N-Q 1 main.htm

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

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-05361

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

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

December 31

 

 

Date of reporting period:

September 30, 2008

This report on Form N-Q relates solely to the Registrant's Freedom Income Portfolio, Freedom 2005 Portfolio, Freedom 2010 Portfolio, Freedom 2015 Portfolio, Freedom 2020 Portfolio, Freedom 2025 Portfolio, Freedom 2030 Portfolio, Freedom Lifetime Income I Portfolio, Freedom Lifetime Income II Portfolio, Freedom Lifetime Income III Portfolio, FundsManager 20% Portfolio, FundsManager 50% Portfolio, FundsManager 60% Portfolio, FundsManager 70% Portfolio, FundsManager 85% Portfolio, Investor Freedom Income Portfolio, Investor Freedom 2005 Portfolio, Investor Freedom 2010 Portfolio, Investor Freedom 2015 Portfolio, Investor Freedom 2020 Portfolio, Investor Freedom 2025 Portfolio, and Investor Freedom 2030 Portfolio series (each, a "Fund" and collectively, the "Funds").

Item 1. Schedule of Investments

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom 2005 Portfolio

September 30, 2008

1.822342.103
VIPF2005-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 45.5%

Shares

Value

Domestic Equity Funds - 37.2%

VIP Contrafund Portfolio Initial Class

21,039

$ 427,082

VIP Equity-Income Portfolio Initial Class

27,799

503,442

VIP Growth & Income Portfolio
Initial Class

42,224

499,927

VIP Growth Portfolio Initial Class

15,054

491,524

VIP Mid Cap Portfolio Initial Class

7,387

179,134

VIP Value Portfolio Initial Class

42,487

422,747

VIP Value Strategies Portfolio Initial Class

23,262

175,858

TOTAL DOMESTIC EQUITY FUNDS

2,699,714

International Equity Funds - 8.3%

VIP Overseas Portfolio Initial Class

37,411

598,579

TOTAL EQUITY FUNDS

(Cost $4,066,453)

3,298,293

Fixed-Income Funds - 39.8%

Shares

Value

High Yield Fixed-Income Funds - 5.0%

VIP High Income Portfolio Initial Class

65,027

$ 362,850

Investment Grade Fixed-Income Funds - 34.8%

VIP Investment Grade Bond Portfolio Initial Class

210,522

2,524,160

TOTAL FIXED-INCOME FUNDS

(Cost $3,018,992)

2,887,010

Short-Term Funds - 14.7%

 

 

 

 

VIP Money Market Portfolio Initial Class
(Cost $1,066,193)

1,066,193

1,066,193

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $8,151,638)

$ 7,251,496

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 7,251,496

$ 7,251,496

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $8,151,741. Net unrealized depreciation aggregated $900,245, of which $12,882 related to appreciated investment securities and $913,127 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom 2010 Portfolio

September 30, 2008

1.822344.103
VIPF2010-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 48.1%

Shares

Value

Domestic Equity Funds - 38.6%

VIP Contrafund Portfolio Initial Class

354,634

$ 7,199,068

VIP Equity-Income Portfolio Initial Class

469,320

8,499,380

VIP Growth & Income Portfolio
Initial Class

712,264

8,433,203

VIP Growth Portfolio Initial Class

254,053

8,294,817

VIP Mid Cap Portfolio Initial Class

125,153

3,034,965

VIP Value Portfolio Initial Class

717,462

7,138,752

VIP Value Strategies Portfolio Initial Class

392,545

2,967,642

TOTAL DOMESTIC EQUITY FUNDS

45,567,827

International Equity Funds - 9.5%

VIP Overseas Portfolio Initial Class

697,851

11,165,617

TOTAL EQUITY FUNDS

(Cost $73,460,435)

56,733,444

Fixed-Income Funds - 41.1%

Shares

Value

High Yield Fixed-Income Funds - 5.0%

VIP High Income Portfolio Initial Class

1,059,137

$ 5,909,987

Investment Grade Fixed-Income Funds - 36.1%

VIP Investment Grade Bond Portfolio Initial Class

3,554,616

42,619,840

TOTAL FIXED-INCOME FUNDS

(Cost $50,903,216)

48,529,827

Short-Term Funds - 10.8%

 

 

 

 

VIP Money Market Portfolio Initial Class
(Cost $12,769,499)

12,769,499

12,769,499

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $137,133,150)

$ 118,032,770

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 118,032,770

$ 118,032,770

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $137,135,952. Net unrealized depreciation aggregated $19,103,182, of which $30,156 related to appreciated investment securities and $19,133,338 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom 2015 Portfolio

September 30, 2008

1.822346.103
VIPF2015-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 51.7%

Shares

Value

Domestic Equity Funds - 41.5%

VIP Contrafund Portfolio Initial Class

191,064

$ 3,878,603

VIP Equity-Income Portfolio Initial Class

250,945

4,544,622

VIP Growth & Income Portfolio Initial Class

383,997

4,546,519

VIP Growth Portfolio Initial Class

136,513

4,457,158

VIP Mid Cap Portfolio Initial Class

67,783

1,643,737

VIP Value Portfolio Initial Class

386,846

3,849,113

VIP Value Strategies Portfolio Initial Class

210,108

1,588,420

TOTAL DOMESTIC EQUITY FUNDS

24,508,172

International Equity Funds - 10.2%

VIP Overseas Portfolio Initial Class

375,260

6,004,159

TOTAL EQUITY FUNDS

(Cost $39,663,926)

30,512,331

Fixed-Income Funds - 40.4%

Shares

Value

High Yield Fixed - Income Funds - 5.7%

VIP High Income Portfolio Initial Class

602,375

$ 3,361,253

Investment Grade Fixed - Income Funds - 34.7%

VIP Investment Grade Bond Portfolio Initial Class

1,705,219

20,445,570

TOTAL FIXED-INCOME FUNDS

(Cost $25,086,410)

23,806,823

Short-Term Funds - 7.9%

 

 

 

 

VIP Money Market Portfolio Initial Class
(Cost $4,666,727)

4,666,727

4,666,727

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $69,417,063)

$ 58,985,881

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 58,985,881

$ 58,985,881

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $69,417,406. Net unrealized depreciation aggregated $10,431,525, of which $24,870 related to appreciated investment securities and $10,456,395 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom 2020 Portfolio

September 30, 2008

1.822349.103
VIPF2020-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 64.2%

Shares

Value

Domestic Equity Funds - 51.6%

VIP Contrafund Portfolio Initial Class

713,244

$ 14,478,852

VIP Equity-Income Portfolio Initial Class

934,482

16,923,472

VIP Growth & Income Portfolio
Initial Class

1,432,171

16,956,904

VIP Growth Portfolio Initial Class

508,118

16,590,044

VIP Mid Cap Portfolio Initial Class

253,276

6,141,952

VIP Value Portfolio Initial Class

1,444,122

14,369,010

VIP Value Strategies Portfolio Initial Class

783,981

5,926,898

TOTAL DOMESTIC EQUITY FUNDS

91,387,132

International Equity Funds - 12.6%

VIP Overseas Portfolio Initial Class

1,392,047

22,272,759

TOTAL EQUITY FUNDS

(Cost $149,188,233)

113,659,891

Fixed-Income Funds - 34.8%

Shares

Value

High Yield Fixed - Income Funds - 7.7%

VIP High Income Portfolio Initial Class

2,442,034

13,626,550

Investment Grade Fixed - Income Funds - 27.1%

VIP Investment Grade Bond Portfolio Initial Class

4,001,516

$ 47,978,175

TOTAL FIXED-INCOME FUNDS

(Cost $65,312,881)

61,604,725

Cash Equivalents - 0.0%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.17%, dated 9/30/08 due 10/1/08 (Collateralized by U.S. Treasury Obligations) #
(Cost $27,000)

27,000

$ 27,000

Short-Term Funds - 1.0%

Shares

 

VIP Money Market Portfolio Initial Class
(Cost $1,731,588)

1,731,588

1,731,588

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $216,259,702)

$ 177,023,204

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 177,023,204

$ 176,996,204

$ 27,000

$ -

# Additional Information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$27,000 due 10/01/08 at 0.17%

BNP Paribas Securities Corp.

$ 19,932

Barclays Capital, Inc.

1,941

ING Financial Markets LLC

5,127

 

$ 27,000

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $216,260,126. Net unrealized depreciation aggregated $39,236,922, of which $53,035 related to appreciated investment securities and $39,289,957 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom 2025 Portfolio

September 30, 2008

1.822350.103
VIPF2025-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 68.4%

Shares

Value

Domestic Equity Funds - 55.0%

VIP Contrafund Portfolio Initial Class

78,926

$ 1,602,188

VIP Equity-Income Portfolio Initial Class

103,739

1,878,714

VIP Growth & Income Portfolio Initial Class

158,455

1,876,105

VIP Growth Portfolio Initial Class

56,319

1,838,799

VIP Mid Cap Portfolio Initial Class

27,877

676,012

VIP Value Portfolio Initial Class

159,523

1,587,251

VIP Value Strategies Portfolio Initial Class

87,039

658,018

TOTAL DOMESTIC EQUITY FUNDS

10,117,087

International Equity Funds - 13.4%

VIP Overseas Portfolio Initial Class

154,917

2,478,678

TOTAL EQUITY FUNDS

(Cost $16,505,398)

12,595,765

Fixed-Income Funds - 31.6%

Shares

Value

High Yield Fixed - Income Funds - 7.8%

VIP High Income Portfolio Initial Class

256,948

$ 1,433,771

Investment Grade Fixed - Income Funds - 23.8%

VIP Investment Grade Bond Portfolio Initial Class

364,801

4,373,961

TOTAL FIXED-INCOME FUNDS

(Cost $6,188,571)

5,807,732

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $22,693,969)

$ 18,403,497

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 18,403,497

$ 18,403,497

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $22,694,177. Net unrealized depreciation aggregated $4,290,680, of which $16,848 related to appreciated investment securities and $4,307,528 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom 2030 Portfolio

September 30, 2008

1.822347.103
VIPF2030-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 78.3%

Shares

Value

Domestic Equity Funds - 63.1%

VIP Contrafund Portfolio Initial Class

282,223

$ 5,729,119

VIP Equity-Income Portfolio Initial Class

363,107

6,575,875

VIP Growth & Income Portfolio
Initial Class

568,574

6,731,919

VIP Growth Portfolio Initial Class

199,887

6,526,309

VIP Mid Cap Portfolio Initial Class

102,127

2,476,581

VIP Value Portfolio Initial Class

574,874

5,719,997

VIP Value Strategies Portfolio Initial Class

306,404

2,316,418

TOTAL DOMESTIC EQUITY FUNDS

36,076,218

International Equity Funds - 15.2%

VIP Overseas Portfolio Initial Class

541,941

8,671,060

TOTAL EQUITY FUNDS

(Cost $58,707,325)

44,747,278

Fixed-Income Funds - 21.7%

Shares

Value

High Yield Fixed-Income Funds - 8.5%

VIP High Income Portfolio Initial Class

870,297

$ 4,856,259

Investment Grade Fixed-Income Funds - 13.2%

VIP Investment Grade Bond Portfolio Initial Class

629,287

7,545,152

TOTAL FIXED-INCOME FUNDS

(Cost $13,363,684)

12,401,411

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $72,071,009)

$ 57,148,689

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 57,148,689

$ 57,148,689

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $72,071,244. Net unrealized depreciation aggregated $14,922,555, of which $42,308 related to appreciated investment securities and $14,964,863 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom Income Portfolio

September 30, 2008

1.822341.103
VIPFINC-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 18.5%

Shares

Value

Domestic Equity Funds - 18.5%

VIP Contrafund Portfolio Initial Class

22,188

$ 450,423

VIP Equity-Income Portfolio Initial Class

29,222

529,217

VIP Growth & Income Portfolio Initial Class

44,628

528,397

VIP Growth Portfolio Initial Class

15,870

518,170

VIP Mid Cap Portfolio Initial Class

7,844

190,225

VIP Value Portfolio Initial Class

44,962

447,374

VIP Value Strategies Portfolio Initial Class

24,510

185,299

TOTAL EQUITY FUNDS

(Cost $3,556,342)

2,849,105

Fixed-Income Funds - 40.0%

Shares

Value

High Yield Fixed - Income Funds - 4.8%

VIP High Income Portfolio Initial Class

133,787

$ 746,532

Investment Grade Fixed - Income Funds - 35.2%

VIP Investment Grade Bond Portfolio Initial Class

451,651

5,415,299

TOTAL FIXED-INCOME FUNDS

(Cost $6,481,709)

6,161,831

Short-Term Funds - 41.5%

 

 

 

 

VIP Money Market Portfolio Initial Class
(Cost $6,381,544)

6,381,544

6,381,544

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $16,419,595)

$ 15,392,480

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 15,392,480

$ 15,392,480

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $16,419,862. Net unrealized depreciation aggregated $1,027,382, of which $7,031 related to appreciated investment securities and $1,034,413 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom Lifetime Income I Portfolio

September 30, 2008

1.822343.103
VIPFLI-I-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 42.4%

Shares

Value

Domestic Equity Funds - 33.9%

VIP Contrafund Portfolio Investor Class

24,629

$ 497,989

VIP Equity-Income Portfolio Investor Class

32,306

583,454

VIP Growth & Income Portfolio
Investor Class

49,473

583,289

VIP Growth Portfolio Investor Class

17,643

574,109

VIP Mid Cap Portfolio Investor Class

8,708

210,465

VIP Value Portfolio Investor Class

49,577

492,300

VIP Value Strategies Portfolio
Investor Class

27,121

203,947

TOTAL DOMESTIC EQUITY FUNDS

3,145,553

International Equity Funds - 8.5%

VIP Overseas Portfolio Investor Class R

49,031

782,048

TOTAL EQUITY FUNDS

(Cost $5,131,313)

3,927,601

Fixed-Income Funds - 43.0%

Shares

Value

High Yield Fixed - Income Funds - 5.1%

VIP High Income Portfolio Investor Class

84,321

$ 468,826

Investment Grade Fixed - Income Funds - 37.9%

VIP Investment Grade Bond Portfolio Investor Class

294,186

3,518,459

TOTAL FIXED-INCOME FUNDS

(Cost $4,196,018)

3,987,285

Short-Term Funds - 14.6%

 

 

 

 

VIP Money Market Portfolio Investor Class
(Cost $1,356,532)

1,356,532

1,356,532

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $10,683,863)

$ 9,271,418

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 9,271,418

$ 9,271,418

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $10,683,871. Net unrealized depreciation aggregated $1,412,453, of which $544 related to appreciated investment securities and $1,412,997 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom Lifetime Income II Portfolio

September 30, 2008

1.822345.103
VIPFLI-II-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 53.9%

Shares

Value

Domestic Equity Funds - 43.1%

VIP Contrafund Portfolio Investor Class

57,737

$ 1,167,447

VIP Equity-Income Portfolio Investor Class

74,722

1,349,486

VIP Growth & Income Portfolio
Investor Class

115,867

1,366,071

VIP Growth Portfolio Investor Class

41,278

1,343,189

VIP Mid Cap Portfolio Investor Class

20,672

499,654

VIP Value Portfolio Investor Class

115,961

1,151,494

VIP Value Strategies Portfolio
Investor Class

62,608

470,813

TOTAL DOMESTIC EQUITY FUNDS

7,348,154

International Equity Funds - 10.8%

VIP Overseas Portfolio Investor Class R

114,913

1,832,862

TOTAL EQUITY FUNDS

(Cost $12,293,858)

9,181,016

Fixed-Income Funds - 41.3%

Shares

Value

High Yield Fixed - Income Funds - 6.7%

VIP High Income Portfolio Investor Class

206,004

$ 1,145,385

Investment Grade Fixed - Income Funds - 34.6%

VIP Investment Grade Bond Portfolio Investor Class

492,800

5,893,882

TOTAL FIXED-INCOME FUNDS

(Cost $7,414,845)

7,039,267

Short-Term Funds - 4.8%

 

 

 

 

VIP Money Market Portfolio Investor Class

(Cost $819,733)

819,733

819,733

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $20,528,436)

$ 17,040,016

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 17,040,016

$ 17,040,016

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $20,528,571. Net unrealized depreciation aggregated $3,488,555, of which $951 related to appreciated investment securities and $3,489,506 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Freedom Lifetime Income III Portfolio

September 30, 2008

1.822348.103
VIPFLI-III-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 70.3%

Shares

Value

Domestic Equity Funds - 56.3%

VIP Contrafund Portfolio Investor Class

30,116

$ 608,939

VIP Equity-Income Portfolio Investor Class

39,044

705,133

VIP Growth & Income Portfolio
Investor Class

60,405

712,179

VIP Growth Portfolio Investor Class

21,480

698,966

VIP Mid Cap Portfolio Investor Class

10,717

259,041

VIP Value Portfolio Investor Class

60,532

601,081

VIP Value Strategies Portfolio
Investor Class

32,833

246,906

TOTAL DOMESTIC EQUITY FUNDS

3,832,245

International Equity Funds - 14.0%

VIP Overseas Portfolio Investor Class R

59,935

955,970

TOTAL EQUITY FUNDS

(Cost $6,357,071)

4,788,215

Fixed-Income Funds - 29.7%

Shares

Value

High Yield Fixed - Income Funds - 8.0%

VIP High Income Portfolio Investor Class

97,581

$ 542,552

Investment Grade Fixed - Income Funds - 21.7%

VIP Investment Grade Bond Portfolio Investor Class

123,451

1,476,475

TOTAL FIXED-INCOME FUNDS

(Cost $2,154,181)

2,019,027

Short-Term Funds - 0.0%

 

 

 

 

VIP Money Market Portfolio Investor Class

(Cost $1,420)

1,420

1,420

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $8,512,672)

$ 6,808,662

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 6,808,662

$ 6,808,662

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $8,512,726. Net unrealized depreciation aggregated $1,704,064, of which $2,755 related to appreciated investment securities and $1,706,819 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
FundsManager 20% Portfolio

September 30, 2008

1.837319.102
VF20-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 17.6%

Shares

Value

Domestic Equity Funds - 15.9%

Fidelity 130/30 Large Cap Fund

49,805

$ 436,793

Fidelity Contrafund

38,654

2,209,103

Fidelity Disciplined Equity Fund

61,269

1,412,863

Fidelity Equity-Income II Fund

31,979

555,149

Fidelity Fund

268,455

7,965,047

Fidelity Growth Company Fund

12,346

790,992

Fidelity Independence Fund

61,375

1,230,568

Fidelity Leveraged Company Stock Fund

44,165

1,024,193

Fidelity Magellan Fund

29,309

1,847,928

Fidelity Mid-Cap Stock Fund

2,730

58,240

Fidelity Real Estate Investment Portfolio

14,300

362,922

Fidelity Small Cap Growth Fund

9,604

115,253

Fidelity Small Cap Stock Fund

4,955

67,284

Fidelity Small Cap Value Fund

6,607

79,808

Fidelity Stock Selector Fund

50,352

1,146,004

Spartan Extended Market Index Fund Investor Class

55,755

1,759,079

Spartan Total Market Index Fund
Investor Class

31,954

1,061,496

VIP Growth & Income Portfolio
Investor Class

206,348

2,432,842

VIP Mid Cap Portfolio Investor Class

78

1,874

TOTAL DOMESTIC EQUITY FUNDS

24,557,438

International Equity Funds - 1.7%

Fidelity International Discovery Fund

20,557

616,311

Fidelity International Real Estate Fund

101,499

889,135

Fidelity International Small Cap Opportunities Fund

53,756

490,792

Fidelity International Value Fund

73,068

577,236

Fidelity Overseas Fund

404

13,188

TOTAL INTERNATIONAL EQUITY FUNDS

2,586,662

TOTAL EQUITY FUNDS

(Cost $34,900,412)

27,144,100

Fixed-Income Funds - 52.1%

Shares

Value

Fixed-Income Funds - 52.1%

Fidelity Capital & Income Fund

560,059

$ 4,099,633

Fidelity Floating Rate High Income Fund

381,546

3,376,684

Fidelity High Income Fund

2,239

17,014

Fidelity New Markets Income Fund

281,004

3,686,773

Fidelity Strategic Real Return Fund

130,075

1,220,103

Fidelity U.S. Bond Index Fund

6,315,942

66,633,184

VIP High Income Portfolio Investor Class

219,810

1,222,144

TOTAL FIXED-INCOME FUNDS

(Cost $83,573,582)

80,255,535

Money Market Funds - 30.3%

 

 

 

 

Fidelity Institutional Money Market Portfolio Class I

12,176,943

12,176,943

Fidelity Institutional Prime Money Market Portfolio Class I

34,574,640

34,574,640

TOTAL MONEY MARKET FUNDS

(Cost $46,751,583)

46,751,583

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $165,225,577)

$ 154,151,218

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 154,151,218

$ 154,151,218

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $165,227,242. Net unrealized depreciation aggregated $11,076,024, of which $2,731 related to appreciated investment securities and $11,078,755 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
FundsManager 50% Portfolio

September 30, 2008

1.837320.102
VF50-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 46.6%

Shares

Value

Domestic Equity Funds - 41.7%

Fidelity 130/30 Large Cap Fund

158,973

$ 1,394,193

Fidelity Contrafund

211,882

12,109,078

Fidelity Disciplined Equity Fund

351,561

8,107,004

Fidelity Equity-Income II Fund

1,116,242

19,377,968

Fidelity Fund

814,110

24,154,637

Fidelity Growth Company Fund

28,643

1,835,165

Fidelity Independence Fund

199,028

3,990,517

Fidelity Large Cap Stock Fund

299,386

4,149,486

Fidelity Large Cap Value Fund

880,534

10,020,476

Fidelity Leveraged Company Stock Fund

239,190

5,546,805

Fidelity Magellan Fund

40,332

2,542,951

Fidelity Mid Cap Value Fund

520,215

6,695,169

Fidelity Mid-Cap Stock Fund

6,766

144,312

Fidelity Nasdaq Composite Index Fund

12,886

358,608

Fidelity Real Estate Investment Portfolio

112,524

2,855,869

Fidelity Small Cap Growth Fund

430,714

5,168,569

Fidelity Small Cap Stock Fund

10,056

136,565

Fidelity Small Cap Value Fund

2,010

24,279

Fidelity Stock Selector Fund

374,125

8,515,078

Spartan Extended Market Index Fund Investor Class

401,640

12,671,743

Spartan Total Market Index Fund
Investor Class

345,382

11,473,590

Spartan U.S. Equity Index Fund
Investor Class

50,282

2,083,178

VIP Growth & Income Portfolio
Investor Class

869,265

10,248,631

VIP Mid Cap Portfolio Investor Class

202,048

4,883,489

TOTAL DOMESTIC EQUITY FUNDS

158,487,360

 

Shares

Value

International Equity Funds - 4.9%

Fidelity International Discovery Fund

249,543

$ 7,481,304

Fidelity International Real Estate Fund

438,866

3,844,462

Fidelity International Small Cap Opportunities Fund

136,579

1,246,967

Fidelity International Value Fund

188,308

1,487,636

Fidelity Overseas Fund

141,995

4,633,288

Spartan International Index Fund
Investor Class

1,541

52,673

TOTAL INTERNATIONAL EQUITY FUNDS

18,746,330

TOTAL EQUITY FUNDS

(Cost $232,746,872)

177,233,690

Fixed-Income Funds - 42.7%

 

 

 

 

Fidelity Capital & Income Fund

1,771,353

12,966,304

Fidelity Floating Rate High Income Fund

739,637

6,545,783

Fidelity High Income Fund

3,124

23,741

Fidelity New Markets Income Fund

519,024

6,809,596

Fidelity Strategic Real Return Fund

332,381

3,117,731

Fidelity U.S. Bond Index Fund

12,291,097

129,671,072

VIP High Income Portfolio Investor Class

604,432

3,360,642

TOTAL FIXED-INCOME FUNDS

(Cost $169,877,807)

162,494,869

Money Market Funds - 10.7%

 

 

 

 

Fidelity Institutional Prime Money Market Portfolio Class I

(Cost $40,950,263)

40,950,263

40,950,263

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $443,574,942)

$ 380,678,822

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 380,678,822

$ 380,678,822

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $443,580,614. Net unrealized depreciation aggregated $62,901,792, of which $9,132 related to appreciated investment securities and $62,910,924 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
FundsManager 60% Portfolio

September 30, 2008

1.856868.101
VIPFM-60-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 57.0%

Shares

Value

Domestic Equity Funds - 47.3%

Fidelity 130/30 Large Cap Fund

1,394,795

$ 12,232,355

Fidelity Contrafund

370,725

21,186,913

Fidelity Disciplined Equity Fund

226,772

5,229,370

Fidelity Equity-Income II Fund

1,399,754

24,299,734

Fidelity Fund

1,033,510

30,664,256

Fidelity Growth Company Fund

227,550

14,579,138

Fidelity Independence Fund

599,199

12,013,934

Fidelity Large Cap Value Fund

1,498,500

17,052,936

Fidelity Leveraged Company Stock Fund

401,974

9,321,775

Fidelity Magellan Fund

33,916

2,138,396

Fidelity Mid Cap Value Fund

898,685

11,566,078

Fidelity Real Estate Investment Portfolio

172,652

4,381,915

Fidelity Small Cap Growth Fund

819,217

9,830,600

Fidelity Small Cap Value Fund

650,157

7,853,892

Fidelity Stock Selector Fund

591,952

13,472,822

Fidelity Value Discovery Fund

317,482

4,359,022

Fidelity Value Fund

29,524

1,733,667

Spartan Total Market Index Fund
Investor Class

475,648

15,801,030

Spartan U.S. Equity Index Fund
Investor Class

96,978

4,017,817

VIP Growth & Income Portfolio
Investor Class

977,946

11,529,988

VIP Mid Cap Portfolio Investor Class

347,154

8,390,715

TOTAL DOMESTIC EQUITY FUNDS

241,656,353

 

Shares

Value

International Equity Funds - 9.7%

Fidelity Emerging Markets Fund

89,412

$ 1,800,767

Fidelity International Discovery Fund

692,702

20,767,206

Fidelity International Real Estate Fund

810,319

7,098,391

Fidelity International Value Fund

218,738

1,728,030

Fidelity Overseas Fund

493,416

16,100,154

Spartan International Index Fund
Investor Class

69,033

2,360,241

TOTAL INTERNATIONAL EQUITY FUNDS

49,854,789

TOTAL EQUITY FUNDS

(Cost $352,590,657)

291,511,142

Fixed-Income Funds - 37.6%

 

 

 

 

Fidelity Capital & Income Fund

2,047,703

14,989,183

Fidelity Floating Rate High Income Fund

896,167

7,931,075

Fidelity High Income Fund

27,186

206,612

Fidelity New Markets Income Fund

623,342

8,178,245

Fidelity Strategic Real Return Fund

415,004

3,892,733

Fidelity U.S. Bond Index Fund

14,473,194

152,692,201

VIP High Income Portfolio Investor Class

733,265

4,076,951

TOTAL FIXED-INCOME FUNDS

(Cost $200,315,540)

191,967,000

Money Market Funds - 5.4%

 

 

 

 

Fidelity Institutional Prime Money Market Portfolio Class I
(Cost $27,547,374)

27,547,374

27,547,374

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $580,453,571)

$ 511,025,516

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 511,025,516

$ 511,025,516

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $580,467,608. Net unrealized depreciation aggregated $69,442,092, of which $369,905 related to appreciated investment securities and $69,811,997 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
FundsManager 70% Portfolio

September 30, 2008

1.837321.102
VF70-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 67.2%

Shares

Value

Domestic Equity Funds - 57.5%

Fidelity 130/30 Large Cap Fund

151,855

$ 1,331,771

Fidelity Contrafund

222,111

12,693,653

Fidelity Disciplined Equity Fund

341,908

7,884,402

Fidelity Equity-Income II Fund

1,719,406

29,848,893

Fidelity Fund

976,830

28,982,531

Fidelity Growth Company Fund

24,545

1,572,628

Fidelity Independence Fund

133,288

2,672,427

Fidelity Large Cap Stock Fund

1,018,836

14,121,064

Fidelity Large Cap Value Fund

1,464,732

16,668,650

Fidelity Leveraged Company Stock Fund

398,916

9,250,854

Fidelity Magellan Fund

26,919

1,697,269

Fidelity Mid Cap Value Fund

939,893

12,096,423

Fidelity Mid-Cap Stock Fund

7,458

159,086

Fidelity Nasdaq Composite Index Fund

53,918

1,500,538

Fidelity Real Estate Investment Portfolio

165,547

4,201,587

Fidelity Small Cap Growth Fund

589,853

7,078,237

Fidelity Small Cap Stock Fund

9,799

133,065

Fidelity Small Cap Value Fund

66,825

807,240

Fidelity Stock Selector Fund

496,441

11,299,003

Fidelity Value Discovery Fund

219,143

3,008,838

Fidelity Value Fund

25,178

1,478,461

Spartan Extended Market Index Fund Investor Class

462,753

14,599,846

Spartan Total Market Index Fund
Investor Class

350,156

11,632,175

Spartan U.S. Equity Index Fund
Investor Class

275,479

11,413,093

VIP Growth & Income Portfolio
Investor Class

1,113,167

13,124,238

VIP Growth Portfolio Investor Class

40,556

1,319,691

VIP Mid Cap Portfolio Investor Class

317,406

7,671,706

TOTAL DOMESTIC EQUITY FUNDS

228,247,369

 

Shares

Value

International Equity Funds - 9.7%

Fidelity Emerging Markets Fund

140,141

2,822,436

Fidelity International Discovery Fund

456,113

13,674,276

Fidelity International Real Estate Fund

775,254

6,791,229

Fidelity International Small Cap Opportunities Fund

154,275

1,408,531

Fidelity International Value Fund

204,099

1,612,383

Fidelity Overseas Fund

364,864

11,905,513

Spartan International Index Fund
Investor Class

105

3,578

TOTAL INTERNATIONAL EQUITY FUNDS

38,217,946

TOTAL EQUITY FUNDS

(Cost $352,588,416)

266,465,315

Fixed-Income Funds - 28.1%

 

 

 

 

Fixed-Income Funds - 28.1%

Fidelity Capital & Income Fund

2,025,890

14,829,517

Fidelity Floating Rate High Income Fund

851,148

7,532,660

Fidelity High Income Fund

100

760

Fidelity New Markets Income Fund

593,039

7,780,677

Fidelity Strategic Real Return Fund

377,177

3,537,924

Fidelity U.S. Bond Index Fund

7,021,973

74,081,817

VIP High Income Portfolio Investor Class

692,149

3,848,349

TOTAL FIXED-INCOME FUNDS

(Cost $118,518,270)

111,611,704

Money Market Funds - 4.7%

 

 

 

 

Fidelity Institutional Prime Money Market Portfolio Class I
(Cost $18,629,582)

18,629,582

18,629,582

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $489,736,268)

$ 396,706,601

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 396,706,601

$ 396,706,601

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $489,743,043. Net unrealized depreciation aggregated $93,036,442, of which $48,654 related to appreciated investment securities and $93,085,096 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
FundsManager 85% Portfolio

September 30, 2008

1.837323.102
VF85-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 83.4%

Shares

Value

Domestic Equity Funds - 68.5%

Fidelity 130/30 Large Cap Fund

185,835

$ 1,629,771

Fidelity Contrafund

68,829

3,933,573

Fidelity Disciplined Equity Fund

127,074

2,930,330

Fidelity Equity-Income II Fund

795,358

13,807,422

Fidelity Fund

360,157

10,685,867

Fidelity Growth Company Fund

26,719

1,711,901

Fidelity Independence Fund

93,715

1,878,982

Fidelity Large Cap Stock Fund

535,981

7,428,698

Fidelity Large Cap Value Fund

736,968

8,386,694

Fidelity Leveraged Company Stock Fund

174,377

4,043,808

Fidelity Magellan Fund

9,886

623,342

Fidelity Mid Cap Value Fund

469,794

6,046,254

Fidelity Mid-Cap Stock Fund

2,763

58,941

Fidelity Nasdaq Composite Index Fund

20,467

569,610

Fidelity Real Estate Investment Portfolio

62,433

1,584,550

Fidelity Small Cap Growth Fund

280,810

3,369,719

Fidelity Small Cap Stock Fund

3,792

51,490

Fidelity Small Cap Value Fund

113,168

1,367,072

Fidelity Stock Selector Fund

205,241

4,671,279

Fidelity Value Discovery Fund

72,246

991,939

Spartan Extended Market Index Fund Investor Class

188,929

5,960,704

Spartan Total Market Index Fund Investor Class

134,075

4,453,959

Spartan U.S. Equity Index Fund Investor Class

171,023

7,085,482

VIP Growth & Income Portfolio Investor Class

417,984

4,928,026

VIP Growth Portfolio Investor Class

108,682

3,536,501

VIP Mid Cap Portfolio Investor Class

83,482

2,017,764

TOTAL DOMESTIC EQUITY FUNDS

103,753,678

 

Shares

Value

International Equity Funds - 14.9%

Fidelity Emerging Markets Fund

51,835

$ 1,043,952

Fidelity Growth & Income Portfolio

30,229

564,376

Fidelity International Discovery Fund

382,800

11,476,346

Fidelity International Real Estate Fund

293,010

2,566,772

Fidelity International Small Cap Opportunities Fund

59,273

541,159

Fidelity International Value Fund

75,148

593,665

Fidelity Overseas Fund

171,732

5,603,609

TOTAL INTERNATIONAL EQUITY FUNDS

22,389,879

TOTAL EQUITY FUNDS

(Cost $164,819,212)

126,143,557

Fixed-Income Funds - 16.6%

 

 

 

 

Fixed-Income Funds - 16.6%

Fidelity Capital & Income Fund

386,439

2,828,733

Fidelity New Markets Income Fund

225,546

2,959,170

Fidelity Strategic Real Return Fund

146,696

1,376,013

Fidelity U.S. Bond Index Fund

1,570,059

16,564,117

VIP High Income Portfolio Investor Class

259,791

1,444,440

TOTAL FIXED-INCOME FUNDS

(Cost $26,682,466)

25,172,473

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $191,501,678)

$ 151,316,030

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 151,316,030

$ 151,316,030

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $191,504,334. Net unrealized depreciation aggregated $40,188,304, of which $30,967 related to appreciated investment securities and $40,219,271 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Investor Freedom 2005 Portfolio

September 30, 2008

1.822891.103
VIPIFF2005-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 45.4%

Shares

Value

Domestic Equity Funds - 37.2%

VIP Contrafund Portfolio Investor Class

21,653

$ 437,830

VIP Equity-Income Portfolio Investor Class

28,566

515,900

VIP Growth & Income Portfolio Investor Class

43,467

512,481

VIP Growth Portfolio Investor Class

15,460

503,079

VIP Mid Cap Portfolio Investor Class

7,635

184,545

VIP Value Portfolio Investor Class

43,651

433,450

VIP Value Strategies Portfolio Investor Class

23,873

179,524

TOTAL DOMESTIC EQUITY FUNDS

2,766,809

International Equity Funds - 8.2%

VIP Overseas Portfolio Investor Class R

38,376

612,102

TOTAL EQUITY FUNDS

(Cost $4,475,694)

3,378,911

Fixed-Income Funds - 39.9%

Shares

Value

High Yield Fixed - Income Funds - 5.0%

VIP High Income Portfolio Investor Class

66,987

$ 372,446

Investment Grade Fixed - Income Funds - 34.9%

VIP Investment Grade Bond Portfolio Investor Class

217,570

2,602,140

TOTAL FIXED-INCOME FUNDS

(Cost $3,106,518)

2,974,586

Short-Term Funds - 14.7%

 

 

 

 

VIP Money Market Portfolio Investor Class
(Cost $1,095,823)

1,095,823

1,095,823

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $8,678,035)

$ 7,449,320

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 7,449,320

$ 7,449,320

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $8,678,046. Net unrealized depreciation aggregated $1,228,726, of which $1,170 related to appreciated investment securities and $1,229,896 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Investor Freedom 2010 Portfolio

September 30, 2008

1.822892.103
VIPIFF2010-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 48.0%

Shares

Value

Domestic Equity Funds - 38.6%

VIP Contrafund Portfolio Investor Class

162,003

$ 3,275,710

VIP Equity-Income Portfolio Investor Class

213,836

3,861,885

VIP Growth & Income Portfolio
Investor Class

324,964

3,831,330

VIP Growth Portfolio Investor Class

115,798

3,768,064

VIP Mid Cap Portfolio Investor Class

57,089

1,379,840

VIP Value Portfolio Investor Class

326,413

3,241,277

VIP Value Strategies Portfolio
Investor Class

179,130

1,347,055

TOTAL DOMESTIC EQUITY FUNDS

20,705,161

International Equity Funds - 9.4%

VIP Overseas Portfolio Investor Class R

318,158

5,074,613

TOTAL EQUITY FUNDS

(Cost $34,260,823)

25,779,774

Fixed-Income Funds - 41.2%

Shares

Value

High Yield Fixed-Income Funds - 5.0%

VIP High Income Portfolio Investor Class

482,905

$ 2,684,951

Investment Grade Fixed-Income Funds - 36.2%

VIP Investment Grade Bond Portfolio Investor Class

1,623,100

19,412,275

TOTAL FIXED-INCOME FUNDS

(Cost $23,165,114)

22,097,226

Short-Term Funds - 10.8%

 

 

 

 

VIP Money Market Portfolio Investor Class

(Cost $5,816,389)

5,816,389

5,816,389

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $63,242,326)

$ 53,693,389

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 53,693,389

$ 53,693,389

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $63,242,483. Net unrealized depreciation aggregated $9,549,094, of which $6,036 related to appreciated investment securities and $9,555,130 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Investor Freedom 2015 Portfolio

September 30, 2008

1.822893.103
VIPIFF2015-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 51.7%

Shares

Value

Domestic Equity Funds - 41.5%

VIP Contrafund Portfolio Investor Class

188,977

$ 3,821,107

VIP Equity-Income Portfolio Investor Class

248,072

4,480,187

VIP Growth & Income Portfolio
Investor Class

379,400

4,473,128

VIP Growth Portfolio Investor Class

134,948

4,391,217

VIP Mid Cap Portfolio Investor Class

67,022

1,619,927

VIP Value Portfolio Investor Class

381,337

3,786,681

VIP Value Strategies Portfolio
Investor Class

208,108

1,564,969

TOTAL DOMESTIC EQUITY FUNDS

24,137,216

International Equity Funds - 10.2%

VIP Overseas Portfolio Investor Class R

370,632

5,911,581

TOTAL EQUITY FUNDS

(Cost $39,250,701)

30,048,797

Fixed-Income Funds - 40.4%

Shares

Value

High Yield Fixed-Income Funds - 5.7%

VIP High Income Portfolio Investor Class

595,504

$ 3,311,001

Investment Grade Fixed-Income Funds - 34.7%

VIP Investment Grade Bond Portfolio Investor Class

1,685,250

20,155,590

TOTAL FIXED-INCOME FUNDS

(Cost $24,567,036)

23,466,591

Short-Term Funds - 7.9%

 

 

 

 

VIP Money Market Portfolio Investor Class

(Cost $4,595,885)

4,595,885

4,595,885

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $68,413,622)

$ 58,111,273

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 58,111,273

$ 58,111,273

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $68,413,673. Net unrealized depreciation aggregated $10,302,400, of which $8,969 related to appreciated investment securities and $10,311,369 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Investor Freedom 2020 Portfolio

September 30, 2008

1.822895.103
VIPIFF2020-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 64.2%

Shares

Value

Domestic Equity Funds - 51.6%

VIP Contrafund Portfolio Investor Class

298,274

$ 6,031,105

VIP Equity-Income Portfolio Investor Class

390,600

7,054,231

VIP Growth & Income Portfolio
Investor Class

599,113

7,063,542

VIP Growth Portfolio Investor Class

212,595

6,917,826

VIP Mid Cap Portfolio Investor Class

105,576

2,551,784

VIP Value Portfolio Investor Class

602,796

5,985,761

VIP Value Strategies Portfolio
Investor Class

328,250

2,468,441

TOTAL DOMESTIC EQUITY FUNDS

38,072,690

International Equity Funds - 12.6%

VIP Overseas Portfolio Investor Class R

582,402

9,289,314

TOTAL EQUITY FUNDS

(Cost $62,299,636)

47,362,004

Fixed-Income Funds - 34.8%

Shares

Value

High Yield Fixed - Income Funds - 7.7%

VIP High Income Portfolio Investor Class

1,014,086

$ 5,638,316

Investment Grade Fixed - Income Funds - 27.1%

VIP Investment Grade Bond Portfolio Investor Class

1,671,415

19,990,122

TOTAL FIXED-INCOME FUNDS

(Cost $27,108,793)

25,628,438

Short-Term Funds - 1.0%

 

 

 

 

VIP Money Market Portfolio Investor Class

(Cost $744,552)

744,552

744,552

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $90,152,981)

$ 73,734,994

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 73,734,994

$ 73,734,994

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $90,153,908. Net unrealized depreciation aggregated $16,418,914, of which $11,191 related to appreciated investment securities and $16,430,105 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Investor Freedom 2025 Portfolio

September 30, 2008

1.822896.103
VIPIFF2025-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 68.3%

Shares

Value

Domestic Equity Funds - 54.9%

VIP Contrafund Portfolio Investor Class

113,293

$ 2,290,778

VIP Equity-Income Portfolio Investor Class

148,634

2,684,326

VIP Growth & Income Portfolio Investor Class

227,453

2,681,675

VIP Growth Portfolio Investor Class

80,704

2,626,092

VIP Mid Cap Portfolio Investor Class

39,904

964,473

VIP Value Portfolio Investor Class

228,852

2,272,502

VIP Value Strategies Portfolio Investor Class

124,805

938,533

TOTAL DOMESTIC EQUITY FUNDS

14,458,379

 

Shares

Value

International Equity Funds - 13.4%

VIP Overseas Portfolio Investor Class R

221,044

$ 3,525,651

TOTAL EQUITY FUNDS

(Cost $23,870,636)

17,984,030

Fixed-Income Funds - 31.7%

 

 

 

 

High Yield Fixed - Income Funds - 7.8%

VIP High Income Portfolio Investor Class

370,550

2,060,256

Investment Grade Fixed - Income Funds - 23.9%

VIP Investment Grade Bond Portfolio Investor Class

525,028

6,279,339

TOTAL FIXED-INCOME FUNDS

(Cost $8,862,130)

8,339,595

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $32,732,766)

$ 26,323,625

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 26,323,625

$ 26,323,625

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $32,732,860. Net unrealized depreciation aggregated $6,409,235, of which $3,703 related to appreciated investment securities and $6,412,938 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Investor Freedom 2030 Portfolio

September 30, 2008

1.822894.103
VIPIFF2030-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 78.3%

Shares

Value

Domestic Equity Funds - 63.1%

VIP Contrafund Portfolio Investor Class

154,805

$ 3,130,151

VIP Equity-Income Portfolio Investor Class

198,829

3,590,850

VIP Growth & Income Portfolio
Investor Class

311,712

3,675,079

VIP Growth Portfolio Investor Class

109,694

3,569,443

VIP Mid Cap Portfolio Investor Class

56,048

1,354,689

VIP Value Portfolio Investor Class

315,138

3,129,321

VIP Value Strategies Portfolio
Investor Class

169,055

1,271,292

TOTAL DOMESTIC EQUITY FUNDS

19,720,825

 

Shares

Value

International Equity Funds - 15.2%

VIP Overseas Portfolio Investor Class R

297,034

$ 4,737,687

TOTAL EQUITY FUNDS

(Cost $32,681,173)

24,458,512

Fixed-Income Funds - 21.7%

 

 

 

 

High Yield Fixed - Income Funds - 8.5%

VIP High Income Portfolio Investor Class

478,485

2,660,379

Investment Grade Fixed - Income Funds - 13.2%

VIP Investment Grade Bond Portfolio Investor Class

344,876

4,124,721

TOTAL FIXED-INCOME FUNDS

(Cost $7,286,074)

6,785,100

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $39,967,247)

$ 31,243,612

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 31,243,612

$ 31,243,612

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $39,967,802. Net unrealized depreciation aggregated $8,724,190, of which $5,481 related to appreciated investment securities and $8,729,671 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity® Variable Insurance Products:
Investor Freedom Income Portfolio

September 30, 2008

1.822890.103
VIPIFFINC-QTLY-1108

Investments September 30, 2008 (Unaudited)

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 18.4%

Shares

Value

Domestic Equity Funds - 18.4%

VIP Contrafund Portfolio Investor Class

29,356

$ 593,581

VIP Equity-Income Portfolio Investor Class

38,639

697,829

VIP Growth & Income Portfolio
Investor Class

58,884

694,240

VIP Growth Portfolio Investor Class

20,980

682,693

VIP Mid Cap Portfolio Investor Class

10,301

248,966

VIP Value Portfolio Investor Class

59,373

589,574

VIP Value Strategies Portfolio
Investor Class

32,462

244,113

TOTAL EQUITY FUNDS

(Cost $4,875,915)

3,750,996

Fixed-Income Funds - 40.1%

Shares

Value

High Yield Fixed - Income Funds - 4.9%

VIP High Income Portfolio Investor Class

178,466

$ 992,271

Investment Grade Fixed - Income Funds - 35.2%

VIP Investment Grade Bond Portfolio Investor Class

598,872

7,162,507

TOTAL FIXED-INCOME FUNDS

(Cost $8,532,516)

8,154,778

Short-Term Funds - 41.5%

 

 

 

 

VIP Money Market Portfolio Investor Class
(Cost $8,445,233)

8,445,233

8,445,233

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $21,853,664)

$ 20,351,007

Other Information

The following is a summary of the inputs used, as of September 30, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 20,351,007

$ 20,351,007

$ -

$ -

Income Tax Information

At September 30, 2008, the aggregate cost of investment securities for income tax purposes was $21,853,667. Net unrealized depreciation aggregated $1,502,660, of which $1,111 related to appreciated investment securities and $1,503,771 related to depreciated investment securities.

Investment Valuation

Investments in the Underlying Funds are valued at their closing net asset value each business day. Security transactions are accounted for as of trade date. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please call Fidelity at 1-800-634-9361 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Item 2. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) for each Fund provide reasonable assurances that material information relating to such Fund is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in a Fund's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during a Fund's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, a Fund's internal control over financial reporting.

Item 3. Exhibits

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Variable Insurance Products Fund V

By:

/s/John R. Hebble

 

John R. Hebble

 

President and Treasurer

 

 

Date:

December 5, 2008

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/John R. Hebble

 

John R. Hebble

 

President and Treasurer

 

 

Date:

December 5, 2008

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

December 5, 2008