of Additional Information, all shares sold to investors by the Distributor or the Issuer will be sold at the public offering price. The public offering price for all accepted subscriptions will be the net asset value per share, as determined in the manner described in the Issuer's current Prospectus and/or Statement of Additional Information, plus a sales charge (if any) described in the Issuer's current Prospectus and/or Statement of Additional Information. The Issuer shall in all cases receive the net asset value per share on all sales. If a sales charge is in effect, the Distributor shall have the right subject to such rules or regulations of the Securities and Exchange Commission as may then be in effect pursuant to Section 22 of the Investment Company Act of 1940 to pay a portion of the sales charge to dealers who have sold shares of the Issuer. If a fee in connection with shareholder redemptions is in effect, the Issuer shall collect the fee on behalf of Distributors and, unless otherwise agreed upon by the Issuer and Distributors, Distributors shall be entitled to receive all of such fees. 5. Suspension of Sales - If and whenever the determination of net asset value is suspended and until such suspension is terminated, no further orders for shares shall be processed by the Distributor except such unconditional orders as may have been placed with the Distributor before it had knowledge of the suspension. In addition, the Issuer reserves the right to suspend sales and the Distributor's authority to process orders for shares on behalf of the Issuer if, in the judgment of the Issuer, it is in the best interests of the Issuer to do so. Suspension will continue for such period as may be determined by the Issuer. 6. Solicitation of Sales - In consideration of these rights granted to the Distributor, the Distributor agrees to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the Issuer. This shall not prevent the Distributor from entering into like arrangements (including arrangements involving the payment of underwriting commissions) with other issuers. This does not obligate the Distributor to register as a broker or dealer under the Blue Sky Laws of any jurisdiction in which it is not now registered or to maintain its registration in any jurisdiction in which it is now registered. If a sales charge is in effect, the Distributor shall have the right to enter into sales agreements with dealers of its choice for the sale of shares of the Issuer to the public at the public offering price only and fix in such agreements the portion of the sales charge which may be retained by dealers, provided that the Issuer shall approve the form of the dealer agreement and the dealer discounts set forth therein and shall evidence such approval by filing said form of dealer agreement and amendments thereto as an exhibit to its currently effective Registration Statement under the 1933 Act. 7. Authorized Representations - The Distributor is not authorized by the Issuer to give any information or to make any representations other than those contained in the appropriate registration statements or Prospectuses and Statements of Additional Information filed with the Securities and Exchange Commission under the 1933 Act (as these registration statements, Prospectuses and Statements of Additional Information may be amended from time to time), or contained in shareholder reports or other material that may be prepared by or on behalf of the Issuer for the Distributor's use. This shall not be construed to prevent the Distributor from preparing and distributing sales literature or other material as it may deem appropriate. 8. Portfolio Securities - Portfolio securities of the Issuer may be bought or sold by or through the Distributor, and the Distributor may participate directly or indirectly in brokerage commissions or "spreads" for transactions in portfolio securities of the Issuer. 9. Registration of Shares - The Issuer agrees that it will take all action necessary to register shares under the 1933 Act (subject to the necessary approval of its shareholders) so that there will be available for sale the number of shares the Distributor may reasonably be expected to sell. The Issuer shall make available to the Distributor such number of copies of its currently effective Prospectus and Statement of Additional Information as the Distributor may reasonably request. The Issuer shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of shares of the Issuer. 10. Expenses - The Issuer shall pay all fees and expenses (a) in connection with the preparation, setting in type and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act and amendments for the issue of its shares, (b) in connection with the registration and qualification of shares for sale in the various states in which the Board of Trustees of the Issuer shall determine it advisable to qualify such shares for sale (including registering the Issuer as a broker or dealer or any officer of the Issuer as agent or salesman in any state), (c) of preparing, setting in type, printing and mailing any report or other communication to shareholders of the Issuer in their capacity as such, and (d) of preparing, setting in type, printing and mailing Prospectuses, Statements of Additional Information and any supplements thereto sent to existing shareholders. As provided in the Distribution and Service Plan adopted by the Issuer, it is recognized by the Issuer that FMR may reimburse the Distributor for any direct expenses incurred in the distribution of shares of the Issuer from any source available to it, including advisory and service or management fees paid to it by the Issuer. 11. Indemnification - The Issuer agrees to indemnify and hold harmless the Distributor and each of its directors and officers and each person, if any, who controls the Distributor within the meaning of Section 15 of the 1933 Act against any loss, liability, claim, damages or expense (including the reasonable cost of investigating or defending any alleged loss, liability, claim, damages, or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the ground that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading under the 1933 Act, or any other statute or the common law. However, the Issuer does not agree to indemnify the Distributor or hold it harmless to the extent that the statement or omission was made in reliance upon, and in conformity with, information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Issuer in favor of the Distributor or any person indemnified to be deemed to protect the Distributor or any person against any liability to the Issuer or its security holders to which the Distributor or such person would otherwise be subject by reason of wilful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Issuer to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Distributor or any person indemnified unless the Distributor or person, as the case may be, shall have notified the Issuer in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Distributor or any such person (or after the Distributor or such person shall have received notice of service on any designated agent). However, failure to notify the Issuer of any claim shall not relieve the Issuer from any liability which it may have to the Distributor or any person against whom such action is brought otherwise than on account of its indemnity agreement contained in this paragraph. The Issuer shall be entitled to participate at its own expense in the defense, or, if it so elects, to assume the defense of any suit brought to enforce any claims, but if the Issuer elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Distributor or person or persons, defendant or defendants in the suit. In the event the Issuer elects to assume the defense of any suit and retain counsel, the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, shall bear the fees and expenses of any additional counsel retained by them. If the Issuer does not elect to assume the defense of any suit, it will reimburse the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Issuer agrees to notify the Distributor promptly of the commencement of any litigation or proceedings against it or any of its officers or trustees in connection with the issuance or sale of any of the shares. The Distributor also covenants and agrees that it will indemnify and hold harmless the Issuer and each of its Board members and officers and each person, if any, who controls the Issuer within the meaning of Section 15 of the 1933 Act, against any loss, liability, damages, claim or expense (including the reasonable cost of investigating or defending any alleged loss, liability, damages, claim or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the 1933 Act or any other statute or common law, alleging any wrongful act of the Distributor or any of its employees or alleging that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading, insofar as the statement or omission was made in reliance upon, and in conformity with information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Distributor in favor of the Issuer or any person indemnified to be deemed to protect the Issuer or any person against any liability to which the Issuer or such person would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Distributor to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Issuer or any person indemnified unless the Issuer or person, as the case may be, shall have notified the Distributor in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Issuer or any such person (or after the Issuer or such person shall have received notice of service on any designated agent). However, failure to notify the Distributor of any claim shall not relieve the Distributor from any liability which it may have to the Issuer or any person against whom the action is brought otherwise than on account of its indemnity agreement contained in this paragraph. In the case of any notice to the Distributor, it shall be entitled to participate, at its own expense, in the defense or, if it so elects, to assume the defense of any suit brought to enforce the claim, but if the Distributor elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Issuer, to its officers and Board and to any controlling person or persons, defendant or defendants in the suit. In the event that the Distributor elects to assume the defense of any suit and retain counsel, the Issuer or controlling persons, defendant or defendants in the suit, shall bear the fees and expense of any additional counsel retained by them. If the Distributor does not elect to assume the defense of any suit, it will reimburse the Issuer, officers and Board or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Distributor agrees to notify the Issuer promptly of the commencement of any litigation or proceedings against it in connection with the issue and sale of any of the shares. 12. Effective Date - This agreement shall be effective upon its execution, and unless terminated as provided, shall continue in force until January 31, 1994 and thereafter from year to year, provided continuance is approved annually by the vote of a majority of the Board members of the Issuer, and by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and, if a plan under Rule 12b-1 under the Investment Company Act of 1940 is in effect, by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and who are not parties to the Distribution and Service Plan or this Agreement and have no financial interest in the operation of the Distribution and Service Plan or in any agreements related to the Distribution and Service Plan, cast in person at a meeting called for the purpose of voting on the approval. This Agreement shall automatically terminate in the event of its assignment. As used in this paragraph, the terms "assignment" and "interested persons" shall have the respective meanings specified in the Investment Company Act of 1940 as now in effect or as hereafter amended. In addition to termination by failure to approve continuance or by assignment, this Agreement may at any time be terminated by either party upon not less than sixty days' prior written notice to the other party. 13. Notice - Any notice required or permitted to be given by either party to the other shall be deemed sufficient if sent by registered or certified mail, postage prepaid, addressed by the party giving notice to the other party at the last address furnished by the other party to the party giving notice: if to the Issuer, at 82 Devonshire Street, Boston, Massachusetts, and if to the Distributor, at 82 Devonshire Street, Boston, Massachusetts. 14. Limitation of Liability - The Distributor is expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust of the Issuer and agrees that the obligations assumed by the Issuer under this contract shall be limited in all cases to the Issuer and its assets. The Distributor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Issuer. Nor shall the Distributor seek satisfaction of any such obligation from the Trustees or any individual Trustee of the Issuer. The Distributor understands that the rights and obligations of each series of shares of the Issuer under the Issuer's Declaration of Trust are separate and distinct from those of any and all other series. IN WITNESS WHEREOF, the Issuer has executed this instrument in its name and behalf by one of its officers duly authorized, and the Distributor has executed this instrument in its name and behalf by one of its officers duly authorized, as of the day and year first above written. FIDELITY INVESTMENT TRUST on behalf of Fidelity Southeast Asia Fund By /s/ J. Gary Burkhead J. Gary Burkhead FIDELITY DISTRIBUTORS CORPORATION By /s/ Kurt A. Lange Kurt A. Lange 930210019 EX-99.B6 12 EXHIBIT 6(P) GENERAL DISTRIBUTION AGREEMENT between Fidelity Europe Capital Appreciation Fund and FIDELITY DISTRIBUTORS CORPORATION Agreement made this 18th day of November, 1993, between Fidelity Investment Trust, a Massachusetts business trust having its principal place of business in Boston, Massachussets and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Fidelity Europe Capital Appreciation Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors"). In consideration of the mutual promises and undertakings herein contained, the parties agree as follows: 1. Sale of Shares - The Issuer grants to the Distributor the right to sell shares on behalf of the Issuer during the term of this Agreement and subject to the registration requirements of the Securities Act of 1933, as amended ("1933 Act"), and of the laws governing the sale of securities in the various states ("Blue Sky Laws") under the following terms and conditions: the Distributor (i) shall have the right to sell, as agent on behalf of the Issuer, shares authorized for issue and registered under the 1933 Act, and (ii) may sell shares under offers of exchange, if available, between and among the funds advised by Fidelity Management & Research Company ("FMR"). 2. Sale of Shares by the Issuer - The rights granted to the Distributor shall be nonexclusive in that the Issuer reserves the right to sell its shares to investors on applications received and accepted by the Issuer. Further, the Issuer reserves the right to issue shares in connection with the merger or consolidation, or acquisition by the Issuer through purchase or otherwise, with any other investment company, trust, or personal holding company. 3. Shares Covered by this Agreement - This Agreement shall apply to unissued shares of the Issuer, shares of the Issuer held in its treasury in the event that in the discretion of the Issuer treasury shares shall be sold, and shares of the Issuer repurchased for resale. 4. Public Offering Price - Except as otherwise noted in the Issuer's current Prospectus and/or Statement of Additional Information, all shares sold to investors by the Distributor or the Issuer will be sold at the public offering price. The public offering price for all accepted subscriptions will be the net asset value per share, as determined in the manner described in the Issuer's current Prospectus and/or Statement of Additional Information, plus a sales charge (if any) described in the Issuer's current Prospectus and/or Statement of Additional Information. The Issuer shall in all cases receive the net asset value per share on all sales. If a sales charge is in effect, the Distributor shall have the right subject to such rules or regulations of the Securities and Exchange Commission as may then be in effect pursuant to Section 22 of the Investment Company Act of 1940 to pay a portion of the sales charge to dealers who have sold shares of the Issuer. If a fee in connection with shareholder redemptions is in effect, the Issuer shall collect the fee on behalf of Distributors and, unless otherwise agreed upon by the Issuer and Distributors, Distributors shall be entitled to receive all of such fees. 5. Suspension of Sales - If and whenever the determination of net asset value is suspended and until such suspension is terminated, no further orders for shares shall be processed by the Distributor except such unconditional orders as may have been placed with the Distributor before it had knowledge of the suspension. In addition, the Issuer reserves the right to suspend sales and the Distributor's authority to process orders for shares on behalf of the Issuer if, in the judgment of the Issuer, it is in the best interests of the Issuer to do so. Suspension will continue for such period as may be determined by the Issuer. 6. Solicitation of Sales - In consideration of these rights granted to the Distributor, the Distributor agrees to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the Issuer. This shall not prevent the Distributor from entering into like arrangements (including arrangements involving the payment of underwriting commissions) with other issuers. This does not obligate the Distributor to register as a broker or dealer under the Blue Sky Laws of any jurisdiction in which it is not now registered or to maintain its registration in any jurisdiction in which it is now registered. If a sales charge is in effect, the Distributor shall have the right to enter into sales agreements with dealers of its choice for the sale of shares of the Issuer to the public at the public offering price only and fix in such agreements the portion of the sales charge which may be retained by dealers, provided that the Issuer shall approve the form of the dealer agreement and the dealer discounts set forth therein and shall evidence such approval by filing said form of dealer agreement and amendments thereto as an exhibit to its currently effective Registration Statement under the 1933 Act. 7. Authorized Representations - The Distributor is not authorized by the Issuer to give any information or to make any representations other than those contained in the appropriate registration statements or Prospectuses and Statements of Additional Information filed with the Securities and Exchange Commission under the 1933 Act (as these registration statements, Prospectuses and Statements of Additional Information may be amended from time to time), or contained in shareholder reports or other material that may be prepared by or on behalf of the Issuer for the Distributor's use. This shall not be construed to prevent the Distributor from preparing and distributing sales literature or other material as it may deem appropriate. 8. Portfolio Securities - Portfolio securities of the Issuer may be bought or sold by or through the Distributor, and the Distributor may participate directly or indirectly in brokerage commissions or "spreads" for transactions in portfolio securities of the Issuer. 9. Registration of Shares - The Issuer agrees that it will take all action necessary to register shares under the 1933 Act (subject to the necessary approval of its shareholders) so that there will be available for sale the number of shares the Distributor may reasonably be expected to sell. The Issuer shall make available to the Distributor such number of copies of its currently effective Prospectus and Statement of Additional Information as the Distributor may reasonably request. The Issuer shall furnish to the Distributor copies of all information, financial statements and other papers which the Distributor may reasonably request for use in connection with the distribution of shares of the Issuer. 10. Expenses - The Issuer shall pay all fees and expenses (a) in connection with the preparation, setting in type and filing of any registration statement, Prospectus and Statement of Additional Information under the 1933 Act and amendments for the issue of its shares, (b) in connection with the registration and qualification of shares for sale in the various states in which the Board of Trustees of the Issuer shall determine it advisable to qualify such shares for sale (including registering the Issuer as a broker or dealer or any officer of the Issuer as agent or salesman in any state), (c) of preparing, setting in type, printing and mailing any report or other communication to shareholders of the Issuer in their capacity as such, and (d) of preparing, setting in type, printing and mailing Prospectuses, Statements of Additional Information and any supplements thereto sent to existing shareholders. As provided in the Distribution and Service Plan adopted by the Issuer, it is recognized by the Issuer that FMR may reimburse the Distributor for any direct expenses incurred in the distribution of shares of the Issuer from any source available to it, including advisory and service or management fees paid to it by the Issuer. 11. Indemnification - The Issuer agrees to indemnify and hold harmless the Distributor and each of its directors and officers and each person, if any, who controls the Distributor within the meaning of Section 15 of the 1933 Act against any loss, liability, claim, damages or expense (including the reasonable cost of investigating or defending any alleged loss, liability, claim, damages, or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the ground that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading under the 1933 Act, or any other statute or the common law. However, the Issuer does not agree to indemnify the Distributor or hold it harmless to the extent that the statement or omission was made in reliance upon, and in conformity with, information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Issuer in favor of the Distributor or any person indemnified to be deemed to protect the Distributor or any person against any liability to the Issuer or its security holders to which the Distributor or such person would otherwise be subject by reason of wilful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Issuer to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Distributor or any person indemnified unless the Distributor or person, as the case may be, shall have notified the Issuer in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Distributor or any such person (or after the Distributor or such person shall have received notice of service on any designated agent). However, failure to notify the Issuer of any claim shall not relieve the Issuer from any liability which it may have to the Distributor or any person against whom such action is brought otherwise than on account of its indemnity agreement contained in this paragraph. The Issuer shall be entitled to participate at its own expense in the defense, or, if it so elects, to assume the defense of any suit brought to enforce any claims, but if the Issuer elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Distributor or person or persons, defendant or defendants in the suit. In the event the Issuer elects to assume the defense of any suit and retain counsel, the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, shall bear the fees and expenses of any additional counsel retained by them. If the Issuer does not elect to assume the defense of any suit, it will reimburse the Distributor, officers or directors or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Issuer agrees to notify the Distributor promptly of the commencement of any litigation or proceedings against it or any of its officers or trustees in connection with the issuance or sale of any of the shares. The Distributor also covenants and agrees that it will indemnify and hold harmless the Issuer and each of its Board members and officers and each person, if any, who controls the Issuer within the meaning of Section 15 of the 1933 Act, against any loss, liability, damages, claim or expense (including the reasonable cost of investigating or defending any alleged loss, liability, damages, claim or expense and reasonable counsel fees incurred in connection therewith) arising by reason of any person acquiring any shares, based upon the 1933 Act or any other statute or common law, alleging any wrongful act of the Distributor or any of its employees or alleging that the registration statement, Prospectus, Statement of Additional Information, shareholder reports or other information filed or made public by the Issuer (as from time to time amended) included an untrue statement of a material fact or omitted to state a material fact required to be stated or necessary in order to make the statements not misleading, insofar as the statement or omission was made in reliance upon, and in conformity with information furnished to the Issuer by or on behalf of the Distributor. In no case (i) is the indemnity of the Distributor in favor of the Issuer or any person indemnified to be deemed to protect the Issuer or any person against any liability to which the Issuer or such person would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement, or (ii) is the Distributor to be liable under its indemnity agreement contained in this paragraph with respect to any claim made against the Issuer or any person indemnified unless the Issuer or person, as the case may be, shall have notified the Distributor in writing of the claim within a reasonable time after the summons or other first written notification giving information of the nature of the claim shall have been served upon the Issuer or any such person (or after the Issuer or such person shall have received notice of service on any designated agent). However, failure to notify the Distributor of any claim shall not relieve the Distributor from any liability which it may have to the Issuer or any person against whom the action is brought otherwise than on account of its indemnity agreement contained in this paragraph. In the case of any notice to the Distributor, it shall be entitled to participate, at its own expense, in the defense or, if it so elects, to assume the defense of any suit brought to enforce the claim, but if the Distributor elects to assume the defense, the defense shall be conducted by counsel chosen by it and satisfactory to the Issuer, to its officers and Board and to any controlling person or persons, defendant or defendants in the suit. In the event that the Distributor elects to assume the defense of any suit and retain counsel, the Issuer or controlling persons, defendant or defendants in the suit, shall bear the fees and expense of any additional counsel retained by them. If the Distributor does not elect to assume the defense of any suit, it will reimburse the Issuer, officers and Board or controlling person or persons, defendant or defendants in the suit, for the reasonable fees and expenses of any counsel retained by them. The Distributor agrees to notify the Issuer promptly of the commencement of any litigation or proceedings against it in connection with the issue and sale of any of the shares. 12. Effective Date - This agreement shall be effective upon its execution, and unless terminated as provided, shall continue in force until January 31, 1994 and thereafter from year to year, provided continuance is approved annually by the vote of a majority of the Board members of the Issuer, and by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and, if a plan under Rule 12b-1 under the Investment Company Act of 1940 is in effect, by the vote of those Board members of the Issuer who are not "interested persons" of the Issuer and who are not parties to the Distribution and Service Plan or this Agreement and have no financial interest in the operation of the Distribution and Service Plan or in any agreements related to the Distribution and Service Plan, cast in person at a meeting called for the purpose of voting on the approval. This Agreement shall automatically terminate in the event of its assignment. As used in this paragraph, the terms "assignment" and "interested persons" shall have the respective meanings specified in the Investment Company Act of 1940 as now in effect or as hereafter amended. In addition to termination by failure to approve continuance or by assignment, this Agreement may at any time be terminated by either party upon not less than sixty days' prior written notice to the other party. 13. Notice - Any notice required or permitted to be given by either party to the other shall be deemed sufficient if sent by registered or certified mail, postage prepaid, addressed by the party giving notice to the other party at the last address furnished by the other party to the party giving notice: if to the Issuer, at 82 Devonshire Street, Boston, Massachusetts, and if to the Distributor, at 82 Devonshire Street, Boston, Massachusetts. 14. Limitation of Liability - The Distributor is expressly put on notice of the limitation of shareholder liability as set forth in the Declaration of Trust of the Issuer and agrees that the obligations assumed by the Issuer under this contract shall be limited in all cases to the Issuer and its assets. The Distributor shall not seek satisfaction of any such obligation from the shareholders or any shareholder of the Issuer. Nor shall the Distributor seek satisfaction of any such obligation from the Trustees or any individual Trustee of the Issuer. The Distributor understands that the rights and obligations of each series of shares of the Issuer under the Issuer's Declaration of Trust are separate and distinct from those of any and all other series. IN WITNESS WHEREOF, the Issuer has executed this instrument in its name and behalf by one of its officers duly authorized, and the Distributor has executed this instrument in its name and behalf by one of its officers duly authorized, as of the day and year first above written. FIDELITY INVESTMENT TRUST on behalf of Fidelity Europe Capital Appreciation Fund By /s/ J. Gary Burkhead J. Gary Burkhead FIDELITY DISTRIBUTORS CORPORATION By /s/ Kurt A. Lange Kurt A. Lange -----END PRIVACY-ENHANCED MESSAGE-----