N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-5361

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)

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

December 31

Date of reporting period:

December 31, 2007

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

Item 1. Reports to Stockholders

Fidelity® Variable Insurance Products:
Asset Manager
SM Portfolio

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

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

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Past 5
years

Past 10
years

VIP Asset Manager - Initial Class

15.57%

9.93%

5.61%

VIP Asset Manager - Service Class A

15.36%

9.82%

5.48%

VIP Asset Manager - Service Class 2 B

15.24%

9.66%

5.35%

VIP Asset Manager - Investor Class C

15.38%

9.85%

5.57%

A Performance for Service Class shares reflects on asset-based distribution fee (12b-1 fee).

B The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflect an asset based distribution fee (12b-1 fee). Returns prior to January 12, 2000 are those of Service Class which reflect a different 12b-1 fee. Had Service Class 2's 12b-1 fee been reflected, returns prior to January 12, 2000 would have been lower.

C The initial offering of Investor Class shares took place on July 21, 2005. Returns prior to July 21, 2005 are those of Initial Class. If Investor Class's transfer agent fee had been reflected, returns prior to July 21, 2005 would have been lower.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Asset Manager Portfolio - Initial Class on December 31, 1997. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Richard Habermann and Derek Young, Lead Co-Managers of VIP Asset Manager Portfolio

U.S. equity markets, as measured by the bellwether Dow Jones Industrial AverageSM and the Standard & Poor's 500SM Index, registered their fifth consecutive year of positive returns in 2007, as the Dow rose 8.88% and the S&P 500® index advanced 5.49%. The tech-heavy NASDAQ Composite® Index did even better, increasing 10.55%. However, credit- and recession-related concerns carved deeply into stock prices late in 2007, pushing some major market measures into negative territory for the year overall, particularly smaller-cap and value-oriented benchmarks. Based largely on a weak U.S. dollar that boosted returns for U.S. investors, the Morgan Stanley Capital InternationalSM Europe, Australasia, and Far East (MSCI® EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - beat most domestic equity measures, gaining 11.33%. Several European countries had outstanding performance, including Finland and Germany, while Australia also did very well. However, fallout from the credit crunch and concerns about export growth tempered U.K. stocks, while fears that Japanese financial companies would become embroiled in the U.S. subprime mortgage crisis contributed to a loss of more than 4% for the Japanese portion of the index. The emerging-markets stock asset class soared 39.78% according to the MSCI Emerging Markets index. The U.S. investment-grade bond market climbed 6.97% as measured by the Lehman Brothers® U.S. Aggregate Index, beating the 2.53% gain for the Merrill Lynch® U.S. High Yield Master II Constrained Index. The emerging-markets bond category shook off a sluggish first half of 2007 to finish the year with a respectable gain of 6.28% as measured by the J.P. Morgan Emerging Markets Bond Index (EMBI) Global, while the Citigroup® Non-U.S. Group of 7 Index - representing the debt performance of major global economies, excluding the United States - rose 13.05%.

Returns in the mid-teens placed the fund's share classes several lengths ahead of their benchmarks for the year, with the Fidelity Asset Manager 50% Composite Index rising just 6.53%. Stellar performance from the domestic equity subportfolio is what fueled the fund's success during the period. Asset allocation and excess returns from our short-term (cash) holdings provided only a minor boost. (For specific portfolio performance results, please refer to the performance section of this report.) The fund benefited from its slight bias toward equities, which outperformed investment-grade debt and cash through October. Unfortunately, we gave up most of these gains in the final two months of the period as investors fled riskier assets for high-quality fixed-income securities. Within equities, overweighting foreign securities overall was helpful, as overseas markets beat their U.S. counterparts. Unfortunately, subpar security selection within the international equity component - which transitioned in December to a Fidelity central fund - more than offset the benefit from overweighting foreign stocks. In fixed income, underweighting investment-grade debt and cash paid off, but out-of-benchmark allocations to high-yield and floating-rate securities detracted when the credit crisis spread to these markets. Security selection helped the domestic equity portion of the fund beat the Dow Jones Wilshire 5000 Composite IndexSM by a wide margin, with the strongest picks coming within materials, technology, financials and consumer discretionary. Holdings in more-internationally focused companies were particularly beneficial to performance. Sector positioning also contributed, led by large overweightings in energy and materials - which increased during the period - and a sizable underweighting in financials. Results were tempered by an underweighting and some weak picks within consumer staples, as well as by ineffective stock selection in transportation. Among the top individual contributors were several materials stocks, including crop seed producer Monsanto and fertilizer producers Mosaic and Potash Corp. of Saskatchewan. Canada's Research In Motion, maker of the BlackBerry mobile messaging device, also was a standout performer. Detractors included biotechnology company Celgene, Canadian gold miner Goldcorp and Latin American wireless provider NII Holdings. The fund's collective bond holdings trailed the Lehman Brothers Aggregate index due to weak results from the investment-grade central fund, which had exposure to the sell-off in subprime mortgage securities. Although allocations to high yield and floating rate detracted, strong security and market selection helped these two central funds beat their respective indexes. The strategic cash portion of the fund - including the money market central fund - topped its benchmark as well.

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

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007 to
December 31, 2007

Initial Class

Actual

$ 1,000.00

$ 1,074.70

$ 3.24

HypotheticalA

$ 1,000.00

$ 1,022.08

$ 3.16

Service Class

Actual

$ 1,000.00

$ 1,074.10

$ 3.87

HypotheticalA

$ 1,000.00

$ 1,021.48

$ 3.77

Service Class 2

Actual

$ 1,000.00

$ 1,073.90

$ 4.65

HypotheticalA

$ 1,000.00

$ 1,020.72

$ 4.53

Investor Class

Actual

$ 1,000.00

$ 1,074.10

$ 3.92

HypotheticalA

$ 1,000.00

$ 1,021.42

$ 3.82

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Annualized
Expense Ratio

Initial Class

.62%

Service Class

.74%

Service Class 2

.89%

Investor Class

.75%

Annual Report

Investment Changes

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each Fidelity Central Fund.

Top Five Stocks as of December 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

The Mosaic Co.

2.1

0.7

Potash Corp. of Saskatchewan, Inc.

1.8

0.7

Apple, Inc.

1.5

0.8

Monsanto Co.

1.5

1.2

Valero Energy Corp.

1.4

1.2

8.3

Top Five Bond Issuers as of December 31, 2007

(with maturities greater than one year)

% of fund's
net assets

% of fund's net assets
6 months ago

Fannie Mae

11.4

9.7

U.S. Treasury Obligations

9.3

9.7

Freddie Mac

3.3

2.7

Government National Mortgage Association

0.7

0.8

Morgan Stanley Capital I Trust

0.6

0.4

25.3

Top Five Market Sectors as of December 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

13.8

10.8

Financials

10.2

8.9

Materials

9.4

5.7

Industrials

8.4

5.2

Information Technology

5.6

7.7

Asset Allocation (% of fund's net assets)

As of December 31, 2007*

As of June 30, 2007* *

Stock Class and
Equity Futures 54.8%

Stock Class and
Equity Futures 49.0%

Bond Class 45.9%

Bond Class 47.4%

Short-Term Class(dagger) (0.7)%

Short-Term Class 3.6%

* Foreign investments

20.3%

* * Foreign investments

17.2%

Asset allocations in the pie charts reflect the categorization of assets as defined in the fund's prospectus in effect as of the time periods indicated above. Financial Statement categorizations conform to accounting standards and will differ from the pie chart. Percentages are adjusted for the effect of futures contracts and swap contracts, if applicable.

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com.

8 The Short-Term Class is not included in the pie chart.

Annual Report

Investments December 31, 2007

Showing Percentage of Net Assets

Common Stocks - 47.7%

Shares

Value

CONSUMER DISCRETIONARY - 2.4%

Diversified Consumer Services - 0.3%

Sotheby's Class A (ltd. vtg.)

132,800

$ 5,059,680

Hotels, Restaurants & Leisure - 0.9%

Burger King Holdings, Inc.

143,300

4,085,483

Home Inns & Hotels Management, Inc. ADR (a)

115,700

4,123,548

McDonald's Corp.

99,500

5,861,545

Nissin Healthcare Food Service Co.

14,300

163,465

Vail Resorts, Inc. (a)(d)

45,900

2,469,879

16,703,920

Internet & Catalog Retail - 0.4%

Priceline.com, Inc. (a)

68,500

7,867,910

Media - 0.4%

Focus Media Holding Ltd. ADR (a)

120,600

6,851,286

Virgin Media, Inc.

27,750

475,635

7,326,921

Multiline Retail - 0.2%

JCPenney Co., Inc.

49,600

2,181,904

Kohl's Corp. (a)

41,900

1,919,020

4,100,924

Textiles, Apparel & Luxury Goods - 0.2%

Crocs, Inc. (a)

135,200

4,976,712

TOTAL CONSUMER DISCRETIONARY

46,036,067

CONSUMER STAPLES - 0.6%

Food & Staples Retailing - 0.6%

ABB Grain Ltd.

294

2,176

Costco Wholesale Corp.

77,500

5,406,400

Whole Foods Market, Inc. (d)

135,300

5,520,240

10,928,816

Tobacco - 0.0%

Philip Morris CR AS

105

45,154

TOTAL CONSUMER STAPLES

10,973,970

ENERGY - 12.2%

Energy Equipment & Services - 3.2%

Atwood Oceanics, Inc. (a)

97,900

9,813,496

Cameron International Corp. (a)

198,000

9,529,740

FMC Technologies, Inc. (a)

92,600

5,250,420

National Oilwell Varco, Inc. (a)

82,600

6,067,796

Oceaneering International, Inc. (a)

117,500

7,913,625

Shares

Value

Schlumberger Ltd. (NY Shares)

59,400

$ 5,843,178

Smith International, Inc.

36,500

2,695,525

Transocean, Inc. (a)

64,083

9,173,481

Weatherford International Ltd. (a)

70,800

4,856,880

61,144,141

Oil, Gas & Consumable Fuels - 9.0%

Apache Corp.

61,100

6,570,694

Arch Coal, Inc.

258,700

11,623,391

Cabot Oil & Gas Corp.

205,000

8,275,850

Cameco Corp.

125,100

4,982,343

Chesapeake Energy Corp.

158,000

6,193,600

China Shenhua Energy Co. Ltd. (H Shares)

1,037,000

6,197,715

Exxon Mobil Corp.

110,000

10,305,900

Hess Corp.

135,000

13,616,100

Marathon Oil Corp.

62,900

3,828,094

Peabody Energy Corp.

190,500

11,742,420

Petroplus Holdings AG

111,880

8,657,792

Quicksilver Resources, Inc. (a)

105,100

6,262,909

Range Resources Corp.

140,000

7,190,400

SandRidge Energy, Inc.

8,600

308,396

Sunoco, Inc.

75,700

5,483,708

Tesoro Corp.

104,700

4,994,190

Ultra Petroleum Corp. (a)

327,700

23,430,550

Valero Energy Corp.

375,000

26,261,250

Williams Companies, Inc.

191,000

6,833,980

172,759,282

TOTAL ENERGY

233,903,423

FINANCIALS - 4.9%

Capital Markets - 1.1%

Fortress Investment Group LLC (d)

193,900

3,020,962

GLG Partners, Inc. (a)

149,500

2,033,200

Goldman Sachs Group, Inc.

32,500

6,989,125

Lehman Brothers Holdings, Inc.

41,500

2,715,760

Och-Ziff Capital Management Group LLC Class A

201,400

5,292,792

The Blackstone Group LP

77,700

1,719,501

21,771,340

Commercial Banks - 1.1%

Banco Itau Holding Financeira SA sponsored ADR (non-vtg.)

391,000

10,111,260

Raiffeisen International Bank Holding AG

9,966

1,506,798

Uniao de Bancos Brasileiros SA (Unibanco) GDR

63,200

8,825,248

20,443,306

Diversified Financial Services - 1.8%

Apollo Global Management LLC (e)

315,200

6,855,600

Bolsa de Mercadorias & Futuros - BM&F SA

137,500

1,911,868

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Diversified Financial Services - continued

Bovespa Holding SA

300,400

$ 5,626,593

CME Group, Inc.

28,800

19,756,800

34,150,861

Insurance - 0.6%

American International Group, Inc.

77,300

4,506,590

Principal Financial Group, Inc.

85,500

5,885,820

10,392,410

Real Estate Investment Trusts - 0.3%

Annaly Capital Management, Inc.

324,900

5,906,682

TOTAL FINANCIALS

92,664,599

HEALTH CARE - 4.5%

Biotechnology - 1.4%

Biogen Idec, Inc. (a)

59,700

3,398,124

Celgene Corp. (a)

199,000

9,195,790

CSL Ltd.

33,300

1,060,529

Gilead Sciences, Inc. (a)

266,200

12,247,862

25,902,305

Health Care Equipment & Supplies - 0.5%

Beckman Coulter, Inc.

76,900

5,598,320

Becton, Dickinson & Co.

42,200

3,527,076

9,125,396

Health Care Providers & Services - 1.6%

Express Scripts, Inc. (a)

78,800

5,752,400

Humana, Inc. (a)

128,600

9,684,866

Medco Health Solutions, Inc. (a)

84,000

8,517,600

UnitedHealth Group, Inc.

129,300

7,525,260

31,480,126

Pharmaceuticals - 1.0%

Elan Corp. PLC sponsored ADR (a)

486,800

10,699,864

Merck & Co., Inc.

150,000

8,716,500

19,416,364

TOTAL HEALTH CARE

85,924,191

INDUSTRIALS - 6.6%

Aerospace & Defense - 3.7%

General Dynamics Corp.

150,400

13,384,096

Honeywell International, Inc.

78,000

4,802,460

L-3 Communications Holdings, Inc.

137,300

14,545,562

Lockheed Martin Corp.

142,000

14,946,920

Precision Castparts Corp.

63,200

8,765,840

Raytheon Co.

185,800

11,278,060

The Boeing Co.

43,100

3,769,526

71,492,464

Shares

Value

Airlines - 0.2%

Delta Air Lines, Inc. (a)

87,300

$ 1,299,897

UAL Corp.

47,200

1,683,152

2,983,049

Commercial Services & Supplies - 0.0%

EnergySolutions, Inc.

11,400

307,686

Electrical Equipment - 1.1%

ABB Ltd. sponsored ADR

352,100

10,140,480

Alstom SA

27,400

5,878,171

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

56,100

4,618,152

20,636,803

Industrial Conglomerates - 0.2%

McDermott International, Inc. (a)

63,900

3,772,017

Machinery - 1.3%

Caterpillar, Inc.

16,900

1,226,264

Cummins, Inc.

73,100

9,310,747

Eaton Corp.

97,100

9,413,845

MAN AG

17,500

2,906,395

NGK Insulators Ltd.

25,000

671,485

Sulzer AG (Reg.)

1,100

1,616,077

25,144,813

Marine - 0.1%

DryShips, Inc.

14,500

1,122,300

TOTAL INDUSTRIALS

125,459,132

INFORMATION TECHNOLOGY - 4.9%

Communications Equipment - 0.9%

Cisco Systems, Inc. (a)

266,800

7,222,276

Harris Corp.

74,400

4,663,392

Infinera Corp.

84,600

1,255,464

Research In Motion Ltd. (a)

32,500

3,685,500

Starent Networks Corp.

75,100

1,370,575

18,197,207

Computers & Peripherals - 1.7%

Apple, Inc. (a)

144,100

28,543,328

Data Domain, Inc.

80,200

2,112,468

EMC Corp. (a)

72,300

1,339,719

31,995,515

Electronic Equipment & Instruments - 0.1%

Ibiden Co. Ltd.

20,900

1,447,802

Internet Software & Services - 0.4%

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

12,000

8,297,760

Semiconductors & Semiconductor Equipment - 0.8%

Cree, Inc. (a)

115,600

3,175,532

Entropic Communications, Inc.

149,900

1,091,272

Intel Corp.

215,900

5,755,894

SiRF Technology Holdings, Inc. (a)

203,200

5,106,416

15,129,114

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Software - 1.0%

Nintendo Co. Ltd.

32,700

$ 19,371,479

TOTAL INFORMATION TECHNOLOGY

94,438,877

MATERIALS - 8.7%

Chemicals - 5.6%

Monsanto Co.

253,000

28,257,570

Potash Corp. of Saskatchewan, Inc.

232,200

33,427,512

The Mosaic Co. (a)

432,500

40,802,050

Uralkali JSC:

ADR (a)(e)

22,600

841,850

unit (a)

107,500

4,004,375

107,333,357

Metals & Mining - 3.1%

ArcelorMittal SA (NY Reg.) Class A

100,600

7,781,410

BHP Billiton Ltd. sponsored ADR

76,800

5,379,072

Companhia Vale do Rio Doce sponsored ADR

195,700

6,393,519

European Goldfields Ltd. (a)

22,400

123,549

Freeport-McMoRan Copper & Gold, Inc. Class B

153,300

15,704,052

Goldcorp, Inc.

552,000

18,778,723

Kinross Gold Corp. (a)

154,800

2,851,230

RTI International Metals, Inc. (a)

33,600

2,316,048

59,327,603

TOTAL MATERIALS

166,660,960

TELECOMMUNICATION SERVICES - 0.9%

Diversified Telecommunication Services - 0.2%

Telefonica SA sponsored ADR

35,900

3,503,481

Wireless Telecommunication Services - 0.7%

China Mobile (Hong Kong) Ltd. sponsored ADR

116,500

10,120,355

NII Holdings, Inc. (a)

83,900

4,054,048

14,174,403

TOTAL TELECOMMUNICATION SERVICES

17,677,884

UTILITIES - 2.0%

Electric Utilities - 1.1%

Duke Energy Corp.

265,100

5,347,067

Entergy Corp.

71,700

8,569,584

Reliant Energy, Inc. (a)

239,100

6,273,984

20,190,635

Shares

Value

Independent Power Producers & Energy Traders - 0.9%

Constellation Energy Group, Inc.

79,900

$ 8,192,147

NRG Energy, Inc. (a)

205,300

8,897,702

17,089,849

TOTAL UTILITIES

37,280,484

TOTAL COMMON STOCKS

(Cost $732,920,448)

911,019,587

U.S. Treasury Obligations - 0.2%

Principal Amount

U.S. Treasury Bills, yield at date of purchase 3.03% to 3.89% 1/10/08 to 2/28/08 (f)
(Cost $3,868,607)

$ 3,875,000

3,870,491

International Equity Fund - 4.5%

Shares

Fidelity International Equity Central Fund (g)
(Cost $88,376,768)

890,000

86,481,300

Fixed-Income Funds - 44.4%

Fidelity Floating Rate Central Fund (g)

517,744

49,563,633

Fidelity High Income Central Fund 1 (g)

287,744

27,775,965

Fidelity VIP Investment Grade Central Fund (g)

7,520,111

770,811,422

TOTAL FIXED-INCOME FUNDS

(Cost $852,241,681)

848,151,020

Money Market Funds - 3.9%

Fidelity Cash Central Fund, 4.58% (b)

4,317,385

4,317,385

Fidelity Money Market Central Fund, 5.27% (b)

64,260,162

64,260,162

Fidelity Securities Lending Cash Central Fund, 4.65% (b)(c)

6,061,075

6,061,075

TOTAL MONEY MARKET FUNDS

(Cost $74,638,622)

74,638,622

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $1,752,046,126)

1,924,161,020

NET OTHER ASSETS - (0.7)%

(12,760,102)

NET ASSETS - 100%

$ 1,911,400,918

Futures Contracts

Expiration Date

Underlying Face Amount at Value

Unrealized Appreciation/
(Depreciation)

Purchased

Equity Index Contracts

49 Dow Jones Euro Stoxx 50 Index Contracts (Germany)

March 2008

$ 3,171,495

$ 66,312

24 FTSE 100 Index Contracts (United Kingdom)

March 2008

3,078,028

82,605

123 S&P 500 Index Contracts

March 2008

45,423,900

(655,467)

23 TOPIX 150 Index Contracts (Japan)

March 2008

3,031,879

(208,682)

TOTAL EQUITY INDEX CONTRACTS

$ 54,705,302

$ (715,232)

The face value of futures purchased as a percentage of net assets - 2.9%

Legend

(a) Non-income producing

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

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $7,697,450 or 0.4% of net assets.

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $3,870,491.

(g) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's web site at www.sec.gov. A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 4,082,573

Fidelity Floating Rate Central Fund

4,627,993

Fidelity High Income Central Fund 1

3,693,166

Fidelity Money Market Central Fund

4,667,716

Fidelity Securities Lending Cash Central Fund

59,477

Fidelity VIP Investment Grade Central Fund

40,661,437

Total

$ 57,792,362

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value, beginning of period

Purchases

Sales Proceeds

Value, end of period

% ownership, end of period

Fidelity Floating Rate Central Fund

$ 70,731,860

$ -

$ 18,503,550

$ 49,563,633

2.0%

Fidelity High Income Central Fund 1

80,596,646

-

52,155,243

27,775,965

10.6%

Fidelity International Equity Central Fund

-

88,376,768

-

86,481,300

10.0%

Fidelity VIP Investment Grade Central Fund

791,098,507

78,709,511

99,842,753

770,811,422

21.5%

Total

$ 942,427,013

$ 167,086,279

$ 170,501,546

$ 934,632,320

Other Information

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

U.S. Government and U.S. Government Agency Obligations

24.9%

AAA,AA,A

10.5%

BBB

6.0%

BB

2.3%

B

1.6%

CCC,CC,C

0.3%

Not Rated

0.3%

Equities

55.1%

Short-Term Investments and Net Other Assets

(1.0)%

100.0%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. Percentages are adjusted for the effect of futures contracts, if applicable.

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

United States of America

79.7%

Canada

4.8%

United Kingdom

1.9%

Brazil

1.7%

Japan

1.5%

Switzerland

1.5%

Others (individually less than 1%)

8.9%

100.0%

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (including securities loaned of $5,842,997) - See accompanying schedule:

Unaffiliated issuers
(cost $736,789,055)

$ 914,890,078

Fidelity Central Funds
(cost $1,015,257,071)

1,009,270,942

Total Investments
(cost $1,752,046,126)

$ 1,924,161,020

Foreign currency held at value
(cost $493)

412

Receivable for investments sold

1,709,308

Receivable for fund shares sold

1,107,204

Dividends receivable

692,452

Distributions receivable from Fidelity Central Funds

4,979,619

Prepaid expenses

6,094

Other receivables

715,324

Total assets

1,933,371,433

Liabilities

Payable to custodian bank

$ 2,563,648

Payable for investments purchased

4,032,549

Payable for fund shares redeemed

7,839,307

Accrued management fee

803,618

Distribution fees payable

13,430

Payable for daily variation on futures contracts

279,374

Other affiliated payables

176,235

Other payables and accrued expenses

201,279

Collateral on securities loaned, at value

6,061,075

Total liabilities

21,970,515

Net Assets

$ 1,911,400,918

Net Assets consist of:

Paid in capital

$ 1,571,439,928

Undistributed net investment income

123,645

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

168,435,757

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

171,401,588

Net Assets

$ 1,911,400,918

Statement of Assets and Liabilities - continued

December 31, 2007

Initial Class:
Net Asset Value
, offering price and redemption price per share ($1,791,646,783 ÷ 108,085,296 shares)

$ 16.58

Service Class:
Net Asset Value
, offering price and redemption price per share ($13,530,072 ÷ 820,821 shares)

$ 16.48

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($59,669,534 ÷ 3,652,795 shares)

$ 16.34

Investor Class:
Net Asset Value
, offering price and redemption price per share ($46,554,529 ÷ 2,815,990 shares)

$ 16.53

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

Annual Report

Statement of Operations

Year ended December 31, 2007

Investment Income

Dividends

$ 9,202,349

Interest

282,137

Income from Fidelity Central Funds

57,792,362

Total income

67,276,848

Expenses

Management fee

$ 10,168,447

Transfer agent fees

1,392,167

Distribution fees

159,334

Accounting and security lending fees

776,558

Custodian fees and expenses

85,856

Independent trustees' compensation

6,989

Appreciation in deferred trustee compensation account

730

Audit

83,510

Legal

15,392

Interest

3,177

Miscellaneous

59,238

Total expenses before reductions

12,751,398

Expense reductions

(86,549)

12,664,849

Net investment income (loss)

54,611,999

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $47,708)

165,240,489

Fidelity Central Funds

5,540,327

Foreign currency transactions

(244,533)

Futures contracts

2,269,483

Capital gain distributions from Fidelity Central Funds

594,304

Total net realized gain (loss)

173,400,070

Change in net unrealized appreciation (depreciation) on:

Investment securities

62,642,255

Assets and liabilities in foreign currencies

12,639

Futures contracts

(1,234,991)

Total change in net unrealized appreciation (depreciation)

61,419,903

Net gain (loss)

234,819,973

Net increase (decrease) in net assets resulting from operations

$ 289,431,972

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 54,611,999

$ 66,787,201

Net realized gain (loss)

173,400,070

162,523,758

Change in net unrealized appreciation (depreciation)

61,419,903

(68,032,199)

Net increase (decrease) in net assets resulting from operations

289,431,972

161,278,760

Distributions to shareholders from net investment income

(123,782,842)

(65,774,370)

Distributions to shareholders from net realized gain

(61,310,603)

-

Total distributions

(185,093,445)

(65,774,370)

Share transactions - net increase (decrease)

(380,180,594)

(405,651,778)

Total increase (decrease) in net assets

(275,842,067)

(310,147,388)

Net Assets

Beginning of period

2,187,242,985

2,497,390,373

End of period (including undistributed net investment income of $123,645 and undistributed net investment income of $61,631,634, respectively)

$ 1,911,400,918

$ 2,187,242,985

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 15.71

$ 15.04

$ 14.85

$ 14.46

$ 12.75

Income from Investment Operations

Net investment income (loss) C

.44

.44

.38

.36 F

.36

Net realized and unrealized gain (loss)

1.88

.64

.21

.42

1.83

Total from investment operations

2.32

1.08

.59

.78

2.19

Distributions from net investment income

(1.00)

(.41)

(.39)

(.39)

(.48)

Distributions from net realized gain

(.45)

-

(.01)

-

-

Total distributions

(1.45)

(.41)

(.40) H

(.39)

(.48)

Net asset value, end of period

$ 16.58

$ 15.71

$ 15.04

$ 14.85

$ 14.46

Total Return A, B

15.57%

7.32%

4.04%

5.47%

17.97%

Ratios to Average Net Assets D, G

Expenses before reductions

.63%

.65%

.64%

.66%

.63%

Expenses net of fee waivers, if any

.63%

.65%

.64%

.66%

.63%

Expenses net of all reductions

.62%

.63%

.63%

.65%

.62%

Net investment income (loss)

2.75%

2.90%

2.60%

2.53%

2.71%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,791,647

$ 2,080,545

$ 2,407,113

$ 2,751,094

$ 3,011,837

Portfolio turnover rate E

99%

173%

44%

66%

82%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Investment income per share reflects a special dividend which amounted to $.04 per share.

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

H Total distributions of $.40 per share is comprised of distributions from net investment income of $.39 and distributions from net realized gain of $.005 per share.

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 15.61

$ 14.94

$ 14.75

$ 14.37

$ 12.66

Income from Investment Operations

Net investment income (loss) C

.42

.42

.36

.34 F

.34

Net realized and unrealized gain (loss)

1.86

.64

.21

.42

1.83

Total from investment operations

2.28

1.06

.57

.76

2.17

Distributions from net investment income

(.96)

(.39)

(.37)

(.38)

(.46)

Distributions from net realized gain

(.45)

-

(.01)

-

-

Total distributions

(1.41)

(.39)

(.38) H

(.38)

(.46)

Net asset value, end of period

$ 16.48

$ 15.61

$ 14.94

$ 14.75

$ 14.37

Total Return A, B

15.36%

7.24%

3.93%

5.36%

17.91%

Ratios to Average Net Assets D, G

Expenses before reductions

.74%

.76%

.74%

.77%

.74%

Expenses net of fee waivers, if any

.74%

.76%

.74%

.77%

.74%

Expenses net of all reductions

.74%

.74%

.73%

.76%

.73%

Net investment income (loss)

2.63%

2.79%

2.50%

2.41%

2.59%

Supplemental Data

Net assets, end of period (000 omitted)

$ 13,530

$ 24,021

$ 29,382

$ 33,118

$ 32,087

Portfolio turnover rate E

99%

173%

44%

66%

82%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Investment income per share reflects a special dividend which amounted to $.04 per share.

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

H Total distributions of $.38 per share is comprised of distributions from net investment income of $.37 and distributions from net realized gain of $.005 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 15.47

$ 14.82

$ 14.64

$ 14.27

$ 12.59

Income from Investment Operations

Net investment income (loss) C

.39

.39

.34

.32 F

.32

Net realized and unrealized gain (loss)

1.85

.63

.21

.41

1.81

Total from investment operations

2.24

1.02

.55

.73

2.13

Distributions from net investment income

(.92)

(.37)

(.37)

(.36)

(.45)

Distributions from net realized gain

(.45)

-

(.01)

-

-

Total distributions

(1.37)

(.37)

(.37) H

(.36)

(.45)

Net asset value, end of period

$ 16.34

$ 15.47

$ 14.82

$ 14.64

$ 14.27

Total Return A, B

15.24%

7.06%

3.85%

5.18%

17.66%

Ratios to Average Net Assets D, G

Expenses before reductions

.89%

.92%

.90%

.93%

.91%

Expenses net of fee waivers, if any

.89%

.92%

.90%

.93%

.91%

Expenses net of all reductions

.89%

.90%

.89%

.92%

.89%

Net investment income (loss)

2.48%

2.64%

2.34%

2.25%

2.43%

Supplemental Data

Net assets, end of period (000 omitted)

$ 59,670

$ 55,585

$ 51,574

$ 36,763

$ 22,456

Portfolio turnover rate E

99%

173%

44%

66%

82%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Investment income per share reflects a special dividend which amounted to $.04 per share.

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

H Total distributions of $.37 per share is comprised of distributions from net investment income of $.365 and distributions from net realized gain of $.005 per share.

Financial Highlights - Investor Class

Years ended December 31,

2007

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 15.67

$ 15.03

$ 14.63

Income from Investment Operations

Net investment income (loss) E

.42

.42

.16

Net realized and unrealized gain (loss)

1.87

.63

.24

Total from investment operations

2.29

1.05

.40

Distributions from net investment income

(.98)

(.41)

-

Distributions from net realized gain

(.45)

-

-

Total distributions

(1.43)

(.41)

-

Net asset value, end of period

$ 16.53

$ 15.67

$ 15.03

Total Return B, C, D

15.38%

7.16%

2.73%

Ratios to Average Net Assets F, I

Expenses before reductions

.75%

.78%

.82% A

Expenses net of fee waivers, if any

.75%

.78%

.82% A

Expenses net of all reductions

.74%

.76%

.81% A

Net investment income (loss)

2.63%

2.77%

2.52% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 46,555

$ 27,092

$ 9,322

Portfolio turnover rate G

99%

173%

44%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period July 21, 2005 (commencement of sale of shares) to December 31, 2005.

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

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP Asset Manager Portfolio (the Fund) is a fund of Variable Insurance Products Fund V (the trust) (formerly of Variable Insurance Products Fund II) and is authorized to issue an unlimited number of shares. Effective April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Fund reorganized into Variable Insurance Products V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Fund's investment strategies or Fidelity Management & Research Company's (FMR) management of the Fund. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

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

Based on their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund

Investment Manager

Investment Objective

Investment Practices

Fidelity International Equity Central Fund

Fidelity Management & Research Company, Inc. (FMRC)

Seeks capital appreciation by investing primarily in non-US based common stocks, including securities of issuers located in emerging markets.

Delayed Delivery & When Issued Securities,

Foreign Securities,

Repurchase Agreements

Fidelity Floating Rate Central Fund

FMRC

Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

Loans & Direct Debt Instruments,

Repurchase Agreements,

Restricted Securities

Fidelity High Income Central Fund 1

FMRC

Seeks a high level of income and may also seek capital appreciation by investing primarily in debt securities, preferred stocks, and convertible securities, with an emphasis on lower-quality debt securities.

Loans & Direct Debt Instruments,

Repurchase Agreements,

Restricted Securities

Fidelity Money Market Central Funds

Fidelity Investment Money Management, Inc. (FIMM)

Seeks to obtain a high level of current income consistent with the preservation of capital and liquidity.

Short-term investments

Fidelity VIP Investment Grade Central Fund

FIMM

Seeks a high level of current income by normally investing in investment-grade debt securities and repurchase agreements.

Delayed Delivery & When Issued Securities,

Mortgage Dollar Rolls,

Repurchase Agreements,

Restricted Securities,

Swap Agreements

The Central Funds may invest a portion of their assets in securities or funds that invest in securities, of issuers that hold mortgage securities including subprime mortgage securities. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be adversely affected by shifts in the market's perception of the issuers and changes in interest rates.

Annual Report

2. Investments in Fidelity Central Funds - continued

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. A complete list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds and monitoring current market trading activity, interest rates, credit quality and default rates for debt instruments. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), Independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Capital accounts within the financial statements are adjusted for permanent book-tax differences. Certain adjustments have been made to the accounts relating to prior periods. Collectively, these adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from underlying funds, futures transactions, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), partnerships (including allocations from Fidelity Central Funds), deferred trustee compensation and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 214,644,003

Unrealized depreciation

(24,460,210)

Net unrealized appreciation (depreciation)

190,183,793

Undistributed ordinary income

99,487,078

Undistributed long-term capital gain

71,906,443

Cost for federal income tax purposes

$ 1,733,977,227

The tax character of distributions paid was as follows:

December 31, 2007

December 31, 2006

Ordinary Income

$ 123,782,842

$ 65,774,370

Long-term Capital Gains

61,310,603

-

Total

$ 185,093,445

$ 65,774,370

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

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

Annual Report

4. Operating Policies - continued

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities (including the Equity and Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $1,796,578,104 and $2,140,223,505, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .25% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .51% of the Fund's average net assets.

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

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

Service Class

$ 17,463

Service Class 2

141,871

$ 159,334

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class with the exception of Investor Class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of average net assets. Investor Class pays a monthly asset-based transfer agent fee of .18% of average net assets. The total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 1,267,601

Service Class

13,808

Service Class 2

44,835

Investor Class

65,923

$ 1,392,167

Effective February 1, 2008, the Board of Trustees approved a decrease to Investor Class' asset-based fee from .18% to .15% of average net assets.

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $7,572 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 25,792,000

4.43%

$ 3,177

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $4,411 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $59,477.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $79,669 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $6,376.

Annual Report

10. Other.

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

At the end of the period, FMR or its affiliates were the owners of record of 28% of the total outstanding shares of the Fund and one otherwise unaffiliated shareholder was the owner of record of 19% of the total outstanding shares of the Fund.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2007

2006

From net investment income

Initial Class

$ 117,226,118

$ 63,434,414

Service Class

1,107,972

706,426

Service Class 2

3,252,325

1,331,968

Investor Class

2,196,427

301,562

Total

$ 123,782,842

$ 65,774,370

From net realized gain

Initial Class

$ 58,256,317

$ -

Service Class

687,641

-

Service Class 2

1,584,992

-

Investor Class

781,653

-

Total

$ 61,310,603

$ -

Annual Report

Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended December 31,

2007

2006

2007

2006

Initial Class

Shares sold

2,612,166

2,117,965

$ 42,425,316

$ 31,923,801

Reinvestment of distributions

11,325,893

4,291,909

175,482,435

63,434,414

Shares redeemed

(38,252,281)

(34,074,425)

(605,126,794)

(513,616,796)

Net increase (decrease)

(24,314,222)

(27,664,551)

$ (387,219,043)

$ (418,258,581)

Service Class

Shares sold

219,346

138,220

$ 3,525,031

$ 2,085,823

Reinvestment of distributions

117,606

48,056

1,795,613

706,426

Shares redeemed

(1,054,962)

(614,188)

(16,540,256)

(9,243,261)

Net increase (decrease)

(718,010)

(427,912)

$ (11,219,612)

$ (6,451,012)

Service Class 2

Shares sold

675,528

2,616,207

$ 10,786,206

$ 38,570,263

Reinvestment of distributions

315,652

91,356

4,837,317

1,331,968

Shares redeemed

(931,541)

(2,595,506)

(14,765,977)

(37,521,668)

Net increase (decrease)

59,639

112,057

$ 857,546

$ 2,380,563

Investor Class

Shares sold

1,161,487

1,227,221

$ 18,608,136

$ 18,486,890

Reinvestment of distributions

189,870

20,431

2,978,080

301,562

Shares redeemed

(264,027)

(139,388)

(4,185,701)

(2,111,200)

Net increase (decrease)

1,087,330

1,108,264

$ 17,400,515

$ 16,677,252

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and Shareholders of VIP Asset Manager Portfolio:

We have audited the accompanying statement of assets and liabilities of VIP Asset Manager Portfolio (the Fund), a fund of Variable Insurance Products Fund V, including the schedule of investments, as of December 31, 2007, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2007, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of VIP Asset Manager Portfolio as of December 31, 2007, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2006

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Asset Manager. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Ren Y. Cheng (50)

Year of Election or Appointment: 2007

Vice President of VIP Asset Manager. Mr. Cheng also serves as Vice President of certain Asset Allocation Funds (2007-present). Mr. Cheng is Chief Investment Officer of the Global Asset Allocation group (2007-present). Mr. Cheng also serves as Vice President of FMR and FMR Co., Inc. Mr. Cheng served as Managing Director of the Global Asset Allocation group (2005-2007). Previously, Mr. Cheng served as a portfolio manager for the Fidelity Freedom Funds.

Boyce I. Greer (51)

Year of Election or Appointment: 2005

Vice President of VIP Asset Manager. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Eric D. Roiter (59)

Year of Election or Appointment: 1998

Secretary of VIP Asset Manager. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Asset Manager. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of VIP Asset Manager. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Asset Manager. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2004

Chief Compliance Officer of VIP Asset Manager. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Asset Manager. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Asset Manager. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Asset Manager. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2004

Assistant Treasurer of VIP Asset Manager. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Asset Manager. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Asset Manager. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The Board of Trustees of VIP Asset Manager Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

Fund

Pay Date

Record Date

Capital Gains

Initial Class

02/15/08

02/15/08

$1.51

Service Class

02/15/08

02/15/08

$1.51

Service Class 2

02/15/08

02/15/08

$1.51

Investor Class

02/15/08

02/15/08

$1.51

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2007, $72,703,142, or, if subsequently determined to be different, the net capital gain of such year.

Initial Class designates 12% and 9%; Service Class designates 12% and 10%; Service Class 2 designates 13% and 10%; and Investor Class designates 12% and 10%; of the dividends distributed in February and December 2007, respectively as qualifying for the dividends-received deduction for corporate shareholders.

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Asset Manager Portfolio

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

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Equity Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its July 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

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

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

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

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board also considered that Fidelity voluntarily pays for market data out of its own resources. The Board also considered the agreement reached between the Independent Trustees and Fidelity in December 2006 following an independent review of matters relating to receipt of travel, entertainment, gifts and gratuities in violation of Fidelity policies.

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

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in July 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance and Compliance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a proprietary custom index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2006, the cumulative total returns of Initial Class and Service Class 2 of the fund, the cumulative total returns of a proprietary custom index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Initial Class and Service Class 2 show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's proprietary custom index is an index developed by FMR that represents the performance of the fund's three asset classes according to their respective weightings in the fund's neutral mix.

VIP Asset Manager Portfolio



The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Initial Class of the fund was in the fourth quartile for all the periods shown. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board discussed with FMR actions to be taken by FMR to improve the fund's disappointing performance relative to its peer group. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

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

VIP Asset Manager Portfolio



The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

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

The Board noted that the total expenses of each of Initial Class, Investor Class and Service Class ranked below its competitive median for 2006, and the total expenses of Service Class 2 ranked above its competitive median for 2006. The Board noted that the fund offers multiple classes, each of which has a different 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

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

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

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

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

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

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

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

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

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. In connection with the renewal of the fund's management contract, the Board approved amendments to the fund's management contract that added four new fee breakpoints to the group fee rate schedule for assets under FMR's management above $1,386 billion. The Board considered that the group fee rate declines under both the present and amended schedules, but that under the amended schedule, the group fee rate declines faster as assets under FMR's management exceed $1,386 billion. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

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

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) Fidelity's portfolio manager compensation structure, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (iii) Fidelity's fee structures; (iv) the funds' sub-advisory arrangements; and (v) accounts managed by Fidelity other than the Fidelity funds.

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

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

Fidelity Investments Money Management, Inc.

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors
(U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

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

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPAM-ANN-0208
1.540206.110

Fidelity® Variable Insurance Products:
Asset Manager: Growth
® Portfolio

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

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

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Past 5
years

Past 10
years

VIP Asset Manager: Growth - Initial Class

18.97%

11.57%

4.84%

VIP Asset Manager: Growth - Service Class A

18.79%

11.44%

4.70%

VIP Asset Manager: Growth - Service Class 2 B

18.68%

11.26%

4.55%

VIP Asset Manager: Growth - Investor Class C

18.78%

11.47%

4.79%

A Performance for Service Class shares reflects an asset-based service fee (12b-1 fee).

B The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflects an asset-based service fee (12b-1 fee). Returns prior to January 12, 2000 are those of Service Class which reflect a different 12b-1 fee. Had Service Class 2's 12b-1 fee been reflected, returns prior to January 12, 2000 would have been lower.

C The initial offering of Investor Class shares took place on July 21, 2005. Returns prior to July 21, 2005 are those of Initial Class. If Investor Class's transfer agent fee had been reflected, returns prior to July 21, 2005 would have been lower.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Asset Manager: Growth Portfolio - Initial Class on December 31, 1997. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Richard Habermann and Derek Young, Lead Co-Managers of VIP Asset Manager: Growth Portfolio

U.S. equity markets, as measured by the bellwether Dow Jones Industrial AverageSM and the Standard & Poor's 500SM Index, registered their fifth consecutive year of positive returns in 2007, as the Dow rose 8.88% and the S&P 500® index advanced 5.49%. The tech-heavy NASDAQ Composite® Index did even better, increasing 10.55%. However, credit- and recession-related concerns carved deeply into stock prices late in 2007, pushing some major market measures into negative territory for the year overall, particularly smaller-cap and value-oriented benchmarks. Based largely on a weak U.S. dollar that boosted returns for U.S. investors, the Morgan Stanley Capital InternationalSM Europe, Australasia, and Far East (MSCI® EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - beat most domestic equity measures, gaining 11.33%. Several European countries had outstanding performance, including Finland and Germany, while Australia also did very well. However, fallout from the credit crunch and concerns about export growth tempered U.K. stocks, while fears that Japanese financial companies would become embroiled in the U.S. subprime mortgage crisis contributed to a loss of more than 4% for the Japanese portion of the index. The emerging-markets stock asset class soared 39.78% according to the MSCI Emerging Markets index. The U.S. investment-grade bond market climbed 6.97% as measured by the Lehman Brothers® U.S. Aggregate Index, beating the 2.53% gain for the Merrill Lynch® U.S. High Yield Master II Constrained Index. The emerging-markets bond category shook off a sluggish first half of 2007 to finish the year with a respectable gain of 6.28% as measured by the J.P. Morgan Emerging Markets Bond Index (EMBI) Global, while the Citigroup® Non-U.S. Group of 7 Index - representing the debt performance of major global economies, excluding the United States - rose 13.05%.

Returns in the high-teens placed the fund's share classes several lengths ahead of their benchmarks for the year, with the Fidelity Asset Manager 70% Composite Index rising just 6.62%. Stellar performance from the domestic equity subportfolio is what fueled the fund's success during the period. Asset allocation and excess returns from our short-term (cash) holdings provided only a minor boost. (For specific portfolio performance results, please refer to the performance section of this report.) The fund benefited from its slight bias toward equities, which outperformed investment-grade debt and cash through October. Unfortunately, we gave up most of these gains in the final two months of the period as investors fled riskier assets for high-quality fixed-income securities. Within equities, overweighting foreign securities overall was helpful, as overseas markets beat their U.S. counterparts. Unfortunately, subpar security selection within the international equity component - which transitioned in December to a Fidelity central fund - more than offset the benefit from overweighting foreign stocks. In fixed income, underweighting investment-grade debt and cash paid off, but out-of-benchmark allocations to high-yield and floating-rate securities detracted when the credit crisis spread to these markets. Security selection helped the domestic equity portion of the fund beat the Dow Jones Wilshire 5000 Composite IndexSM by a wide margin, with the strongest picks coming within materials, technology, financials and consumer discretionary. Holdings in more-internationally focused companies were particularly beneficial to performance. Sector positioning also contributed, led by large overweightings in energy and materials - which increased during the period - and a sizable underweighting in financials. Results were tempered by an underweighting and some weak picks within consumer staples, as well as by ineffective stock selection in transportation. Among the top individual contributors were several materials stocks, including crop seed producer Monsanto and fertilizer producers Mosaic and Potash Corp. of Saskatchewan. Canada's Research In Motion, maker of the BlackBerry mobile messaging device, also was a standout performer. Detractors included biotechnology company Celgene, Canadian gold miner Goldcorp and Latin American wireless provider NII Holdings. The fund's collective bond holdings trailed the Lehman Brothers Aggregate index due to weak results from the investment-grade central fund, which had exposure to the sell-off in subprime mortgage securities. Although allocations to high yield and floating rate detracted, strong security and market selection helped these two central funds beat their respective indexes. The cash component of the fund topped its benchmark as well.

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

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to
December 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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


Beginning
Account Value
July 1, 2007


Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007 to
December 31, 2007

Initial Class

Actual

$ 1,000.00

$ 1,083.90

$ 3.83

HypotheticalA

$ 1,000.00

$ 1,021.53

$ 3.72

Service Class

Actual

$ 1,000.00

$ 1,082.70

$ 4.36

HypotheticalA

$ 1,000.00

$ 1,021.02

$ 4.23

Service Class 2

Actual

$ 1,000.00

$ 1,082.70

$ 5.35

HypotheticalA

$ 1,000.00

$ 1,020.06

$ 5.19

Investor Class

Actual

$ 1,000.00

$ 1,082.70

$ 4.51

HypotheticalA

$ 1,000.00

$ 1,020.87

$ 4.38

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Annualized
Expense Ratio

Initial Class

.73%

Service Class

.83%

Service Class 2

1.02%

Investor Class

.86%

Annual Report

Investment Changes

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each Fidelity Central Fund.

Top Ten Stocks as of December 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

The Mosaic Co.

2.7

1.0

Potash Corp. of Saskatchewan, Inc.

2.2

1.0

Monsanto Co.

1.9

1.5

Apple, Inc.

1.9

1.1

Valero Energy Corp.

1.8

1.6

Ultra Petroleum Corp.

1.4

1.1

CME Group, Inc.

1.3

0.0

Nintendo Co. Ltd.

1.3

0.5

Goldcorp, Inc.

1.2

0.0

Freeport-McMoRan Copper & Gold, Inc. Class B

1.1

0.7

16.8

Market Sectors as of December 31, 2007

(stocks only)

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

16.1

12.1

Materials

12.0

6.9

Industrials

9.5

5.1

Financials

8.4

5.6

Information Technology

6.7

9.5

Health Care

6.2

6.2

Consumer Discretionary

3.9

5.5

Utilities

2.9

2.6

Telecommunication Services

1.7

4.1

Consumer Staples

1.4

2.1

Asset Allocation (% of fund's net assets)

As of December 31, 2007 *

As of June 30, 2007 **

Stock Class and
Equity Futures 73.0%

Stock Class and
Equity Futures 68.5%

Bond Class 26.0%

Bond Class 28.3%

Short-Term Class 1.0%

Short-Term Class 3.2%

* Foreign investments

26.3%

** Foreign investments

20.2%

Asset allocations in the pie chart reflect the categorization of assets as defined in the fund's prospectus in effect as of the time period indicated above. Financial Statement categorizations conform to accounting standards and will differ from the pie chart. Percentages are adjusted for the effect of futures contracts and swap contracts, if applicable.

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds is available at advisor.fidelity.com.

Annual Report

Investments December 31, 2007

Showing Percentage of Net Assets

Common Stocks - 60.6%

Shares

Value

CONSUMER DISCRETIONARY - 3.1%

Diversified Consumer Services - 0.4%

Sotheby's Class A (ltd. vtg.)

21,600

$ 822,960

Hotels, Restaurants & Leisure - 1.1%

Burger King Holdings, Inc.

23,500

669,985

Home Inns & Hotels Management, Inc. ADR (a)

18,600

662,904

McDonald's Corp.

16,200

954,342

Nissin Healthcare Food Service Co.

1,300

14,860

Vail Resorts, Inc. (a)(d)

7,500

403,575

2,705,666

Internet & Catalog Retail - 0.5%

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

11,300

1,297,918

Media - 0.5%

Focus Media Holding Ltd. ADR (a)

19,100

1,085,071

Virgin Media, Inc.

4,050

69,417

1,154,488

Multiline Retail - 0.3%

JCPenney Co., Inc.

8,000

351,920

Kohl's Corp. (a)

6,700

306,860

658,780

Textiles, Apparel & Luxury Goods - 0.3%

Crocs, Inc. (a)

22,200

817,182

TOTAL CONSUMER DISCRETIONARY

7,456,994

CONSUMER STAPLES - 0.7%

Food & Staples Retailing - 0.7%

ABB Grain Ltd.

44

326

Costco Wholesale Corp.

12,500

872,000

Whole Foods Market, Inc.

21,800

889,440

1,761,766

ENERGY - 15.4%

Energy Equipment & Services - 4.1%

Atwood Oceanics, Inc. (a)

15,800

1,583,792

Cameron International Corp. (a)

31,400

1,511,282

FMC Technologies, Inc. (a)

14,900

844,830

National Oilwell Varco, Inc. (a)

13,200

969,672

Oceaneering International, Inc. (a)

19,000

1,279,650

Schlumberger Ltd. (NY Shares)

9,700

954,189

Smith International, Inc.

6,100

450,485

Transocean, Inc. (a)

10,424

1,492,196

Weatherford International Ltd. (a)

11,700

802,620

9,888,716

Shares

Value

Oil, Gas & Consumable Fuels - 11.3%

Apache Corp.

9,900

$ 1,064,646

Arch Coal, Inc.

41,600

1,869,088

Cabot Oil & Gas Corp.

28,800

1,162,656

Cameco Corp.

20,600

820,434

Chesapeake Energy Corp.

25,200

987,840

China Shenhua Energy Co. Ltd.
(H Shares)

166,500

995,101

Exxon Mobil Corp.

18,000

1,686,420

Hess Corp.

21,800

2,198,748

Marathon Oil Corp.

10,500

639,030

Peabody Energy Corp.

30,700

1,892,348

Petroplus Holdings AG

18,242

1,411,650

Quicksilver Resources, Inc. (a)

17,500

1,042,825

Range Resources Corp.

21,800

1,119,648

SandRidge Energy, Inc.

1,100

39,446

Sunoco, Inc.

12,500

905,500

Tesoro Corp.

17,000

810,900

Ultra Petroleum Corp. (a)

45,700

3,267,550

Valero Energy Corp.

60,500

4,236,815

Williams Companies, Inc.

30,400

1,087,712

27,238,357

TOTAL ENERGY

37,127,073

FINANCIALS - 6.1%

Capital Markets - 1.4%

Fortress Investment Group LLC (d)

31,200

486,096

GLG Partners, Inc. (a)

24,000

326,400

Goldman Sachs Group, Inc.

5,000

1,075,250

Lehman Brothers Holdings, Inc.

6,700

438,448

Och-Ziff Capital Management Group LLC Class A

32,400

851,472

The Blackstone Group LP

12,500

276,625

3,454,291

Commercial Banks - 1.3%

Banco Itau Holding Financeira SA sponsored ADR (non-vtg.)

63,800

1,649,868

Raiffeisen International Bank Holding AG

1,516

229,210

Uniao de Bancos Brasileiros SA (Unibanco) GDR

9,500

1,326,580

3,205,658

Diversified Financial Services - 2.3%

Apollo Global Management LLC (e)

50,700

1,102,725

Bolsa de Mercadorias & Futuros -
BM&F SA

19,600

272,528

Bovespa Holding SA

47,600

891,564

CME Group, Inc.

4,700

3,224,200

5,491,017

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - 0.7%

American International Group, Inc.

12,400

$ 722,920

Principal Financial Group, Inc.

13,700

943,108

1,666,028

Real Estate Investment Trusts - 0.4%

Annaly Capital Management, Inc.

53,800

978,084

TOTAL FINANCIALS

14,795,078

HEALTH CARE - 5.7%

Biotechnology - 1.7%

Biogen Idec, Inc. (a)

9,600

546,432

Celgene Corp. (a)

32,500

1,501,825

CSL Ltd.

3,600

114,652

Gilead Sciences, Inc. (a)

43,500

2,001,435

4,164,344

Health Care Equipment & Supplies - 0.6%

Beckman Coulter, Inc.

12,700

924,560

Becton, Dickinson & Co.

6,900

576,702

1,501,262

Health Care Providers & Services - 2.1%

Express Scripts, Inc. (a)

12,700

927,100

Humana, Inc. (a)

19,700

1,483,607

Medco Health Solutions, Inc. (a)

13,600

1,379,040

UnitedHealth Group, Inc.

20,800

1,210,560

5,000,307

Pharmaceuticals - 1.3%

Elan Corp. PLC sponsored ADR (a)

78,400

1,723,232

Merck & Co., Inc.

24,100

1,400,451

3,123,683

TOTAL HEALTH CARE

13,789,596

INDUSTRIALS - 8.4%

Aerospace & Defense - 4.7%

General Dynamics Corp.

24,100

2,144,659

Honeywell International, Inc.

12,500

769,625

L-3 Communications Holdings, Inc.

22,400

2,373,056

Lockheed Martin Corp.

22,900

2,410,454

Precision Castparts Corp.

10,100

1,400,870

Raytheon Co.

29,900

1,814,930

The Boeing Co.

7,000

612,220

11,525,814

Airlines - 0.2%

Delta Air Lines, Inc. (a)

13,600

202,504

UAL Corp.

7,300

260,318

462,822

Commercial Services & Supplies - 0.0%

EnergySolutions, Inc.

1,400

37,786

Shares

Value

Electrical Equipment - 1.4%

ABB Ltd. sponsored ADR

57,600

$ 1,658,880

Alstom SA

4,400

943,940

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

9,000

740,880

3,343,700

Industrial Conglomerates - 0.3%

McDermott International, Inc. (a)

11,000

649,330

Machinery - 1.7%

Caterpillar, Inc.

3,000

217,680

Cummins, Inc.

11,900

1,515,703

Eaton Corp.

15,600

1,512,420

MAN AG

2,900

481,631

NGK Insulators Ltd.

4,000

107,438

Sulzer AG (Reg.)

200

293,832

4,128,704

Marine - 0.1%

DryShips, Inc.

2,300

178,020

TOTAL INDUSTRIALS

20,326,176

INFORMATION TECHNOLOGY - 6.3%

Communications Equipment - 1.2%

Cisco Systems, Inc. (a)

43,300

1,172,131

Harris Corp.

12,100

758,428

Infinera Corp.

12,600

186,984

Research In Motion Ltd. (a)

5,200

589,680

Starent Networks Corp.

12,100

220,825

2,928,048

Computers & Peripherals - 2.1%

Apple, Inc. (a)

23,300

4,615,264

Data Domain, Inc.

12,900

339,786

EMC Corp. (a)

12,600

233,478

5,188,528

Electronic Equipment & Instruments - 0.1%

Ibiden Co. Ltd.

3,400

235,528

Internet Software & Services - 0.6%

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

2,100

1,452,108

Semiconductors & Semiconductor Equipment - 1.0%

Cree, Inc. (a)

18,500

508,195

Entropic Communications, Inc.

24,100

175,448

Intel Corp.

34,800

927,768

SiRF Technology Holdings, Inc. (a)

31,400

789,082

2,400,493

Software - 1.3%

Nintendo Co. Ltd.

5,300

3,139,720

TOTAL INFORMATION TECHNOLOGY

15,344,425

MATERIALS - 11.2%

Chemicals - 7.2%

Monsanto Co.

41,400

4,623,966

Common Stocks - continued

Shares

Value

MATERIALS - continued

Chemicals - continued

Potash Corp. of Saskatchewan, Inc.

37,600

$ 5,412,896

The Mosaic Co. (a)

70,300

6,632,102

Uralkali JSC:

ADR (a)(e)

2,800

104,300

unit (a)

17,300

644,425

17,417,689

Metals & Mining - 4.0%

ArcelorMittal SA (NY Reg.) Class A

16,500

1,276,275

BHP Billiton Ltd. sponsored ADR

12,400

868,496

Companhia Vale do Rio Doce
sponsored ADR

31,700

1,035,639

European Goldfields Ltd. (a)

3,200

17,650

Freeport-McMoRan Copper & Gold, Inc. Class B

24,900

2,550,756

Goldcorp, Inc.

88,800

3,020,925

Kinross Gold Corp. (a)

24,900

458,628

RTI International Metals, Inc. (a)

5,400

372,222

9,600,591

TOTAL MATERIALS

27,018,280

TELECOMMUNICATION SERVICES - 1.2%

Diversified Telecommunication Services - 0.2%

Telefonica SA sponsored ADR

5,800

566,022

Wireless Telecommunication Services - 1.0%

China Mobile (Hong Kong) Ltd. sponsored ADR

18,900

1,641,843

NII Holdings, Inc. (a)

13,800

666,816

2,308,659

TOTAL TELECOMMUNICATION SERVICES

2,874,681

UTILITIES - 2.5%

Electric Utilities - 1.3%

Duke Energy Corp.

42,600

859,242

Entergy Corp.

11,700

1,398,384

Reliant Energy, Inc. (a)

38,700

1,015,488

3,273,114

Independent Power Producers & Energy Traders - 1.2%

Constellation Energy Group, Inc.

13,100

1,343,143

NRG Energy, Inc. (a)

33,600

1,456,224

2,799,367

TOTAL UTILITIES

6,072,481

TOTAL COMMON STOCKS

(Cost $118,253,545)

146,566,550

Nonconvertible Preferred Stocks - 0.1%

Shares

Value

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

Istituto Finanziario Industriale SpA (IFI) (a)

5,500

$ 187,022

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $213,299)

187,022

U.S. Treasury Obligations - 0.5%

Principal Amount

U.S. Treasury Bills, yield at date of purchase 3.03% to 4.11% 1/10/08 to 3/6/08 (f)
(Cost $1,154,002)

$ 1,160,000

1,154,216

International Equity Funds - 8.3%

Shares

Fidelity International Equity
Central Fund (g)
(Cost $20,646,496)

208,200

20,230,794

Fixed-Income Funds - 25.2%

Fidelity Floating Rate Central Fund (g)

64,488

6,173,436

Fidelity High Income Central Fund 1 (g)

35,216

3,399,366

Fidelity VIP Investment Grade Central Fund (g)

500,696

51,321,331

TOTAL FIXED-INCOME FUNDS

(Cost $60,762,419)

60,894,133

Money Market Funds - 4.6%

Fidelity Cash Central Fund, 4.58% (b)

9,249,039

9,249,039

Fidelity Securities Lending Cash Central Fund, 4.65% (b)(c)

1,981,500

1,981,500

TOTAL MONEY MARKET FUNDS

(Cost $11,230,539)

11,230,539

Cash Equivalents - 1.1%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at:

1.28%, dated 12/31/07 due 1/2/08 (Collateralized by U.S. Government Obligations) #

$ 2,693,191

$ 2,693,000

1.41%, dated 12/31/07 due 1/2/08 (Collateralized by U.S. Government Obligations) #

30,002

30,000

TOTAL CASH EQUIVALENTS

(Cost $2,723,000)

2,723,000

TOTAL INVESTMENT PORTFOLIO - 100.4%

(Cost $214,983,300)

242,986,254

NET OTHER ASSETS - (0.4)%

(1,014,641)

NET ASSETS - 100%

$ 241,971,613

Futures Contracts

Expiration Date

Underlying Face Amount at Value

Unrealized Appreciation/(Depreciation)

Purchased

Equity Index Contracts

12 Dow Jones Euro Stoxx 50 Index Contracts (Germany)

March 2008

$ 776,693

$ 16,240

6 FTSE 100 Index Contracts (United Kingdom)

March 2008

769,507

20,651

20 S&P 500 Index Contracts

March 2008

7,386,000

(106,580)

5 TOPIX 150 Index Contracts (Japan)

March 2008

659,104

(45,112)

TOTAL EQUITY INDEX CONTRACTS

$ 9,591,304

$ (114,801)

The face value of futures purchased as a percentage of net assets - 4.0%

Legend

(a) Non-income producing

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

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,207,025 or 0.5% of net assets.

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $1,129,350.

(g) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's web site at www.sec.gov. A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

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

Repurchase Agreement / Counterparty

Value

$2,693,000 due 1/02/08 at 1.28%

Banc of America Securities LLC

$ 511,788

Barclays Capital, Inc.

878,544

Goldman, Sachs & Co.

1,302,668

$ 2,693,000

$30,000 due 1/02/08 at 1.41%

ABN AMRO Bank N.V., New York Branch

$ 13,102

Lehman Brothers, Inc.

8,156

Merrill Lynch Government Securities, Inc.

8,742

$ 30,000

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,243,042

Fidelity Floating Rate Central Fund

529,674

Fidelity High Income Central Fund 1

391,766

Fidelity Securities Lending Cash Central Fund

19,030

Fidelity VIP Investment Grade Central Fund

2,637,937

Total

$ 4,821,449

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value, beginning of period

Purchases

Sales Proceeds

Value, end of period

% ownership, end of period

Fidelity Floating Rate Central Fund

$ 7,094,413

$ -

$ 589,907

$ 6,173,436

0.2%

Fidelity High Income Central Fund 1

5,260,980

2,502,684

4,258,109

3,399,366

1.3%

Fidelity International Equity Central Fund

-

20,646,493

-

20,230,794

2.3%

Fidelity VIP Investment Grade Central Fund

51,656,430

3,555,972

3,698,155

51,321,331

1.4%

Total

$ 64,011,823

$ 26,705,149

$ 8,546,171

$ 81,124,927

Other Information

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

U.S. Government and U.S. Government Agency Obligations

13.1%

AAA,AA,A

5.5%

BBB

3.5%

BB

1.7%

B

1.5%

CCC,CC,C

0.3%

Not Rated

0.2%

Equities

72.8%

Short-Term Investments and Net Other Assets

1.4%

100.0%

We have used ratings from Moody's Investors Services, Inc. Where Moody's ratings are not available, we have used S&P ratings. All ratings are as of the report date and do not reflect subsequent downgrades. Percentages are adjusted for the effect of futures contracts, if applicable.

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

United States of America

73.7%

Canada

5.8%

Japan

2.2%

Brazil

2.2%

Switzerland

2.0%

United Kingdom

1.8%

Germany

1.7%

France

1.3%

China

1.3%

Australia

1.1%

Hong Kong

1.0%

Others (individually less than 1%)

5.9%

100.0%

Income Tax Information

At December 31, 2007, the fund had a capital loss carryforward of approximately $15,645,137 of which $7,031,250 and $8,613,887 will expire on December 31, 2010 and 2011, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (including securities loaned of $1,904,990 and repurchase agreements of $2,723,000) - See accompanying schedule:

Unaffiliated issuers
(cost $122,343,846)

$ 150,630,788

Fidelity Central Funds
(cost $92,639,454)

92,355,466

Total Investments
(cost $214,983,300)

$ 242,986,254

Cash

18,116

Foreign currency held at value
(cost $8)

9

Receivable for investments sold

226,023

Receivable for fund shares sold

840,057

Dividends receivable

123,084

Distributions receivable from Fidelity Central Funds

406,596

Prepaid expenses

756

Other receivables

3,936

Total assets

244,604,831

Liabilities

Payable for investments purchased

$ 268,270

Payable for fund shares redeemed

122,255

Accrued management fee

110,712

Distribution fees payable

2,112

Payable for daily variation on futures contracts

60,433

Other affiliated payables

24,465

Other payables and accrued expenses

63,471

Collateral on securities loaned, at value

1,981,500

Total liabilities

2,633,218

Net Assets

$ 241,971,613

Net Assets consist of:

Paid in capital

$ 229,988,449

Distributions in excess of net investment income

(57)

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

(15,906,229)

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

27,889,450

Net Assets

$ 241,971,613

Statement of Assets and Liabilities - continued

December 31, 2007

Initial Class:
Net Asset Value
, offering price and redemption price per share ($211,867,040 ÷ 13,659,556 shares)

$ 15.51

Service Class:
Net Asset Value
, offering price and redemption price per share ($5,112,838 ÷ 331,745 shares)

$ 15.41

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($8,621,815 ÷ 562,179 shares)

$ 15.34

Investor Class:
Net Asset Value
, offering price and redemption price per share ($16,369,920 ÷ 1,058,603 shares)

$ 15.46

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

Annual Report

Statement of Operations

Year ended December 31, 2007

Investment Income

Dividends

$ 1,398,771

Interest

86,083

Income from Fidelity Central Funds

4,821,449

Total income

6,306,303

Expenses

Management fee

$ 1,296,369

Transfer agent fees

177,539

Distribution fees

22,086

Accounting and security lending fees

114,714

Custodian fees and expenses

53,283

Independent trustees' compensation

802

Audit

75,298

Legal

1,751

Miscellaneous

7,198

Total expenses before reductions

1,749,040

Expense reductions

(11,975)

1,737,065

Net investment income (loss)

4,569,238

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $7,221)

23,279,856

Fidelity Central Funds

166,608

Foreign currency transactions

(87,728)

Futures contracts

539,117

Capital gain distributions from Fidelity Central Funds

35,641

Total net realized gain (loss)

23,933,494

Change in net unrealized appreciation (depreciation) on:

Investment securities

12,203,908

Assets and liabilities in foreign currencies

1,548

Futures contracts

(404,090)

Total change in net unrealized appreciation (depreciation)

11,801,366

Net gain (loss)

35,734,860

Net increase (decrease) in net assets resulting from operations

$ 40,304,098

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 4,569,238

$ 4,942,223

Net realized gain (loss)

23,933,494

20,416,971

Change in net unrealized appreciation (depreciation)

11,801,366

(8,351,251)

Net increase (decrease) in net assets resulting from operations

40,304,098

17,007,943

Distributions to shareholders from net investment income

(9,798,205)

(5,395,505)

Share transactions - net increase (decrease)

(18,820,400)

(55,081,737)

Total increase (decrease) in net assets

11,685,493

(43,469,299)

Net Assets

Beginning of period

230,286,120

273,755,419

End of period (including distributions in excess of net investment income of $57 and undistributed net investment
income of $4,929,195, respectively)

$ 241,971,613

$ 230,286,120

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 13.60

$ 12.97

$ 12.78

$ 12.33

$ 10.33

Income from Investment Operations

Net investment income (loss) C

.29

.26

.24

.26 F

.26

Net realized and unrealized gain (loss)

2.24

.63

.25

.47

2.06

Total from investment operations

2.53

.89

.49

.73

2.32

Distributions from net investment income

(.62)

(.26)

(.30)

(.28)

(.32)

Net asset value, end of period

$ 15.51

$ 13.60

$ 12.97

$ 12.78

$ 12.33

Total Return A, B

18.97%

6.99%

3.89%

5.98%

23.34%

Ratios to Average Net Assets D, G

Expenses before reductions

.74%

.77%

.74%

.75%

.73%

Expenses net of fee waivers, if any

.74%

.77%

.74%

.75%

.73%

Expenses net of all reductions

.73%

.73%

.72%

.74%

.72%

Net investment income (loss)

1.98%

2.01%

1.93%

2.15%

2.33%

Supplemental Data

Net assets, end of period (000 omitted)

$ 211,867

$ 212,222

$ 260,968

$ 306,137

$ 335,285

Portfolio turnover rate E

132%

233%

43%

57%

65%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Investment income per share reflects a special dividend which amounted to $.04 per share.

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

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 13.51

$ 12.88

$ 12.69

$ 12.25

$ 10.27

Income from Investment Operations

Net investment income (loss) C

.27

.25

.23

.25 F

.24

Net realized and unrealized gain (loss)

2.22

.63

.24

.46

2.05

Total from investment operations

2.49

.88

.47

.71

2.29

Distributions from net investment income

(.59)

(.25)

(.28)

(.27)

(.31)

Net asset value, end of period

$ 15.41

$ 13.51

$ 12.88

$ 12.69

$ 12.25

Total Return A, B

18.79%

6.93%

3.79%

5.85%

23.15%

Ratios to Average Net Assets D, G

Expenses before reductions

.84%

.87%

.84%

.88%

.85%

Expenses net of fee waivers, if any

.84%

.87%

.84%

.88%

.85%

Expenses net of all reductions

.83%

.83%

.82%

.87%

.84%

Net investment income (loss)

1.88%

1.91%

1.83%

2.02%

2.21%

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,113

$ 4,977

$ 5,604

$ 5,907

$ 6,692

Portfolio turnover rate E

132%

233%

43%

57%

65%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Investment income per share reflects a special dividend which amounted to $.04 per share.

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

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 13.42

$ 12.81

$ 12.61

$ 12.19

$ 10.21

Income from Investment Operations

Net investment income (loss) C

.25

.22

.20

.22 F

.22

Net realized and unrealized gain (loss)

2.21

.62

.25

.46

2.05

Total from investment operations

2.46

.84

.45

.68

2.27

Distributions from net investment income

(.54)

(.23)

(.25)

(.26)

(.29)

Net asset value, end of period

$ 15.34

$ 13.42

$ 12.81

$ 12.61

$ 12.19

Total Return A, B

18.68%

6.64%

3.65%

5.63%

23.03%

Ratios to Average Net Assets D, G

Expenses before reductions

1.02%

1.05%

1.03%

1.06%

1.05%

Expenses net of fee waivers, if any

1.02%

1.05%

1.03%

1.06%

1.05%

Expenses net of all reductions

1.01%

1.02%

1.02%

1.05%

1.04%

Net investment income (loss)

1.70%

1.73%

1.64%

1.84%

2.01%

Supplemental Data

Net assets, end of period (000 omitted)

$ 8,622

$ 6,205

$ 5,854

$ 6,399

$ 6,694

Portfolio turnover rate E

132%

233%

43%

57%

65%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Investment income per share reflects a special dividend which amounted to $.04 per share.

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

Financial Highlights - Investor Class

Years ended December 31,

2007

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 13.56

$ 12.96

$ 12.60

Income from Investment Operations

Net investment income (loss) E

.27

.24

.10

Net realized and unrealized gain (loss)

2.23

.63

.26

Total from investment operations

2.50

.87

.36

Distributions from net investment income

(.60)

(.27)

-

Net asset value, end of period

$ 15.46

$ 13.56

$ 12.96

Total Return B, C, D

18.78%

6.80%

2.86%

Ratios to Average Net Assets F, I

Expenses before reductions

.86%

.92%

.96% A

Expenses net of fee waivers, if any

.86%

.92%

.96% A

Expenses net of all reductions

.86%

.89%

.94% A

Net investment income (loss)

1.86%

1.86%

1.83% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 16,370

$ 6,882

$ 1,330

Portfolio turnover rate G

132%

233%

43%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period July 21, 2005 (commencement of sale of shares) to December 31, 2005.

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

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP Asset Manager: Growth Portfolio (the Fund) is a fund of Variable Insurance Products Fund V (the trust) (formerly of Variable Insurance Products Fund II) and is authorized to issue an unlimited number of shares. Effective, April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Fund reorganized into Variable Insurance Products V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Fund's investment strategies or Fidelity Management & Research Company's (FMR) management of the Fund. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

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

Based on their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund

Investment Manager

Investment Objective

Investment Practices

Fidelity International Equity Central Fund

Fidelity Management & Research Company, Inc. (FMRC)

Seeks capital appreciation by investing primarily in non-US based common stocks, including securities of issuers located in emerging markets.

Delayed Delivery & When Issued Securities, Foreign Securities, Repurchase Agreements

Fidelity Floating Rate Central Fund

FMRC

Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

Loans & Direct Debt Instruments,

Repurchase Agreements,

Restricted Securities

Fidelity High Income Central Fund 1

FMRC

Seeks a high level of income and may also seek capital appreciation by investing primarily in debt securities, preferred stocks, and convertible securities, with an emphasis on lower-quality debt securities.

Loans & Direct Debt Instruments,

Repurchase Agreements,

Restricted Securities

VIP Investment Grade Central Fund

Fidelity Investments Money Management, Inc. (FIMM)

Seeks a high level of current income by normally investing in investment-grade debt securities and repurchase agreements.

Delayed Delivery & When Issued Securities,

Mortgage Dollar Rolls,

Repurchase Agreements,

Restricted Securities

Swap Agreements

Fidelity Money Market Central Funds

FIMM

Seeks to obtain a high level of current income consistent with the preservation of capital and liquidity.

Short-term investments

The Central Funds may have direct or indirect exposure to securities of issuers that hold mortgage securities, including securities backed by subprime mortgage loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be adversely affected by shifts in the market's perception of the issuers and changes in interest rates.

Annual Report

2. Investments in Fidelity Central Funds - continued

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. A complete list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as available dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds and monitoring current market trading activity, interest rates, credit quality and default rates for debt instruments. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used cannot be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Capital accounts within the financial statements are adjusted for permanent book-tax differences. Certain adjustments have been made to the accounts relating to prior periods. Collectively, these adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, futures transactions, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, financing transactions, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 31,670,586

Unrealized depreciation

(4,162,995)

Net unrealized appreciation (depreciation)

27,507,591

Undistributed ordinary income

120,520

Capital loss carryforward

(15,645,137)

Cost for federal income tax purposes

$ 215,478,663

The tax character of distributions paid was as follows:

December 31, 2007

December 31, 2006

Ordinary Income

$ 9,798,205

$ 5,395,505

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements
(SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

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

Annual Report

4. Operating Policies - continued

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities including the Equity and Fixed-Income Central Funds, other than short-term securities and U.S. government securities, aggregated $272,919,922 and $293,782,683, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .56% of the Fund's average net assets.

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

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

Service Class

$ 4,969

Service Class 2

17,117

$ 22,086

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class with the exception of Investor Class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of average net assets. Investor Class pays a monthly asset-based transfer agent fee of .18% of average net assets. The total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 145,784

Service Class

3,489

Service Class 2

7,008

Investor Class

21,258

$ 177,539

Effective February 1, 2008, the Board of Trustees approved a decrease to Investor Class' asset-based fee from .18% to .15% of average net assets.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,556 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $487 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $19,030.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $11,360 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $561.

10. Other.

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

At the end of the period, FMR or its affiliates were the owners of record of 73% of the total outstanding shares of the Fund.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Annual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2007

2006

From net investment income

Initial Class

$ 8,859,832

$ 5,133,316

Service Class

204,868

109,477

Service Class 2

261,814

111,371

Investor Class

471,691

41,341

Total

$ 9,798,205

$ 5,395,505

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended December 31,

2007

2006

2007

2006

Initial Class

Shares sold

362,169

471,898

$ 5,422,430

$ 6,042,415

Reinvestment of distributions

614,047

399,480

8,859,831

5,133,316

Shares redeemed

(2,920,445)

(5,386,526)

(42,137,623)

(70,711,679)

Net increase (decrease)

(1,944,229)

(4,515,148)

$ (27,855,362)

$ (59,535,948)

Service Class

Shares sold

20,432

20,643

$ 287,973

$ 268,081

Reinvestment of distributions

14,289

8,573

204,868

109,477

Shares redeemed

(71,493)

(95,735)

(1,011,333)

(1,232,677)

Net increase (decrease)

(36,772)

(66,519)

$ (518,492)

$ (855,119)

Service Class 2

Shares sold

308,193

122,361

$ 4,486,311

$ 1,590,518

Reinvestment of distributions

18,038

8,762

261,814

111,371

Shares redeemed

(226,400)

(125,933)

(3,287,598)

(1,612,989)

Net increase (decrease)

99,831

5,190

$ 1,460,527

$ 88,900

Investor Class

Shares sold

724,903

550,642

$ 10,617,048

$ 7,124,044

Reinvestment of distributions

31,989

3,225

471,691

41,341

Shares redeemed

(205,796)

(148,989)

(2,995,812)

(1,944,955)

Net increase (decrease)

551,096

404,878

$ 8,092,927

$ 5,220,430

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and Shareholders of VIP Asset Manager: Growth Portfolio:

We have audited the accompanying statement of assets and liabilities of VIP Asset Manager: Growth Portfolio (the Fund), a fund of Variable Insurance Products Fund V, including the schedule of investments, as of December 31, 2007, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2007, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of VIP Asset Manager: Growth Portfolio as of December 31, 2007, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2006

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Asset Manager: Growth. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Ren Y. Cheng (50)

Year of Election or Appointment: 2007

Vice President of VIP Asset Manager: Growth. Mr. Cheng also serves as Vice President of certain Asset Allocation Funds (2007-present). Mr. Cheng is Chief Investment Officer of the Global Asset Allocation group (2007-present). Mr. Cheng also serves as Vice President of FMR and FMR Co., Inc. Mr. Cheng served as Managing Director of the Global Asset Allocation group (2005-2007). Previously, Mr. Cheng served as a portfolio manager for the Fidelity Freedom Funds.

Boyce I. Greer (51)

Year of Election or Appointment: 2005

Vice President of VIP Asset Manager: Growth. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Thomas J. Silvia (46)

Year of Election or Appointment: 2005

Vice President of VIP Asset Manager: Growth. Mr. Silvia also serves as Vice President of Fidelity's Fixed-Income Funds (2005-present) and Senior Vice President and Bond Group Leader of the Fidelity Investments Fixed-Income Division (2005-present). Previously, Mr. Silvia served as Vice President of certain Balanced Funds (2005-2007), certain Asset Allocation Funds (2005-2007), a Director of Fidelity's Taxable Bond portfolio managers (2002-2004) and a portfolio manager in the Bond Group (1997-2004).

Eric D. Roiter (59)

Year of Election or Appointment: 1998

Secretary of VIP Asset Manager: Growth. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Asset Manager Growth. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Asset Manager: Growth. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2004

Chief Compliance Officer of VIP Asset Manager: Growth. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Asset Manager: Growth. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Asset Manager: Growth. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Asset Manager: Growth. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2004

Assistant Treasurer of VIP Asset Manager: Growth. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Asset Manager: Growth. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Asset Manager: Growth. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The Board of Trustees of VIP Asset Manager: Growth Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

Pay Date

Record Date

Capital Gains

Initial Class

02/15/08

02/15/08

$0.01

Service Class

02/15/08

02/15/08

$0.01

Service Class 2

02/15/08

02/15/08

$0.01

Investor Class

02/15/08

02/15/08

$0.01

Service Class designates 26% and 18%; Investor Class designates 26% and 18%; Initial Class designates 25% and 17%; and Service Class 2 designates 29% and 19%; of the dividends distributed in February and December 2007 respectively as qualifying for the dividends-received deduction for corporate shareholders.

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Asset Manager: Growth Portfolio

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

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Equity Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its July 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

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

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

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

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board also considered that Fidelity voluntarily pays for market data out of its own resources. The Board also considered the agreement reached between the Independent Trustees and Fidelity in December 2006 following an independent review of matters relating to receipt of travel, entertainment, gifts and gratuities in violation of Fidelity policies.

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

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in July 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance and Compliance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a proprietary custom index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2006, the cumulative total returns of Initial Class and Service Class 2 of the fund, the cumulative total returns of a proprietary custom index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Initial Class and Service Class 2 show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's proprietary custom index is an index developed by FMR that represents the performance of the fund's three asset classes according to their respective weightings in the fund's neutral mix.

VIP Asset Manager: Growth Portfolio



The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Initial Class of the fund was in the fourth quartile for all the periods shown. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board discussed with FMR actions to be taken by FMR to improve the fund's disappointing performance relative to its peer group. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 30% means that 70% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

VIP Asset Manager: Growth Portfolio



The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

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

The Board noted that the total expenses of Initial Class ranked below its competitive median for 2006, and the total expenses of each of Investor Class, Service Class, and Service Class 2 ranked above its competitive median for 2006. The Board considered that the total expenses of Investor Class were above the median primarily due to its higher transfer agent fee. The Board noted that the fund offers multiple classes, each of which has a different 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

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

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

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

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

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

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

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

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

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. In connection with the renewal of the fund's management contract, the Board approved amendments to the fund's management contract that added four new fee breakpoints to the group fee rate schedule for assets under FMR's management above $1,386 billion. The Board considered that the group fee rate declines under both the present and amended schedules, but that under the amended schedule, the group fee rate declines faster as assets under FMR's management exceed $1,386 billion. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

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

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) Fidelity's portfolio manager compensation structure, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (iii) Fidelity's fee structures; (iv) the funds' sub-advisory arrangements; and (v) accounts managed by Fidelity other than the Fidelity funds.

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

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

Fidelity Investments Money Management, Inc.

Fidelity Investments Japan Limited

Fidelity International Investment Advisors
Fidelity International Investment Advisors
(U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPAMG-ANN-0208
1.540207.110

Fidelity® Variable Insurance Products:
Freedom Funds -
Income, 2005, 2010, 2015, 2020, 2025, 2030

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Freedom Income Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Freedom 2005 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Freedom 2010 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Freedom 2015 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Freedom 2020 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Freedom 2025 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Freedom 2030 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

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

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Freedom Funds Portfolio

VIP Freedom Income Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of
Fund
A

VIP Freedom Income - Initial Class

6.10%

6.59%

A From April 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom Income Portfolio - Initial Class on April 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers U.S. Aggregate Index performed over the same period.



Annual Report

VIP Freedom 2005 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of FundA

VIP Freedom 2005 - Initial Class

8.65%

9.82%

A From April 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2005 Portfolio - Initial Class on April 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers U.S. Aggregate Index performed over the same period.



VIP Freedom Funds Portfolio

VIP Freedom 2010 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of FundA

VIP Freedom 2010 - Initial Class

8.71%

10.07%

A From April 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2010 Portfolio - Initial Class on April 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers U.S. Aggregate Index performed over the same period.



Annual Report

VIP Freedom 2015 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of
Fund
A

VIP Freedom 2015 - Initial Class

9.33%

11.43%

A From April 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2015 Portfolio - Initial Class on April 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



VIP Freedom Funds Portfolio

VIP Freedom 2020 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of
Fund
A

VIP Freedom 2020 - Initial Class

10.23%

12.58%

A From April 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2020 Portfolio - Initial Class on April 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



Annual Report

VIP Freedom 2025 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of FundA

VIP Freedom 2025 - Initial Class

10.50%

13.22%

A From April 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2025 Portfolio - Initial Class on April 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



VIP Freedom Funds Portfolio

VIP Freedom 2030 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of
Fund
A

VIP Freedom 2030 - Initial Class

11.37%

14.23%

A From April 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2030 Portfolio - Initial Class on April 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Christopher Sharpe and Jonathan Shelon, Co-Portfolio Managers of VIP Freedom Funds

U.S. equity markets, as measured by the bellwether Dow Jones Industrial AverageSM and the Standard & Poor's 500SM Index, registered their fifth consecutive year of positive returns in 2007, as the Dow rose 8.88% and the S&P 500® index advanced 5.49%. The tech-heavy NASDAQ Composite® Index did even better, increasing 10.55%. However, credit- and recession-related concerns carved deeply into stock prices late in 2007, pushing some major market measures into negative territory for the year overall, particularly smaller-cap and value-oriented benchmarks. Based largely on a weak U.S. dollar that boosted returns for U.S. investors, the Morgan Stanley Capital InternationalSM Europe, Australasia, and Far East (MSCI® EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - beat most domestic equity measures, gaining 11.33%. Several European countries had outstanding performance, including Finland and Germany, while Australia also did very well. However, fallout from the credit crunch and concerns about export growth tempered U.K. stocks, while fears that Japanese financial companies would become embroiled in the U.S. subprime mortgage crisis contributed to a loss of more than 4% for the Japanese portion of the index. The emerging-markets stock asset class soared 39.78% according to the MSCI Emerging Markets index. The U.S. investment-grade bond market climbed 6.97% as measured by the Lehman Brothers® U.S. Aggregate Index, beating the 2.53% gain for the Merrill Lynch® U.S. High Yield Master II Constrained Index. The emerging-markets bond category shook off a sluggish first half of 2007 to finish the year with a respectable gain of 6.28% as measured by the J.P. Morgan Emerging Markets Bond Index (EMBI) Global, while the Citigroup® Non-U.S. Group of 7 Index - representing the debt performance of major global economies, excluding the United States - rose 13.05%.

VIP Freedom Funds all recorded positive results for the year. (For specific portfolio performance results, please refer to the performance section of this report.) On an absolute basis, these returns were consistent with the kind of performance we would expect to see from a series of portfolios with different asset-allocation levels based on age-appropriate risks. On a relative basis versus their individual composite indexes, the Funds also did well, with all of them beating their respective benchmarks for the period. Overall performance was led by the Funds' underlying domestic and international equity asset classes. Both equity classes outperformed their benchmarks - the Dow Jones Wilshire 5000 Composite IndexSM, which rose 5.62%, and the MSCI EAFE, respectively - thanks mostly to effective stock selection within their underlying funds. The Funds' investments in both short-term and high-yield bonds performed in line with their respective benchmarks, with returns of 5.11% for the Lehman Brothers 3-Month Treasury Bill Index and 2.53% for the Merrill Lynch U.S. High Yield Master II Constrained Index. Meanwhile, the investment-grade bond class underperformed the 6.97% return of the Lehman Brothers U.S. Aggregate Index, in part because of its exposure to subprime-mortgage-backed securities, which saw their prices fall as the credit crunch worsened during the year.

Note to shareholders: Jonathan Shelon became Co-Portfolio Manager on September 4, 2007, replacing Ren Cheng, who was promoted to Chief Investment Officer of Fidelity's Global Asset Allocation Group.

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

VIP Freedom Funds Portfolio

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007 to December 31, 2007

VIP Freedom Income

Initial Class

Actual

$ 1,000.00

$ 1,026.40

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

Service Class

Actual

$ 1,000.00

$ 1,026.40

$ .51

HypotheticalA

$ 1,000.00

$ 1,024.70

$ .51

Service Class 2

Actual

$ 1,000.00

$ 1,025.00

$ 1.28

HypotheticalA

$ 1,000.00

$ 1,023.95

$ 1.28

VIP Freedom 2005

Initial Class

Actual

$ 1,000.00

$ 1,024.50

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

Service Class

Actual

$ 1,000.00

$ 1,024.40

$ .51

HypotheticalA

$ 1,000.00

$ 1,024.70

$ .51

Service Class 2

Actual

$ 1,000.00

$ 1,023.90

$ 1.28

HypotheticalA

$ 1,000.00

$ 1,023.95

$ 1.28

VIP Freedom 2010

Initial Class

Actual

$ 1,000.00

$ 1,024.80

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

Service Class

Actual

$ 1,000.00

$ 1,025.00

$ .51

HypotheticalA

$ 1,000.00

$ 1,024.70

$ .51

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007 to December 31, 2007

Service Class 2

Actual

$ 1,000.00

$ 1,023.60

$ 1.28

HypotheticalA

$ 1,000.00

$ 1,023.95

$ 1.28

VIP Freedom 2015

Initial Class

Actual

$ 1,000.00

$ 1,023.50

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

Service Class

Actual

$ 1,000.00

$ 1,023.40

$ .51

HypotheticalA

$ 1,000.00

$ 1,024.70

$ .51

Service Class 2

Actual

$ 1,000.00

$ 1,022.60

$ 1.27

HypotheticalA

$ 1,000.00

$ 1,023.95

$ 1.28

VIP Freedom 2020

Initial Class

Actual

$ 1,000.00

$ 1,021.80

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

Service Class

Actual

$ 1,000.00

$ 1,021.90

$ .51

HypotheticalA

$ 1,000.00

$ 1,024.70

$ .51

Service Class 2

Actual

$ 1,000.00

$ 1,020.80

$ 1.27

HypotheticalA

$ 1,000.00

$ 1,023.95

$ 1.28

VIP Freedom 2025

Initial Class

Actual

$ 1,000.00

$ 1,021.10

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

Service Class

Actual

$ 1,000.00

$ 1,020.10

$ .51

HypotheticalA

$ 1,000.00

$ 1,024.70

$ .51

Service Class 2

Actual

$ 1,000.00

$ 1,020.40

$ 1.27

HypotheticalA

$ 1,000.00

$ 1,023.95

$ 1.28

VIP Freedom 2030

Initial Class

Actual

$ 1,000.00

$ 1,018.60

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

Service Class

Actual

$ 1,000.00

$ 1,018.60

$ .51

HypotheticalA

$ 1,000.00

$ 1,024.70

$ .51

Service Class 2

Actual

$ 1,000.00

$ 1,017.30

$ 1.27

HypotheticalA

$ 1,000.00

$ 1,023.95

$ 1.28

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/ 365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Funds in which the Fund invests are not included in each class' annualized expense ratio.

Annualized
Expense Ratio

VIP Freedom Income

Initial Class

.00%

Service Class

.10%

Service Class 2

.25%

VIP Freedom 2005

Initial Class

.00%

Service Class

.10%

Service Class 2

.25%

VIP Freedom 2010

Initial Class

.00%

Service Class

.10%

Service Class 2

.25%

VIP Freedom 2015

Initial Class

.00%

Service Class

.10%

Service Class 2

.25%

VIP Freedom 2020

Initial Class

.00%

Service Class

.10%

Service Class 2

.25%

VIP Freedom 2025

Initial Class

.00%

Service Class

.10%

Service Class 2

.25%

VIP Freedom 2030

Initial Class

.00%

Service Class

.10%

Service Class 2

.25%

Annual Report

VIP Freedom Income Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Initial Class

3.2

3.2

VIP Equity-Income Portfolio Initial Class

3.3

3.6

VIP Growth & Income Portfolio Initial Class

3.6

3.6

VIP Growth Portfolio Initial Class

3.9

3.7

VIP Mid Cap Portfolio Initial Class

1.3

1.3

VIP Value Portfolio Initial Class

2.8

3.1

VIP Value Strategies Portfolio Initial Class

1.1

1.3

19.2

19.8

High Yield Fixed-Income Funds

VIP High Income Portfolio Initial Class

4.9

4.9

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Initial Class

35.7

34.9

Short-Term Funds

VIP Money Market Portfolio Initial Class

40.2

40.4

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

19.2%

Investment Grade Fixed-Income Funds

35.7%

High Yield Fixed-Income Funds

4.9%

Short-Term Funds

40.2%

Six months ago

Domestic Equity Funds

19.8%

Investment Grade Fixed-Income Funds

34.9%

High Yield Fixed-Income Funds

4.9%

Short-Term Funds

40.4%

The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007.

VIP Freedom Funds Portfolio

VIP Freedom Income Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 19.2%

Shares

Value

Domestic Equity Funds - 19.2%

VIP Contrafund Portfolio Initial Class

16,318

$ 455,262

VIP Equity-Income Portfolio Initial Class

19,041

455,271

VIP Growth & Income Portfolio Initial Class

29,707

505,316

VIP Growth Portfolio Initial Class

12,195

550,247

VIP Mid Cap Portfolio Initial Class

4,973

179,817

VIP Value Portfolio Initial Class

29,506

386,819

VIP Value Strategies Portfolio Initial Class

12,742

160,298

TOTAL EQUITY FUNDS

(Cost $2,497,118)

2,693,030

Fixed-Income Funds - 40.6%

High Yield Fixed-Income Funds - 4.9%

VIP High Income Portfolio Initial Class

114,847

686,786

Investment Grade Fixed-Income Funds - 35.7%

VIP Investment Grade Bond Portfolio Initial Class

392,974

5,014,350

TOTAL FIXED-INCOME FUNDS

(Cost $5,619,604)

5,701,136

Short-Term Funds - 40.2%

VIP Money Market Portfolio Initial Class
(Cost $5,645,598)

5,645,598

5,645,598

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $13,762,320)

$ 14,039,764

Annual Report

VIP Freedom Income Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $13,762,320) - See accompanying schedule

$ 14,039,764

Cash

19,080

Receivable for investments sold

64,925

Receivable for fund shares sold

6,182

Total assets

14,129,951

Liabilities

Payable for investments purchased

$ 19,992

Payable for fund shares redeemed

71,052

Distribution fees payable

769

Total liabilities

91,813

Net Assets

$ 14,038,138

Net Assets consist of:

Paid in capital

$ 13,604,857

Undistributed net investment income

3,810

Accumulated undistributed net realized gain (loss) on investments

152,027

Net unrealized appreciation (depreciation) on investments

277,444

Net Assets

$ 14,038,138

Initial Class:

Net Asset Value, offering price and redemption price per share ($10,035,068 ÷ 928,788 shares)

$ 10.80

Service Class:
Net Asset Value
, offering price and redemption price per share ($414,447 ÷ 38,355 shares)

$ 10.81

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($3,588,623 ÷ 332,880 shares)

$ 10.78

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 543,553

Expenses

Distribution fees

$ 7,311

Independent trustees' compensation

47

Total expenses before reductions

7,358

Expense reductions

(47)

7,311

Net investment income (loss)

536,242

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

19,770

Capital gain distributions from underlying funds

234,346

254,116

Change in net unrealized appreciation (depreciation) on underlying funds

20,918

Net gain (loss)

275,034

Net increase (decrease) in net assets resulting from operations

$ 811,276

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

VIP Freedom Funds Portfolio

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 536,242

$ 313,672

Net realized gain (loss)

254,116

91,629

Change in net unrealized appreciation (depreciation)

20,918

167,067

Net increase (decrease) in net assets resulting from operations

811,276

572,368

Distributions to shareholders from net investment income

(536,930)

(309,765)

Distributions to shareholders from net realized gain

(143,697)

(49,069)

Total distributions

(680,627)

(358,834)

Share transactions - net increase (decrease)

3,057,630

3,951,196

Total increase (decrease) in net assets

3,188,279

4,164,730

Net Assets

Beginning of period

10,849,859

6,685,129

End of period (including undistributed net investment income of $3,810 and undistributed net investment income of $4,498, respectively)

$ 14,038,138

$ 10,849,859

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.71

$ 10.36

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.43

.40

.16

Net realized and unrealized gain (loss)

.22

.32

.30

Total from investment operations

.65

.72

.46

Distributions from net investment income

(.44)

(.32)

(.10)

Distributions from net realized gain

(.12)

(.05)

-

Total distributions

(.56)

(.37)

(.10)

Net asset value, end of period

$ 10.80

$ 10.71

$ 10.36

Total Return B,C,D

6.10%

6.94%

4.58%

Ratios to Average Net Assets F,H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

3.93%

3.75%

2.34% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 10,035

$ 9,398

$ 5,954

Portfolio turnover rate

56%

44%

12% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Freedom Income Portfolio
Financial Statements - continued

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.71

$ 10.36

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.42

.39

.16

Net realized and unrealized gain (loss)

.23

.32

.29

Total from investment operations

.65

.71

.45

Distributions from net investment income

(.43)

(.31)

(.09)

Distributions from net realized gain

(.12)

(.05)

-

Total distributions

(.55)

(.36)

(.09)

Net asset value, end of period

$ 10.81

$ 10.71

$ 10.36

Total Return B,C,D

6.10%

6.83%

4.51%

Ratios to Average Net Assets F,H

Expenses before reductions

.10%

.10%

.10% A

Expenses net of fee waivers, if any

.10%

.10%

.10% A

Expenses net of all reductions

.10%

.10%

.10% A

Net investment income (loss)

3.83%

3.65%

2.24% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 414

$ 391

$ 366

Portfolio turnover rate

56%

44%

12% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.69

$ 10.36

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.40

.37

.15

Net realized and unrealized gain (loss)

.23

.32

.29

Total from investment operations

.63

.69

.44

Distributions from net investment income

(.42)

(.31)

(.08)

Distributions from net realized gain

(.12)

(.05)

-

Total distributions

(.54)

(.36)

(.08)

Net asset value, end of period

$ 10.78

$ 10.69

$ 10.36

Total Return B,C,D

5.92%

6.61%

4.41%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25%

.25% A

Expenses net of fee waivers, if any

.25%

.25%

.25% A

Expenses net of all reductions

.25%

.25%

.25% A

Net investment income (loss)

3.68%

3.50%

2.09% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,589

$ 1,061

$ 365

Portfolio turnover rate

56%

44%

12% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

VIP Freedom Funds Portfolio

VIP Freedom 2005 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Initial Class

6.4

6.2

VIP Equity-Income Portfolio Initial Class

6.6

7.2

VIP Growth & Income Portfolio Initial Class

7.2

7.2

VIP Growth Portfolio Initial Class

7.7

7.3

VIP Mid Cap Portfolio Initial Class

2.5

2.6

VIP Value Portfolio Initial Class

5.6

6.1

VIP Value Strategies Portfolio Initial Class

2.3

2.6

38.3

39.2

International Equity Funds

VIP Overseas Portfolio Initial Class

9.2

9.4

High Yield Fixed-Income Funds

VIP High Income Portfolio Initial Class

4.9

5.0

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Initial Class

35.4

34.5

Short-Term Funds

VIP Money Market Portfolio Initial Class

12.2

11.9

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

38.3%

International Equity Funds

9.2%

Investment Grade Fixed-Income Funds

35.4%

High Yield Fixed-Income Funds

4.9%

Short-Term Funds

12.2%

Six months ago

Domestic Equity Funds

39.2%

International Equity Funds

9.4%

Investment Grade Fixed-Income Funds

34.5%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

11.9%

Expected

Domestic Equity Funds

38.8%

International Equity Funds

8.8%

Investment Grade Fixed-Income Funds

33.8%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

13.6%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

Annual Report

VIP Freedom 2005 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 47.5%

Shares

Value

Domestic Equity Funds - 38.3%

VIP Contrafund Portfolio Initial Class

23,196

$ 647,155

VIP Equity-Income Portfolio Initial Class

27,928

667,767

VIP Growth & Income Portfolio Initial Class

42,686

726,081

VIP Growth Portfolio Initial Class

17,163

774,410

VIP Mid Cap Portfolio Initial Class

7,112

257,168

VIP Value Portfolio Initial Class

43,092

564,930

VIP Value Strategies Portfolio Initial Class

18,583

233,769

TOTAL DOMESTIC EQUITY FUNDS

3,871,280

International Equity Funds - 9.2%

VIP Overseas Portfolio Initial Class

36,628

927,421

TOTAL EQUITY FUNDS

(Cost $4,329,454)

4,798,701

Fixed-Income Funds - 40.3%

High Yield Fixed - Income Funds - 4.9%

VIP High Income Portfolio Initial Class

83,712

500,596

Investment Grade Fixed - Income Funds - 35.4%

VIP Investment Grade Bond Portfolio Initial Class

280,222

3,575,631

TOTAL FIXED-INCOME FUNDS

(Cost $4,012,873)

4,076,227

Short-Term Funds - 12.2%

VIP Money Market Portfolio Initial Class
(Cost $1,232,880)

1,232,880

1,232,880

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $9,575,207)

$ 10,107,808

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

VIP Freedom Funds Portfolio

VIP Freedom 2005 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $9,575,207) - See accompanying schedule

$ 10,107,808

Receivable for investments sold

874

Total assets

10,108,682

Liabilities

Payable for investments purchased

$ 167

Payable for fund shares redeemed

588

Distribution fees payable

133

Total liabilities

888

Net Assets

$ 10,107,794

Net Assets consist of:

Paid in capital

$ 9,396,095

Undistributed net investment income

3,921

Accumulated undistributed net realized gain (loss) on investments

175,177

Net unrealized appreciation (depreciation) on investments

532,601

Net Assets

$ 10,107,794

Initial Class:

Net Asset Value, offering price and redemption price per share ($9,202,915 ÷ 793,728 shares)

$ 11.59

Service Class:
Net Asset Value
, offering price and redemption price per share ($448,953 ÷ 38,728 shares)

$ 11.59

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($455,926 ÷ 39,342 shares)

$ 11.59

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 280,010

Expenses

Distribution fees

$ 1,542

Independent trustees' compensation

30

Total expenses before reductions

1,572

Expense reductions

(30)

1,542

Net investment income (loss)

278,468

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

70,688

Capital gain distributions from underlying funds

386,389

457,077

Change in net unrealized appreciation (depreciation) on underlying funds

(51,770)

Net gain (loss)

405,307

Net increase (decrease) in net assets resulting from operations

$ 683,775

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

Annual Report

VIP Freedom 2005 Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 278,468

$ 223,838

Net realized gain (loss)

457,077

126,531

Change in net unrealized appreciation (depreciation)

(51,770)

371,871

Net increase (decrease) in net assets resulting from operations

683,775

722,240

Distributions to shareholders from net investment income

(274,547)

(227,593)

Distributions to shareholders from net realized gain

(365,943)

(36,950)

Total distributions

(640,490)

(264,543)

Share transactions - net increase (decrease)

1,367,317

2,200,656

Total increase (decrease) in net assets

1,410,602

2,658,353

Net Assets

Beginning of period

8,697,192

6,038,839

End of period (including undistributed net investment income of $3,921 and undistributed net investment income of $0, respectively)

$ 10,107,794

$ 8,697,192

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.41

$ 10.74

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.38

.31

.09

Net realized and unrealized gain (loss)

.60

.72

.71

Total from investment operations

.98

1.03

.80

Distributions from net investment income

(.34)

(.31)

(.06)

Distributions from net realized gain

(.47)

(.05)

-

Total distributions

(.80) I

(.36)

(.06)

Net asset value, end of period

$ 11.59

$ 11.41

$ 10.74

Total Return B,C,D

8.65%

9.59%

7.98%

Ratios to Average Net Assets F,H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

3.20%

2.82%

1.24% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 9,203

$ 7,871

$ 5,284

Portfolio turnover rate

51%

56%

43% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.800 per share is comprised of distributions from net investment income of $.335 and distributions from net realized gain of $.465 per share.

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

VIP Freedom Funds Portfolio

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.41

$ 10.74

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.37

.30

.08

Net realized and unrealized gain (loss)

.60

.72

.71

Total from investment operations

.97

1.02

.79

Distributions from net investment income

(.32)

(.30)

(.05)

Distributions from net realized gain

(.47)

(.05)

-

Total distributions

(.79) I

(.35)

(.05)

Net asset value, end of period

$ 11.59

$ 11.41

$ 10.74

Total Return B,C,D

8.55%

9.48%

7.91%

Ratios to Average Net Assets F,H

Expenses before reductions

.10%

.10%

.10% A

Expenses net of fee waivers, if any

.10%

.10%

.10% A

Expenses net of all reductions

.10%

.10%

.10% A

Net investment income (loss)

3.10%

2.72%

1.14% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 449

$ 414

$ 378

Portfolio turnover rate

51%

56%

43% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.788 per share is comprised of distributions from net investment income of $.323 and distributions from net realized gain of $.465 per share.

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.41

$ 10.74

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.35

.29

.07

Net realized and unrealized gain (loss)

.60

.71

.71

Total from investment operations

.95

1.00

.78

Distributions from net investment income

(.31)

(.28)

(.04)

Distributions from net realized gain

(.47)

(.05)

-

Total distributions

(.77) I

(.33)

(.04)

Net asset value, end of period

$ 11.59

$ 11.41

$ 10.74

Total Return B,C,D

8.40%

9.34%

7.80%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25%

.25% A

Expenses net of fee waivers, if any

.25%

.25%

.25% A

Expenses net of all reductions

.25%

.25%

.25% A

Net investment income (loss)

2.95%

2.57%

1.00% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 456

$ 413

$ 377

Portfolio turnover rate

51%

56%

43% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.771 per share is comprised of distributions from net investment income of $.306 and distributions from net realized gain of $.465 per share.

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

Annual Report

VIP Freedom 2010 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Initial Class

6.6

6.4

VIP Equity-Income Portfolio Initial Class

6.7

7.3

VIP Growth & Income Portfolio Initial Class

7.3

7.3

VIP Growth Portfolio Initial Class

7.9

7.5

VIP Mid Cap Portfolio Initial Class

2.6

2.7

VIP Value Portfolio Initial Class

5.7

6.3

VIP Value Strategies Portfolio Initial Class

2.4

2.6

39.2

40.1

International Equity Funds

VIP Overseas Portfolio Initial Class

9.9

10.0

High Yield Fixed-Income Funds

VIP High Income Portfolio Initial Class

5.0

5.0

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Initial Class

35.9

34.9

Short-Term Funds

VIP Money Market Portfolio Initial Class

10.0

10.0

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

39.2%

International Equity Funds

9.9%

Investment Grade Fixed-Income Funds

35.9%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

10.0%

Six months ago

Domestic Equity Funds

40.1%

International Equity Funds

10.0%

Investment Grade Fixed-Income Funds

34.9%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

10.0%

Expected

Domestic Equity Funds

40.0%

International Equity Funds

10.0%

Investment Grade Fixed-Income Funds

35.0%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

10.0%



The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Freedom Funds Portfolio

VIP Freedom 2010 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 49.1%

Shares

Value

Domestic Equity Funds - 39.2%

VIP Contrafund Portfolio Initial Class

254,960

$ 7,113,376

VIP Equity-Income Portfolio Initial Class

304,653

7,284,258

VIP Growth & Income Portfolio Initial Class

467,900

7,958,977

VIP Growth Portfolio Initial Class

188,986

8,527,037

VIP Mid Cap Portfolio Initial Class

78,220

2,828,431

VIP Value Portfolio Initial Class

471,278

6,178,453

VIP Value Strategies Portfolio Initial Class

203,634

2,561,712

TOTAL DOMESTIC EQUITY FUNDS

42,452,244

International Equity Funds - 9.9%

VIP Overseas Portfolio Initial Class

424,796

10,755,844

TOTAL EQUITY FUNDS

(Cost $49,992,550)

53,208,088

Fixed-Income Funds - 40.9%

High Yield Fixed-Income Funds - 5.0%

VIP High Income Portfolio Initial Class

903,104

5,400,563

Investment Grade Fixed-Income Funds - 35.9%

VIP Investment Grade Bond Portfolio Initial Class

3,055,501

38,988,188

TOTAL FIXED-INCOME FUNDS

(Cost $43,788,242)

44,388,751

Short-Term Funds - 10.0%

VIP Money Market Portfolio Initial Class
(Cost $10,852,346)

10,852,346

10,852,346

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $104,633,138)

$ 108,449,185

Annual Report

VIP Freedom 2010 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $104,633,138) - See accompanying schedule

$ 108,449,185

Cash

11,640

Receivable for investments sold

14

Receivable for fund shares sold

723,528

Total assets

109,184,367

Liabilities

Payable for investments purchased

$ 723,801

Payable for fund shares redeemed

12,741

Distribution fees payable

14,249

Total liabilities

750,791

Net Assets

$ 108,433,576

Net Assets consist of:

Paid in capital

$ 102,814,050

Undistributed net investment income

699

Accumulated undistributed net realized gain (loss) on investments

1,802,780

Net unrealized appreciation (depreciation) on investments

3,816,047

Net Assets

$ 108,433,576

Initial Class:

Net Asset Value, offering price and redemption price per share ($26,628,604 ÷ 2,226,247 shares)

$ 11.96

Service Class:
Net Asset Value
, offering price and redemption price per share ($19,294,967 ÷ 1,614,701 shares)

$ 11.95

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($62,510,005 ÷ 5,242,579 shares)

$ 11.92

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 2,643,400

Interest

74

Total income

2,643,474

Expenses

Distribution fees

$ 143,620

Independent trustees' compensation

298

Total expenses before reductions

143,918

Expense reductions

(298)

143,620

Net investment income (loss)

2,499,854

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(108,553)

Capital gain distributions from underlying funds

3,850,599

3,742,046

Change in net unrealized appreciation (depreciation) on underlying funds

672,345

Net gain (loss)

4,414,391

Net increase (decrease) in net assets resulting from operations

$ 6,914,245

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

VIP Freedom Funds Portfolio

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 2,499,854

$ 1,029,176

Net realized gain (loss)

3,742,046

902,834

Change in net unrealized appreciation (depreciation)

672,345

2,551,775

Net increase (decrease) in net assets resulting from operations

6,914,245

4,483,785

Distributions to shareholders from net investment income

(2,484,126)

(1,040,763)

Distributions to shareholders from net realized gain

(2,555,478)

(276,865)

Total distributions

(5,039,604)

(1,317,628)

Share transactions - net increase (decrease)

40,920,991

38,663,621

Total increase (decrease) in net assets

42,795,632

41,829,778

Net Assets

Beginning of period

65,637,944

23,808,166

End of period (including undistributed net investment income of $699 and undistributed net investment income of
$0, respectively)

$ 108,433,576

$ 65,637,944

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.59

$ 10.78

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.36

.28

.11

Net realized and unrealized gain (loss)

.64

.78

.72

Total from investment operations

1.00

1.06

.83

Distributions from net investment income

(.30)

(.20)

(.05)

Distributions from net realized gain

(.33)

(.05)

-

Total distributions

(.63)

(.25)

(.05)

Net asset value, end of period

$ 11.96

$ 11.59

$ 10.78

Total Return B,C,D

8.71%

9.82%

8.33%

Ratios to Average Net Assets F,H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.95%

2.48%

1.56% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 26,629

$ 20,992

$ 13,343

Portfolio turnover rate

21%

24%

24% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Freedom 2010 Portfolio
Financial Statements - continued

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.58

$ 10.77

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.35

.27

.10

Net realized and unrealized gain (loss)

.64

.78

.72

Total from investment operations

.99

1.05

.82

Distributions from net investment income

(.29)

(.19)

(.05)

Distributions from net realized gain

(.33)

(.05)

-

Total distributions

(.62)

(.24)

(.05)

Net asset value, end of period

$ 11.95

$ 11.58

$ 10.77

Total Return B,C,D

8.65%

9.78%

8.17%

Ratios to Average Net Assets F,H

Expenses before reductions

.10%

.10%

.10% A

Expenses net of fee waivers, if any

.10%

.10%

.10% A

Expenses net of all reductions

.10%

.10%

.10% A

Net investment income (loss)

2.85%

2.39%

1.46% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 19,295

$ 5,984

$ 764

Portfolio turnover rate

21%

24%

24% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.56

$ 10.76

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.33

.25

.09

Net realized and unrealized gain (loss)

.64

.78

.72

Total from investment operations

.97

1.03

.81

Distributions from net investment income

(.28)

(.18)

(.05)

Distributions from net realized gain

(.33)

(.05)

-

Total distributions

(.61)

(.23)

(.05)

Net asset value, end of period

$ 11.92

$ 11.56

$ 10.76

Total Return B,C,D

8.42%

9.58%

8.07%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25%

.25% A

Expenses net of fee waivers, if any

.25%

.25%

.25% A

Expenses net of all reductions

.25%

.25%

.25% A

Net investment income (loss)

2.70%

2.24%

1.31% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 62,510

$ 38,662

$ 9,702

Portfolio turnover rate

21%

24%

24% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

VIP Freedom Funds Portfolio

VIP Freedom 2015 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Initial Class

7.4

7.2

VIP Equity-Income Portfolio Initial Class

7.6

8.2

VIP Growth & Income Portfolio Initial Class

8.3

8.3

VIP Growth Portfolio Initial Class

8.8

8.5

VIP Mid Cap Portfolio Initial Class

2.9

3.0

VIP Value Portfolio Initial Class

6.4

7.1

VIP Value Strategies Portfolio Initial Class

2.7

2.9

44.1

45.2

International Equity Funds

VIP Overseas Portfolio Initial Class

11.2

11.3

High Yield Fixed-Income Funds

VIP High Income Portfolio Initial Class

5.9

5.9

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Initial Class

32.7

31.7

Short-Term Funds

VIP Money Market Portfolio Initial Class

6.1

5.9

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

44.1%

International Equity Funds

11.2%

Investment Grade Fixed-Income Funds

32.7%

High Yield Fixed-Income Funds

5.9%

Short-Term Funds

6.1%

Six months ago

Domestic Equity Funds

45.2%

International Equity Funds

11.3%

Investment Grade Fixed-Income Funds

31.7%

High Yield Fixed-Income Funds

5.9%

Short-Term Funds

5.9%

Expected

Domestic Equity Funds

43.3%

International Equity Funds

10.8%

Investment Grade Fixed-Income Funds

33.0%

High Yield Fixed-Income Funds

5.5%

Short-Term Funds

7.4%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

Annual Report

VIP Freedom 2015 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 55.3%

Shares

Value

Domestic Equity Funds - 44.1%

VIP Contrafund Portfolio Initial Class

155,157

$ 4,328,893

VIP Equity-Income Portfolio Initial Class

186,984

4,470,795

VIP Growth & Income Portfolio Initial Class

285,789

4,861,265

VIP Growth Portfolio Initial Class

114,859

5,182,451

VIP Mid Cap Portfolio Initial Class

47,842

1,729,979

VIP Value Portfolio Initial Class

288,675

3,784,527

VIP Value Strategies Portfolio Initial Class

125,162

1,574,540

TOTAL DOMESTIC EQUITY FUNDS

25,932,450

International Equity Funds - 11.2%

VIP Overseas Portfolio Initial Class

258,905

6,555,484

TOTAL EQUITY FUNDS

(Cost $30,470,657)

32,487,934

Fixed-Income Funds - 38.6%

High Yield Fixed-Income Funds - 5.9%

VIP High Income Portfolio Initial Class

583,121

3,487,064

Investment Grade Fixed-Income Funds - 32.7%

VIP Investment Grade Bond Portfolio Initial Class

1,506,063

19,217,364

TOTAL FIXED-INCOME FUNDS

(Cost $22,526,485)

22,704,428

Short-Term Funds - 6.1%

VIP Money Market Portfolio Initial Class
(Cost $3,566,469)

3,566,469

3,566,469

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $56,563,611)

$ 58,758,831

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

VIP Freedom Funds Portfolio

VIP Freedom 2015 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $56,563,611) - See accompanying schedule

$ 58,758,831

Cash

58

Receivable for investments sold

161

Receivable for fund shares sold

102,702

Total assets

58,861,752

Liabilities

Payable for investments purchased

$ 100,576

Payable for fund shares redeemed

2,572

Distribution fees payable

5,016

Total liabilities

108,164

Net Assets

$ 58,753,588

Net Assets consist of:

Paid in capital

$ 55,437,652

Accumulated undistributed net realized gain (loss) on investments

1,120,716

Net unrealized appreciation (depreciation) on investments

2,195,220

Net Assets

$ 58,753,588

Initial Class:
Net Asset Value
, offering price and
redemption price per share ($33,779,761 ÷ 2,747,596 shares)

$ 12.29

Service Class:
Net Asset Value
, offering price and redemption price per share ($477,253 ÷ 38,820 shares)

$ 12.29

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($24,496,574 ÷ 1,998,015 shares)

$ 12.26

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 1,381,702

Interest

8

Total income

1,381,710

Expenses

Distribution fees

$ 43,080

Independent trustees' compensation

157

Total expenses before reductions

43,237

Expense reductions

(157)

43,080

Net investment income (loss)

1,338,630

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(50,193)

Capital gain distributions from underlying funds

2,392,687

2,342,494

Change in net unrealized appreciation (depreciation) on underlying funds

140,064

Net gain (loss)

2,482,558

Net increase (decrease) in net assets resulting from operations

$ 3,821,188

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

Annual Report

VIP Freedom 2015 Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,338,630

$ 552,971

Net realized gain (loss)

2,342,494

627,270

Change in net unrealized appreciation (depreciation)

140,064

1,475,662

Net increase (decrease) in net assets resulting from operations

3,821,188

2,655,903

Distributions to shareholders from net investment income

(1,528,528)

(379,299)

Distributions to shareholders from net realized gain

(1,568,554)

(252,774)

Total distributions

(3,097,082)

(632,073)

Share transactions - net increase (decrease)

23,906,125

17,131,091

Total increase (decrease) in net assets

24,630,231

19,154,921

Net Assets

Beginning of period

34,123,357

14,968,436

End of period (including undistributed net investment income of $0 and undistributed net investment income of $172,565, respectively)

$ 58,753,588

$ 34,123,357

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.93

$ 10.95

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.37

.27

.11

Net realized and unrealized gain (loss)

.73

.94

.90

Total from investment operations

1.10

1.21

1.01

Distributions from net investment income

(.36)

(.14)

(.06)

Distributions from net realized gain

(.38)

(.09)

-

Total distributions

(.74)

(.23)

(.06)

Net asset value, end of period

$ 12.29

$ 11.93

$ 10.95

Total Return B,C,D

9.33%

11.04%

10.11%

Ratios to Average Net Assets F,H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.93%

2.34%

1.50% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 33,780

$ 23,712

$ 13,930

Portfolio turnover rate

18%

24%

38% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

VIP Freedom Funds Portfolio

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.93

$ 10.95

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.35

.26

.10

Net realized and unrealized gain (loss)

.74

.94

.90

Total from investment operations

1.09

1.20

1.00

Distributions from net investment income

(.35)

(.13)

(.05)

Distributions from net realized gain

(.38)

(.09)

-

Total distributions

(.73)

(.22)

(.05)

Net asset value, end of period

$ 12.29

$ 11.93

$ 10.95

Total Return B,C,D

9.23%

10.94%

10.04%

Ratios to Average Net Assets F,H

Expenses before reductions

.10%

.10%

.10% A

Expenses net of fee waivers, if any

.10%

.10%

.10% A

Expenses net of all reductions

.10%

.10%

.10% A

Net investment income (loss)

2.83%

2.24%

1.40% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 477

$ 427

$ 385

Portfolio turnover rate

18%

24%

38% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.91

$ 10.94

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.33

.24

.09

Net realized and unrealized gain (loss)

.74

.95

.90

Total from investment operations

1.07

1.19

.99

Distributions from net investment income

(.34)

(.13)

(.05)

Distributions from net realized gain

(.38)

(.09)

-

Total distributions

(.72)

(.22)

(.05)

Net asset value, end of period

$ 12.26

$ 11.91

$ 10.94

Total Return B,C,D

9.07%

10.84%

9.90%

Ratios to Average Net Assets F.H

Expenses before reductions

.25%

.25%

.25% A

Expenses net of fee waivers, if any

.25%

.25%

.25% A

Expenses net of all reductions

.25%

.25%

.25% A

Net investment income (loss)

2.68%

2.09%

1.25% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 24,497

$ 9,984

$ 653

Portfolio turnover rate

18%

24%

38% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Freedom 2020 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Initial Class

9.0

8.6

VIP Equity-Income Portfolio Initial Class

9.2

10.0

VIP Growth & Income Portfolio Initial Class

10.0

10.0

VIP Growth Portfolio Initial Class

10.7

10.2

VIP Mid Cap Portfolio Initial Class

3.6

3.6

VIP Value Portfolio Initial Class

7.8

8.5

VIP Value Strategies Portfolio Initial Class

3.3

3.6

53.6

54.5

International Equity Funds

VIP Overseas Portfolio Initial Class

13.6

13.6

High Yield Fixed-Income Funds

VIP High Income Portfolio Initial Class

7.5

7.4

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Initial Class

24.9

24.1

Short-Term Funds

VIP Money Market Portfolio Initial Class

0.4

0.4

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

53.6%

International Equity Funds

13.6%

Investment Grade Fixed-Income Funds

24.9%

High Yield Fixed-Income Funds

7.5%

Short-Term Funds

0.4%

Six months ago

Domestic Equity Funds

54.5%

International Equity Funds

13.6%

Investment Grade Fixed-Income Funds

24.1%

High Yield Fixed-Income Funds

7.4%

Short-Term Funds

0.4%

Expected

Domestic Equity Funds

53.2%

International Equity Funds

13.3%

Investment Grade Fixed-Income Funds

25.2%

High Yield Fixed-Income Funds

7.4%

Short-Term Funds

0.9%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Freedom Funds Portfolio

VIP Freedom 2020 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 67.2%

Shares

Value

Domestic Equity Funds - 53.6%

VIP Contrafund Portfolio Initial Class

547,972

$ 15,288,427

VIP Equity-Income Portfolio Initial Class

659,663

15,772,549

VIP Growth & Income Portfolio Initial Class

1,008,591

17,156,130

VIP Growth Portfolio Initial Class

405,498

18,296,055

VIP Mid Cap Portfolio Initial Class

168,762

6,102,427

VIP Value Portfolio Initial Class

1,020,429

13,377,822

VIP Value Strategies Portfolio Initial Class

442,086

5,561,441

TOTAL DOMESTIC EQUITY FUNDS

91,554,851

International Equity Funds - 13.6%

VIP Overseas Portfolio Initial Class

915,593

23,182,816

TOTAL EQUITY FUNDS

(Cost $109,679,895)

114,737,667

Fixed-Income Funds - 32.4%

High Yield Fixed-Income Funds - 7.5%

VIP High Income Portfolio Initial Class

2,130,969

12,743,192

Investment Grade Fixed-Income Funds - 24.9%

VIP Investment Grade Bond Portfolio Initial Class

3,333,019

42,529,320

TOTAL FIXED-INCOME FUNDS

(Cost $55,258,828)

55,272,512

Short-Term Funds - 0.4%

VIP Money Market Portfolio Initial Class
(Cost $756,893)

756,893

756,893

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $165,695,616)

$ 170,767,072

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

Annual Report

VIP Freedom 2020 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $165,695,616) - See accompanying schedule

$ 170,767,072

Receivable for fund shares sold

631,639

Total assets

171,398,711

Liabilities

Payable to custodian bank

$ 1,119

Payable for investments purchased

610,084

Payable for fund shares redeemed

20,501

Distribution fees payable

25,728

Total liabilities

657,432

Net Assets

$ 170,741,279

Net Assets consist of:

Paid in capital

$ 161,789,388

Accumulated undistributed net realized gain (loss) on investments

3,880,435

Net unrealized appreciation (depreciation) on investments

5,071,456

Net Assets

$ 170,741,279

Initial Class:

Net Asset Value, offering price and redemption price per share ($31,465,332 ÷ 2,490,792 shares)

$ 12.63

Service Class:
Net Asset Value
, offering price and redemption price per share ($19,881,344 ÷ 1,575,772 shares)

$ 12.62

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($119,394,603 ÷ 9,478,162 shares)

$ 12.60

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 3,529,119

Interest

37

Total income

3,529,156

Expenses

Distribution fees

$ 232,635

Independent trustees' compensation

420

Total expenses before reductions

233,055

Expense reductions

(420)

232,635

Net investment income (loss)

3,296,521

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(224,091)

Capital gain distributions from underlying funds

7,776,078

7,551,987

Change in net unrealized appreciation (depreciation) on underlying funds

(232,295)

Net gain (loss)

7,319,692

Net increase (decrease) in net assets resulting from operations

$ 10,616,213

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

VIP Freedom Funds Portfolio

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 3,296,521

$ 1,178,471

Net realized gain (loss)

7,551,987

1,816,338

Change in net unrealized appreciation (depreciation)

(232,295)

4,058,003

Net increase (decrease) in net assets resulting from operations

10,616,213

7,052,812

Distributions to shareholders from net investment income

(3,307,398)

(1,169,624)

Distributions to shareholders from net realized gain

(4,726,644)

(753,339)

Total distributions

(8,034,042)

(1,922,963)

Share transactions - net increase (decrease)

83,437,561

45,506,036

Total increase (decrease) in net assets

86,019,732

50,635,885

Net Assets

Beginning of period

84,721,547

34,085,662

End of period (including undistributed net investment income of $0 and undistributed net investment income
of $8,841, respectively)

$ 170,741,279

$ 84,721,547

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.10

$ 11.07

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.35

.26

.13

Net realized and unrealized gain (loss)

.88

1.06

1.00

Total from investment operations

1.23

1.32

1.13

Distributions from net investment income

(.27)

(.18)

(.06)

Distributions from net realized gain

(.43)

(.11)

-

Total distributions

(.70) I

(.29)

(.06)

Net asset value, end of period

$ 12.63

$ 12.10

$ 11.07

Total Return B,C,D

10.23%

11.95%

11.34%

Ratios to Average Net Assets F,H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.76%

2.21%

1.80% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 31,465

$ 21,356

$ 16,085

Portfolio turnover rate

12%

21%

14% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.698 per share is comprised of distributions from net investment income of $.273 and distributions from net realized gain of $.425 per share.

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

Annual Report

VIP Freedom 2020 Portfolio
Financial Statements - continued

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.09

$ 11.07

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.34

.25

.12

Net realized and unrealized gain (loss)

.88

1.06

1.01

Total from investment operations

1.22

1.31

1.13

Distributions from net investment income

(.26)

(.18)

(.06)

Distributions from net realized gain

(.43)

(.11)

-

Total distributions

(.69) I

(.29)

(.06)

Net asset value, end of period

$ 12.62

$ 12.09

$ 11.07

Total Return B,C,D

10.17%

11.81%

11.30%

Ratios to Average Net Assets F,H

Expenses before reductions

.10%

.10%

.10% A

Expenses net of fee waivers, if any

.10%

.10%

.10% A

Expenses net of all reductions

.10%

.10%

.10% A

Net investment income (loss)

2.66%

2.11%

1.70% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 19,881

$ 6,555

$ 1,586

Portfolio turnover rate

12%

21%

14% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.689 per share is comprised of distributions from net investment income of $.264 and distributions from net realized gain of $.425 per share.

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.08

$ 11.06

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.32

.23

.11

Net realized and unrealized gain (loss)

.87

1.07

1.01

Total from investment operations

1.19

1.30

1.12

Distributions from net investment income

(.25)

(.17)

(.06)

Distributions from net realized gain

(.43)

(.11)

-

Total distributions

(.67) I

(.28)

(.06)

Net asset value, end of period

$ 12.60

$ 12.08

$ 11.06

Total Return B,C,D

9.97%

11.70%

11.17%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25%

.25% A

Expenses net of fee waivers, if any

.25%

.25%

.25% A

Expenses net of all reductions

.25%

.25%

.25% A

Net investment income (loss)

2.51%

1.96%

1.55% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 119,395

$ 56,810

$ 16,414

Portfolio turnover rate

12%

21%

14% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.674 per share is comprised of distributions from net investment income of $.249 and distributions from net realized gain of $.425 per share.

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

VIP Freedom Funds Portfolio

VIP Freedom 2025 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Initial Class

9.4

9.0

VIP Equity-Income Portfolio Initial Class

9.8

10.4

VIP Growth & Income Portfolio Initial Class

10.6

10.4

VIP Growth Portfolio Initial Class

11.1

10.6

VIP Mid Cap Portfolio Initial Class

3.8

3.8

VIP Value Portfolio Initial Class

8.3

8.9

VIP Value Strategies Portfolio Initial Class

3.5

3.7

56.5

56.8

International Equity Funds

VIP Overseas Portfolio Initial Class

14.1

14.2

High Yield Fixed-Income Funds

VIP High Income Portfolio Initial Class

7.5

7.5

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Initial Class

21.9

21.5

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

56.5%

International Equity Funds

14.1%

Investment Grade Fixed-Income Funds

21.9%

High Yield Fixed-Income Funds

7.5%

Six months ago

Domestic Equity Funds

56.8%

International Equity Funds

14.2%

Investment Grade Fixed-Income Funds

21.5%

High Yield Fixed-Income Funds

7.5%

Expected

Domestic Equity Funds

56.2%

International Equity Funds

14.0%

Investment Grade Fixed-Income Funds

22.3%

High Yield Fixed-Income Funds

7.5%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

Annual Report

VIP Freedom 2025 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 70.6%

Shares

Value

Domestic Equity Funds - 56.5%

VIP Contrafund Portfolio Initial Class

66,143

$ 1,845,389

VIP Equity-Income Portfolio Initial Class

80,891

1,934,107

VIP Growth & Income Portfolio Initial Class

122,387

2,081,810

VIP Growth Portfolio Initial Class

48,676

2,196,244

VIP Mid Cap Portfolio Initial Class

20,443

739,201

VIP Value Portfolio Initial Class

124,991

1,638,634

VIP Value Strategies Portfolio Initial Class

54,134

681,000

TOTAL DOMESTIC EQUITY FUNDS

11,116,385

International Equity Funds - 14.1%

VIP Overseas Portfolio Initial Class

109,968

2,784,386

TOTAL EQUITY FUNDS

(Cost $13,253,032)

13,900,771

Fixed-Income Funds - 29.4%

High Yield Fixed-Income Funds - 7.5%

VIP High Income Portfolio Initial Class

247,612

1,480,721

Investment Grade Fixed-Income Funds - 21.9%

VIP Investment Grade Bond Portfolio Initial Class

337,850

4,310,967

TOTAL FIXED-INCOME FUNDS

(Cost $5,802,961)

5,791,688

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $19,055,993)

$ 19,692,459

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

VIP Freedom Funds Portfolio

VIP Freedom 2025 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $19,055,993) - See accompanying schedule

$ 19,692,459

Receivable for investments sold

128,688

Receivable for fund shares sold

1,807

Total assets

19,822,954

Liabilities

Payable to custodian bank

$ 746

Payable for fund shares redeemed

129,492

Distribution fees payable

837

Total liabilities

131,075

Net Assets

$ 19,691,879

Net Assets consist of:

Paid in capital

$ 18,579,501

Accumulated undistributed net realized gain (loss) on investments

475,912

Net unrealized appreciation (depreciation) on investments

636,466

Net Assets

$ 19,691,879

Initial Class:

Net Asset Value, offering price and redemption price per share ($15,197,022 ÷ 1,195,987 shares)

$ 12.71

Service Class:
Net Asset Value
, offering price and redemption price per share ($497,310 ÷ 39,148 shares)

$ 12.70

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($3,997,547 ÷ 315,356 shares)

$ 12.68

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 393,889

Interest

50

Total income

393,939

Expenses

Distribution fees

$ 3,466

Independent trustees' compensation

44

Total expenses before reductions

3,510

Expense reductions

(44)

3,466

Net investment income (loss)

390,473

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(28,453)

Capital gain distributions from underlying funds

927,529

899,076

Change in net unrealized appreciation (depreciation) on underlying funds

(188,158)

Net gain (loss)

710,918

Net increase (decrease) in net assets resulting from operations

$ 1,101,391

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

Annual Report

VIP Freedom 2025 Portfolio
Financial Statements - continued

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 390,473

$ 150,496

Net realized gain (loss)

899,076

283,979

Change in net unrealized appreciation (depreciation)

(188,158)

528,242

Net increase (decrease) in net assets resulting from operations

1,101,391

962,717

Distributions to shareholders from net investment income

(392,829)

(151,306)

Distributions to shareholders from net realized gain

(575,210)

(126,743)

Total distributions

(968,039)

(278,049)

Share transactions - net increase (decrease)

10,198,355

3,065,781

Total increase (decrease) in net assets

10,331,707

3,750,449

Net Assets

Beginning of period

9,360,172

5,609,723

End of period

$ 19,691,879

$ 9,360,172

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.18

$ 11.16

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.38

.23

.11

Net realized and unrealized gain (loss)

.89

1.17

1.12

Total from investment operations

1.27

1.40

1.23

Distributions from net investment income

(.27)

(.21)

(.07)

Distributions from net realized gain

(.47)

(.17)

-

Total distributions

(.74)

(.38)

(.07)

Net asset value, end of period

$ 12.71

$ 12.18

$ 11.16

Total Return B,C,D

10.50%

12.49%

12.25%

Ratios to Average Net Assets F,H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.95%

1.95%

1.44% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 15,197

$ 8,363

$ 4,825

Portfolio turnover rate

20%

49%

9% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

VIP Freedom Funds Portfolio

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.18

$ 11.16

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.37

.22

.10

Net realized and unrealized gain (loss)

.87

1.16

1.12

Total from investment operations

1.24

1.38

1.22

Distributions from net investment income

(.25)

(.19)

(.06)

Distributions from net realized gain

(.47)

(.17)

-

Total distributions

(.72)

(.36)

(.06)

Net asset value, end of period

$ 12.70

$ 12.18

$ 11.16

Total Return B,C,D

10.31%

12.39%

12.18%

Ratios to Average Net Assets F,H

Expenses before reductions

.10%

.10%

.10% A

Expenses net of fee waivers, if any

.10%

.10%

.10% A

Expenses net of all reductions

.10%

.10%

.10% A

Net investment income (loss)

2.85%

1.85%

1.34% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 497

$ 441

$ 393

Portfolio turnover rate

20%

49%

9% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.17

$ 11.16

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.35

.20

.09

Net realized and unrealized gain (loss)

.89

1.16

1.12

Total from investment operations

1.24

1.36

1.21

Distributions from net investment income

(.26)

(.18)

(.05)

Distributions from net realized gain

(.47)

(.17)

-

Total distributions

(.73)

(.35)

(.05)

Net asset value, end of period

$ 12.68

$ 12.17

$ 11.16

Total Return B,C,D

10.26%

12.18%

12.07%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25%

.25% A

Expenses net of fee waivers, if any

.25%

.25%

.25% A

Expenses net of all reductions

.25%

.25%

.25% A

Net investment income (loss)

2.70%

1.70%

1.19% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,998

$ 556

$ 392

Portfolio turnover rate

20%

49%

9% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Freedom 2030 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Initial Class

10.8

10.4

VIP Equity-Income Portfolio Initial Class

11.2

12.0

VIP Growth & Income Portfolio Initial Class

12.2

12.0

VIP Growth Portfolio Initial Class

13.0

12.3

VIP Mid Cap Portfolio Initial Class

4.3

4.3

VIP Value Portfolio Initial Class

9.5

10.3

VIP Value Strategies Portfolio Initial Class

3.9

4.3

64.9

65.6

International Equity Funds

VIP Overseas Portfolio Initial Class

16.5

16.4

High Yield Fixed-Income Funds

VIP High Income Portfolio Initial Class

7.6

7.5

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Initial Class

11.0

10.5

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

64.9%

International Equity Funds

16.5%

Investment Grade Fixed-Income Funds

11.0%

High Yield Fixed-Income Funds

7.6%

Six months ago

Domestic Equity Funds

65.6%

International Equity Funds

16.4%

Investment Grade Fixed-Income Funds

10.5%

High Yield Fixed-Income Funds

7.5%

Expected

Domestic Equity Funds

64.6%

International Equity Funds

16.2%

Investment Grade Fixed-Income Funds

11.7%

High Yield Fixed-Income Funds

7.5%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Freedom Funds Portfolio

VIP Freedom 2030 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 81.4%

Shares

Value

Domestic Equity Funds - 64.9%

VIP Contrafund Portfolio Initial Class

236,756

$ 6,605,485

VIP Equity-Income Portfolio Initial Class

284,108

6,793,012

VIP Growth & Income Portfolio Initial Class

435,175

7,402,330

VIP Growth Portfolio Initial Class

175,318

7,910,331

VIP Mid Cap Portfolio Initial Class

72,739

2,630,242

VIP Value Portfolio Initial Class

439,306

5,759,300

VIP Value Strategies Portfolio Initial Class

189,907

2,389,030

TOTAL DOMESTIC EQUITY FUNDS

39,489,730

International Equity Funds - 16.5%

VIP Overseas Portfolio Initial Class

395,491

10,013,843

TOTAL EQUITY FUNDS

(Cost $46,783,040)

49,503,573

Fixed-Income Funds - 18.6%

High Yield Fixed-Income Funds - 7.6%

VIP High Income Portfolio Initial Class

767,910

4,592,102

Investment Grade Fixed-Income Funds - 11.0%

VIP Investment Grade Bond Portfolio Initial Class

525,781

6,708,967

TOTAL FIXED-INCOME FUNDS

(Cost $11,493,515)

11,301,069

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $58,276,555)

$ 60,804,642

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

Annual Report

VIP Freedom 2030 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $58,276,555) - See accompanying schedule

$ 60,804,642

Cash

740

Receivable for investments sold

296

Receivable for fund shares sold

136,185

Total assets

60,941,863

Liabilities

Payable for investments purchased

$ 58,464

Payable for fund shares redeemed

78,400

Distribution fees payable

5,969

Total liabilities

142,833

Net Assets

$ 60,799,030

Net Assets consist of:

Paid in capital

$ 56,554,649

Accumulated undistributed net realized gain (loss) on investments

1,716,294

Net unrealized appreciation (depreciation) on investments

2,528,087

Net Assets

$ 60,799,030

Initial Class:

Net Asset Value, offering price and redemption price per share ($23,767,106 ÷ 1,824,858 shares)

$ 13.02

Service Class:
Net Asset Value
, offering price and redemption price per share ($12,884,375 ÷ 990,205 shares)

$ 13.01

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($24,147,549 ÷ 1,858,544 shares)

$ 12.99

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 1,244,983

Interest

60

Total income

1,245,043

Expenses

Distribution fees

$ 56,747

Independent trustees' compensation

160

Total expenses before reductions

56,907

Expense reductions

(160)

56,747

Net investment income (loss)

1,188,296

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(163,667)

Capital gain distributions from underlying funds

3,555,296

3,391,629

Change in net unrealized appreciation (depreciation) on underlying funds

(28,674)

Net gain (loss)

3,362,955

Net increase (decrease) in net assets resulting from operations

$ 4,551,251

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

VIP Freedom Funds Portfolio

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,188,296

$ 454,629

Net realized gain (loss)

3,391,629

870,615

Change in net unrealized appreciation (depreciation)

(28,674)

1,738,118

Net increase (decrease) in net assets resulting from operations

4,551,251

3,063,362

Distributions to shareholders from net investment income

(1,194,475)

(470,715)

Distributions to shareholders from net realized gain

(2,163,007)

(345,367)

Total distributions

(3,357,482)

(816,082)

Share transactions - net increase (decrease)

25,665,961

15,075,481

Total increase (decrease) in net assets

26,859,730

17,322,761

Net Assets

Beginning of period

33,939,300

16,616,539

End of period

$ 60,799,030

$ 33,939,300

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.44

$ 11.27

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.34

.24

.13

Net realized and unrealized gain (loss)

1.06

1.25

1.21

Total from investment operations

1.40

1.49

1.34

Distributions from net investment income

(.28)

(.19)

(.07)

Distributions from net realized gain

(.54)

(.13)

-

Total distributions

(.82)

(.32)

(.07)

Net asset value, end of period

$ 13.02

$ 12.44

$ 11.27

Total Return B,C,D

11.37%

13.20%

13.35%

Ratios to Average Net Assets F,H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.56%

2.05%

1.71% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 23,767

$ 14,298

$ 8,262

Portfolio turnover rate

17%

32%

33% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Freedom 2030 Portfolio
Financial Statements - continued

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.44

$ 11.27

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.33

.23

.12

Net realized and unrealized gain (loss)

1.05

1.25

1.21

Total from investment operations

1.38

1.48

1.33

Distributions from net investment income

(.27)

(.18)

(.06)

Distributions from net realized gain

(.54)

(.13)

-

Total distributions

(.81)

(.31)

(.06)

Net asset value, end of period

$ 13.01

$ 12.44

$ 11.27

Total Return B,C,D

11.21%

13.15%

13.30%

Ratios to Average Net Assets F,H

Expenses before reductions

.10%

.10%

.10% A

Expenses net of fee waivers, if any

.10%

.10%

.10% A

Expenses net of all reductions

.10%

.10%

.10% A

Net investment income (loss)

2.46%

1.95%

1.62% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 12,884

$ 3,867

$ 958

Portfolio turnover rate

17%

32%

33% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 12.42

$ 11.26

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.31

.21

.11

Net realized and unrealized gain (loss)

1.05

1.25

1.21

Total from investment operations

1.36

1.46

1.32

Distributions from net investment income

(.25)

(.17)

(.06)

Distributions from net realized gain

(.54)

(.13)

-

Total distributions

(.79)

(.30)

(.06)

Net asset value, end of period

$ 12.99

$ 12.42

$ 11.26

Total Return B,C,D

11.08%

12.92%

13.16%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25%

.25% A

Expenses net of fee waivers, if any

.25%

.25%

.25% A

Expenses net of all reductions

.25%

.25%

.25% A

Net investment income (loss)

2.31%

1.80%

1.47% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 24,148

$ 15,774

$ 7,396

Portfolio turnover rate

17%

32%

33% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

VIP Freedom Funds Portfolio

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP Freedom Income Portfolio, VIP Freedom 2005 Portfolio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio and VIP Freedom 2030 Portfolio (the Funds) are funds of Variable Insurance Products Fund V (formerly of Variable Insurance Products Fund IV). Effective, April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Funds reorganized into Variable Insurance Products Fund V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Funds' investment strategies or Fidelity Management & Research Company's (FMR) management of the Funds. The Variable Insurance Products Fund V (the trust) (referred to in this report as Fidelity Variable Insurance Products) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. The Funds invest primarily in a combination of other VIP equity, fixed income, and short-term funds (the Underlying Funds) managed by FMR. Shares of each Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. Each Fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Significant Accounting Policies.

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

Security Valuation. Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Investments in the Underlying Funds are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each fund in the trust. Expenses included in the accompanying financial statements reflect the expenses of each Fund and do not include any expenses associated with the Underlying Funds. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Income Tax Information and Distributions to Shareholders. Each year, each Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. Each Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Funds' federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows for each Fund:

Cost for
Federal Income
Tax Purposes

Unrealized
Appreciation

Unrealized
Depreciation

Net Unrealized
Appreciation/
(Depreciation)

VIP Freedom Income

$ 13,762,916

$ 374,797

$ (97,949)

$ 276,848

VIP Freedom 2005

9,575,326

648,712

(116,230)

532,482

VIP Freedom 2010

104,635,716

5,699,728

(1,886,259)

3,813,469

VIP Freedom 2015

56,564,005

3,385,358

(1,190,532)

2,194,826

VIP Freedom 2020

165,696,046

10,045,279

(4,974,253)

5,071,026

VIP Freedom 2025

19,056,227

1,229,343

(593,111)

636,232

VIP Freedom 2030

58,276,787

4,460,341

(1,932,486)

2,527,855

Undistributed
Ordinary Income

Undistributed
Long-term
Capital Gain

VIP Freedom Income

$ 30,027

$ 126,402

VIP Freedom 2005

5,682

173,534

VIP Freedom 2010

699

1,805,358

VIP Freedom 2015

-

1,121,109

VIP Freedom 2020

-

3,880,865

VIP Freedom 2025

-

476,148

VIP Freedom 2030

-

1,716,528

The tax character of distributions paid was as follows:

December 31, 2007

Ordinary
Income

Long-term
Capital Gains

Total

VIP Freedom Income

$ 623,460

$ 57,167

$ 680,627

VIP Freedom 2005

389,918

250,572

640,490

VIP Freedom 2010

3,554,163

1,485,441

5,039,604

VIP Freedom 2015

2,166,906

930,176

3,097,082

VIP Freedom 2020

5,419,053

2,614,989

8,034,042

VIP Freedom 2025

671,787

296,252

968,039

VIP Freedom 2030

2,172,376

1,185,106

3,357,482

December 31, 2006

Ordinary
Income

Long-term
Capital Gains

Total

VIP Freedom Income

$ 319,579

$ 39,255

$ 358,834

VIP Freedom 2005

242,373

22,170

264,543

VIP Freedom 2010

1,096,136

221,492

1,317,628

VIP Freedom 2015

435,471

196,602

632,073

VIP Freedom 2020

1,306,595

616,368

1,922,963

VIP Freedom 2025

173,672

104,377

278,049

VIP Freedom 2030

550,416

265,666

816,082

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Funds' financial statement disclosures.

3. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits certain Funds and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. Certain Funds may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the

VIP Freedom Funds Portfolio

3. Operating Policies - continued

Repurchase Agreements - continued

event of a default of the counterparty. Each applicable Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

4. Purchases and Sales of Investments.

Purchases and redemptions of the Underlying Fund shares are noted in the table below.

Purchases ($)

Redemptions ($)

VIP Freedom Income

10,897,240

7,747,034

VIP Freedom 2005

5,833,597

4,441,758

VIP Freedom 2010

61,101,521

18,860,644

VIP Freedom 2015

33,112,500

8,568,390

VIP Freedom 2020

102,133,272

15,643,365

VIP Freedom 2025

13,202,526

2,653,770

VIP Freedom 2030

35,220,205

8,150,990

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers, Inc. (Strategic Advisers), an affiliate of FMR, provides the Funds with investment management related services. The Funds do not pay any fees for these services.

Other Transactions. Strategic Advisers has entered into an administration agreement with FMR under which FMR provides management and administrative services (other than investment advisory services) necessary for the operation of each Fund. Pursuant to this agreement, FMR pays all expenses of each Fund, excluding the distribution and service fees, the compensation of the independent Trustees and certain other expenses such as interest expense. FMR also contracts with other Fidelity companies to perform the services necessary for the operation of each Fund. The Funds do not pay any fees for these services.

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

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

Service
Class

Service
Class 2

Total

VIP Freedom Income

$ 406

$ 6,905

$ 7,311

VIP Freedom 2005

435

1,107

1,542

VIP Freedom 2010

12,962

130,658

143,620

VIP Freedom 2015

459

42,621

43,080

VIP Freedom 2020

14,102

218,533

232,635

VIP Freedom 2025

479

2,987

3,466

VIP Freedom 2030

8,629

48,118

56,747

6. Expense Reductions.

FMR voluntarily agreed to reimburse funds to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Total expenses for each class are limited to 0.00% of average net assets plus the distribution and service fees applicable to each class. Some expenses, for example interest expense, are excluded from this reimbursement.

The following classes of each applicable Fund were in reimbursement during the period:

Expense
Limitations

Reimbursement
from adviser

VIP Freedom Income

Initial Class

0%

$ 33

Service Class

.10%

2

Service Class 2

.25%

12

Annual Report

Notes to Financial Statements - continued

6. Expense Reductions - continued

The following classes of each applicable Fund were in reimbursement during the period: - continued

Expense
Limitations

Reimbursement
from adviser

VIP Freedom 2005

Initial Class

0%

$ 28

Service Class

.10%

1

Service Class 2

.25%

1

VIP Freedom 2010

Initial Class

0%

73

Service Class

.10%

53

Service Class 2

.25%

172

VIP Freedom 2015

Initial Class

0%

90

Service Class

.10%

1

Service Class 2

.25%

66

VIP Freedom 2020

Initial Class

0%

77

Service Class

.10%

49

Service Class 2

.25%

294

VIP Freedom 2025

Initial Class

0%

34

Service Class

.10%

1

Service Class 2

.25%

9

VIP Freedom 2030

Initial Class

0%

63

Service Class

.10%

34

Service Class 2

.25%

63

7. Other.

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

The Funds do not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Funds within their principal investment strategies may represent a significant portion of the Underlying Fund's net assets. At the end of the period, FMR or its affiliates and certain otherwise unaffiliated shareholders each were owners of record of more than 10% of the outstanding shares of the following funds:

Affiliated %

Number of
Unaffiliated
Shareholders

Unaffiliated
Shareholders %

VIP Freedom Income

68%

1

15%

VIP Freedom 2005

98%

-

-

VIP Freedom 2010

25%

1

59%

VIP Freedom 2015

56%

1

34%

VIP Freedom 2020

16%

2

75%

VIP Freedom 2025

73%

1

12%

VIP Freedom 2030

35%

1

52%

VIP Freedom Funds Portfolio

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2007

2006

VIP Freedom Income

From net investment income

Initial Class

$ 389,472

$ 269,889

Service Class

15,761

10,880

Service Class 2

131,697

28,996

Total

$ 536,930

$ 309,765

From net realized gain

Initial Class

$ 105,776

$ 42,500

Service Class

4,392

1,766

Service Class 2

33,529

4,803

Total

$ 143,697

$ 49,069

VIP Freedom 2005

From net investment income

Initial Class

$ 251,310

$ 207,132

Service Class

11,833

10,517

Service Class 2

11,404

9,944

Total

$ 274,547

$ 227,593

From net realized gain

Initial Class

$ 331,682

$ 33,434

Service Class

16,986

1,759

Service Class 2

17,275

1,757

Total

$ 365,943

$ 36,950

VIP Freedom 2010

From net investment income

Initial Class

$ 656,116

$ 353,057

Service Class

445,976

98,166

Service Class 2

1,382,034

589,540

Total

$ 2,484,126

$ 1,040,763

From net realized gain

Initial Class

$ 670,107

$ 88,708

Service Class

394,049

25,301

Service Class 2

1,491,322

162,856

Total

$ 2,555,478

$ 276,865

VIP Freedom 2015

From net investment income

Initial Class

$ 919,677

$ 271,006

Service Class

12,891

4,502

Service Class 2

595,960

103,791

Total

$ 1,528,528

$ 379,299

From net realized gain

Initial Class

$ 938,900

$ 175,471

Service Class

13,956

3,166

Service Class 2

615,698

74,137

Total

$ 1,568,554

$ 252,774

VIP Freedom 2020

From net investment income

Initial Class

$ 652,197

$ 316,990

Service Class

399,422

94,245

Service Class 2

2,255,779

758,389

Total

$ 3,307,398

$ 1,169,624

From net realized gain

Initial Class

$ 924,317

$ 189,505

Service Class

520,253

58,242

Service Class 2

3,282,074

505,592

Total

$ 4,726,644

$ 753,339

Annual Report

Notes to Financial Statements - continued

8. Distributions to Shareholders - continued

Distributions to shareholders of each class were as follows: - continued

Years ended December 31,

2007

2006

VIP Freedom 2025

From net investment income

Initial Class

$ 306,188

$ 136,529

Service Class

9,470

6,790

Service Class 2

77,171

7,987

Total

$ 392,829

$ 151,306

From net realized gain

Initial Class

$ 464,560

$ 113,219

Service Class

17,406

5,981

Service Class 2

93,244

7,543

Total

$ 575,210

$ 126,743

VIP Freedom 2030

From net investment income

Initial Class

$ 488,612

$ 210,649

Service Class

255,840

54,452

Service Class 2

450,023

205,614

Total

$ 1,194,475

$ 470,715

From net realized gain

Initial Class

$ 856,913

$ 145,662

Service Class

417,687

38,682

Service Class 2

888,407

161,023

Total

$ 2,163,007

$ 345,367

9. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended December 31,

2007

2006

2007

2006

VIP Freedom Income

Initial Class

Shares sold

685,787

628,341

$ 7,557,523

$ 6,697,181

Reinvestment of distributions

45,868

29,149

495,249

312,388

Shares redeemed

(680,725)

(354,600)

(7,558,034)

(3,763,363)

Net increase (decrease)

50,930

302,890

$ 494,738

$ 3,246,206

Service Class

Reinvestment of distributions

1,867

1,180

$ 20,153

$ 12,646

Net increase (decrease)

1,867

1,180

$ 20,153

$ 12,646

Service Class 2

Shares sold

255,437

77,795

$ 2,785,548

$ 837,357

Reinvestment of distributions

15,330

3,159

165,225

33,799

Shares redeemed

(37,092)

(17,023)

(408,034)

(178,812)

Net increase (decrease)

233,675

63,931

$ 2,542,739

$ 692,344

VIP Freedom 2005

Initial Class

Shares sold

398,715

512,176

$ 4,787,205

$ 5,650,369

Reinvestment of distributions

50,295

21,052

582,992

240,567

Shares redeemed

(344,897)

(335,528)

(4,068,626)

(3,714,256)

Net increase (decrease)

104,113

197,700

$ 1,301,571

$ 2,176,680

Service Class

Reinvestment of distributions

2,487

1,074

$ 28,820

$ 12,275

Net increase (decrease)

2,487

1,074

$ 28,820

$ 12,275

Service Class 2

Shares sold

726

-

$ 8,434

$ -

Reinvestment of distributions

2,477

1,024

28,679

11,701

Shares redeemed

(16)

-

(187)

-

Net increase (decrease)

3,187

1,024

$ 36,926

$ 11,701

VIP Freedom Funds Portfolio

9. Share Transactions - continued

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

Shares

Dollars

Years ended December 31,

2007

2006

2007

2006

VIP Freedom 2010

Initial Class

Shares sold

828,873

1,085,640

$ 10,012,337

$ 12,091,220

Reinvestment of distributions

111,133

38,083

1,326,223

441,765

Shares redeemed

(525,621)

(550,105)

(6,297,794)

(6,137,550)

Net increase (decrease)

414,385

573,618

$ 5,040,766

$ 6,395,435

Service Class

Shares sold

1,541,928

461,171

$ 18,694,544

$ 5,186,749

Reinvestment of distributions

70,366

10,644

840,025

123,467

Shares redeemed

(514,426)

(25,858)

(6,273,125)

(288,627)

Net increase (decrease)

1,097,868

445,957

$ 13,261,444

$ 5,021,589

Service Class 2

Shares sold

2,466,070

2,611,488

$ 29,558,142

$ 29,083,720

Reinvestment of distributions

241,528

65,030

2,873,356

752,397

Shares redeemed

(810,681)

(232,684)

(9,812,717)

(2,589,520)

Net increase (decrease)

1,896,917

2,443,834

$ 22,618,781

$ 27,246,597

VIP Freedom 2015

Initial Class

Shares sold

1,246,967

1,063,240

$ 15,630,773

$ 12,155,808

Reinvestment of distributions

151,849

37,362

1,858,577

446,476

Shares redeemed

(639,202)

(384,997)

(8,014,311)

(4,436,992)

Net increase (decrease)

759,614

715,605

$ 9,475,039

$ 8,165,292

Service Class

Shares sold

810

-

$ 10,000

$ -

Reinvestment of distributions

2,195

642

26,847

7,668

Net increase (decrease)

3,005

642

$ 36,847

$ 7,668

Service Class 2

Shares sold

1,142,941

825,508

$ 14,217,661

$ 9,476,778

Reinvestment of distributions

99,078

14,914

1,211,658

177,928

Shares redeemed

(82,606)

(61,528)

(1,035,080)

(696,575)

Net increase (decrease)

1,159,413

778,894

$ 14,394,239

$ 8,958,131

VIP Freedom 2020

Initial Class

Shares sold

1,051,777

858,421

$ 13,569,797

$ 9,934,015

Reinvestment of distributions

125,271

41,756

1,576,514

506,495

Shares redeemed

(450,780)

(588,301)

(5,731,905)

(6,802,896)

Net increase (decrease)

726,268

311,876

$ 9,414,406

$ 3,637,614

Service Class

Shares sold

1,195,293

411,929

$ 15,239,157

$ 4,798,643

Reinvestment of distributions

72,983

12,581

919,675

152,487

Shares redeemed

(234,570)

(25,736)

(3,023,931)

(305,071)

Net increase (decrease)

1,033,706

398,774

$ 13,134,901

$ 4,646,059

Service Class 2

Shares sold

4,990,327

3,353,614

$ 63,745,796

$ 38,778,034

Reinvestment of distributions

440,649

104,461

5,537,853

1,263,981

Shares redeemed

(656,261)

(238,340)

(8,395,395)

(2,819,652)

Net increase (decrease)

4,774,715

3,219,735

$ 60,888,254

$ 37,222,363

VIP Freedom 2025

Initial Class

Shares sold

622,753

508,046

$ 8,070,203

$ 5,956,062

Reinvestment of distributions

60,941

20,454

770,748

249,748

Shares redeemed

(174,322)

(274,265)

(2,213,504)

(3,281,077)

Net increase (decrease)

509,372

254,235

$ 6,627,447

$ 2,924,733

Annual Report

Notes to Financial Statements - continued

9. Share Transactions - continued

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

Shares

Dollars

Years ended December 31,

2007

2006

2007

2006

VIP Freedom 2025 - continued

Service Class

Shares sold

788

-

$ 10,000

$ -

Reinvestment of distributions

2,131

1,047

26,876

12,771

Net increase (decrease)

2,919

1,047

$ 36,876

$ 12,771

Service Class 2

Shares sold

265,377

9,336

$ 3,480,937

$ 114,122

Reinvestment of distributions

13,434

1,273

170,415

15,530

Shares redeemed

(9,100)

(112)

(117,320)

(1,375)

Net increase (decrease)

269,711

10,497

$ 3,534,032

$ 128,277

VIP Freedom 2030

Initial Class

Shares sold

996,989

710,684

$ 13,223,488

$ 8,499,790

Reinvestment of distributions

103,604

28,573

1,345,525

356,311

Shares redeemed

(424,689)

(323,491)

(5,631,778)

(3,808,183)

Net increase (decrease)

675,904

415,766

$ 8,937,235

$ 5,047,918

Service Class

Shares sold

734,873

235,504

$ 9,669,259

$ 2,842,204

Reinvestment of distributions

51,784

7,469

673,527

93,133

Shares redeemed

(107,374)

(17,091)

(1,424,042)

(204,059)

Net increase (decrease)

679,283

225,882

$ 8,918,744

$ 2,731,278

Service Class 2

Shares sold

711,415

819,368

$ 9,456,604

$ 9,707,801

Reinvestment of distributions

103,352

29,449

1,338,430

366,637

Shares redeemed

(226,223)

(235,970)

(2,985,052)

(2,778,153)

Net increase (decrease)

588,544

612,847

$ 7,809,982

$ 7,296,285

VIP Freedom Funds Portfolio

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and the Shareholders of VIP Freedom Income Portfolio, VIP Freedom 2005 Portfolio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio, and VIP Freedom 2030 Portfolio:

We have audited the accompanying statements of assets and liabilities of VIP Freedom Income Portfolio, VIP Freedom 2005 Portfolio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio, and VIP Freedom 2030 Portfolio (the Funds), each a fund of the Variable Insurance Products Fund V (formerly of Variable Insurance Products Fund IV), including the schedules of investments, as of December 31, 2007, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2007, by correspondence with the custodians. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial positions of VIP Freedom Income Portfolio, VIP Freedom 2005 Portfoio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio, and VIP Freedom 2030 Portfolio as of December 31, 2007, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and their financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. If the interests of a fund and an underlying Fidelity fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds. Strategic Advisers has structured the funds to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2007

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2007

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2007

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2007

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Ren Y. Cheng (50)

Year of Election or Appointment: 2007

Vice President of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Cheng also serves as Vice President of certain Asset Allocation Funds (2007-present). Mr. Cheng is Chief Investment Officer of the Global Asset Allocation group (2007-present). Mr. Cheng also serves as Vice President of FMR and FMR Co., Inc. Mr. Cheng served as Managing Director of the Global Asset Allocation group (2005-2007). Previously, Mr. Cheng served as a portfolio manager for the Fidelity Freedom Funds.

Boyce I. Greer (51)

Year of Election or Appointment: 2005

Vice President of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Eric D. Roiter (59)

Year of Election or Appointment: 2005

Secretary of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, VIP Investor Freedom 2030. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of [Fidelity Distributors Corporation (FDC)/FDC] (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2005

Chief Compliance Officer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Freedom Income, VIP Freedom 2005, VIP Freedom 2010, VIP Freedom 2015, VIP Freedom 2020, VIP Freedom 2025, and VIP Freedom 2030. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The Board of Trustees of each fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

Pay Date

Record Date

Dividends

Capital Gains

VIP Freedom Income Portfolio

Initial Class

02/15/08

02/15/08

$0.005

$0.105

Service Class

02/15/08

02/15/08

$0.005

$0.105

Service Class 2

02/15/08

02/15/08

$0.005

$0.105

VIP Freedom 2005 Portfolio

Initial Class

02/15/08

02/15/08

$0.005

$0.245

Service Class

02/15/08

02/15/08

$0.005

$0.245

Service Class 2

02/15/08

02/15/08

$0.005

$0.245

VIP Freedom 2010 Portfolio

Initial Class

02/15/08

02/15/08

$0.000

$0.180

Service Class

02/15/08

02/15/08

$0.000

$0.180

Service Class 2

02/15/08

02/15/08

$0.000

$0.180

VIP Freedom 2015 Portfolio

Initial Class

02/15/08

02/15/08

$0.000

$0.230

Service Class

02/15/08

02/15/08

$0.000

$0.230

Service Class 2

02/15/08

02/15/08

$0.000

$0.230

VIP Freedom 2020 Portfolio

Initial Class

02/15/08

02/15/08

$0.000

$0.280

Service Class

02/15/08

02/15/08

$0.000

$0.280

Service Class 2

02/15/08

02/15/08

$0.000

$0.280

VIP Freedom 2025 Portfolio

Initial Class

02/15/08

02/15/08

$0.000

$0.300

Service Class

02/15/08

02/15/08

$0.000

$0.300

Service Class 2

02/15/08

02/15/08

$0.000

$0.300

VIP Freedom 2030 Portfolio

Initial Class

02/15/08

02/15/08

$0.000

$0.355

Service Class

02/15/08

02/15/08

$0.000

$0.355

Service Class 2

02/15/08

02/15/08

$0.000

$0.355

The funds hereby designate as capital gain dividend the amounts noted below for the taxable year ended December 31, 2007, or, if subsequently determined to be different, the net capital gain of such year.

VIP Freedom Income Portfolio

$141,963

VIP Freedom 2005 Portfolio

$340,125

VIP Freedom 2010 Portfolio

$2,697,309

VIP Freedom 2015 Portfolio

$1,687,736

VIP Freedom 2020 Portfolio

$5,475,164

VIP Freedom 2025 Portfolio

$653,372

VIP Freedom 2030 Portfolio

$2,428,457

VIP Freedom Funds Portfolio

A percentage of the dividends distributed during the fiscal year for the following funds qualifies for the dividends-received deduction for corporate shareholders:

February 2007

December 2007

VIP Freedom Income Portfolio

Initial Class

3%

5%

Service Class

3%

5%

Service Class 2

3%

5%

VIP Freedom 2005 Portfolio

Initial Class

-%

11%

Service Class

-%

11%

Service Class 2

-%

12%

VIP Freedom 2010 Portfolio

Initial Class

9%

12%

Service Class

9%

12%

Service Class 2

9%

13%

VIP Freedom 2015 Portfolio

Initial Class

-%

13%

Service Class

-%

14%

Service Class 2

-%

14%

VIP Freedom 2020 Portfolio

Initial Class

8%

16%

Service Class

8%

16%

Service Class 2

8%

17%

VIP Freedom 2025 Portfolio

Initial Class

-%

17%

Service Class

-%

17%

Service Class 2

-%

17%

VIP Freedom 2030 Portfolio

Initial Class

-%

18%

Service Class

-%

19%

Service Class 2

-%

19%

The funds will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Freedom Funds

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and administration agreement (together, the Advisory Contracts) for each fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Equity Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its July 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for each fund. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contracts is consistent with Fidelity's fiduciary duty under applicable law. In reaching its determination, the Board is aware that shareholders in each fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that each fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in that fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Strategic Advisers, Inc. (Strategic Advisers), and the administrator, FMR, including the backgrounds of the funds' portfolio managers and the funds' investment objectives and disciplines. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of Strategic Advisers' investment staff, their use of technology, and Strategic Advisers' and FMR's approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by FMR and its affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for each fund; (ii) the nature and extent of FMR's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, each fund's compliance policies and procedures.

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in July 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance and Compliance. The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance for each class, as well as each fund's relative investment performance for each class measured against a proprietary custom index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare any of the funds' performance. Because each fund had been in existence less than three calendar years, for each fund the following chart considered by the Board shows, for the one-year period ended December 31, 2006, the total returns of Initial Class and Service Class 2 of the fund and the total returns of a proprietary custom index ("benchmark"). The returns of Initial Class and Service Class 2 show the performance of the highest and lowest performing classes, respectively. For each fund, the proprietary custom index is an index developed by FMR that represents the performance of the fund's asset classes according to their respective weightings, (for each fund other than VIP Freedom Income Portfolio) adjusted on June 30 and December 31 of each calendar year to reflect the fund's increasingly conservative asset allocations.

VIP Freedom Funds Portfolio

VIP Freedom 2005 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Freedom 2010 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom 2015 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Freedom 2020 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Freedom Funds Portfolio

VIP Freedom 2025 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Freedom 2030 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom Income Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board noted that the funds do not pay Strategic Advisers a management fee for investment advisory services. The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how each fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

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

VIP Freedom Funds Portfolio

VIP Freedom 2005 Portfolio



VIP Freedom 2010 Portfolio



Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom 2015 Portfolio



VIP Freedom 2020 Portfolio



VIP Freedom Funds Portfolio

VIP Freedom 2025 Portfolio



VIP Freedom 2030 Portfolio



Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom Income Portfolio



The Board noted that each fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006.

Based on its review, the Board concluded that each fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of the total expenses of each class of each fund, the Board noted that each fund invests in Initial Class of the underlying fund to avoid charging fund-paid 12b-1 fees at both fund levels. The Board considered that the funds do not pay transfer agency fees. Instead, Initial Class of each underlying fund bears its pro rata portion of each fund's transfer agency fee according to the percentage of each fund's assets invested in that underlying fund. The Board further noted that FMR pays all other expenses of each fund, with limited exceptions.

The Board noted that the total expenses of each of Initial Class and Service Class of each fund ranked below its competitive median for 2006, and the total expenses of Service Class 2 of each fund ranked equal to its competitive median for 2006.

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

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

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each underlying fund.

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

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of each fund were not relevant to the renewal of each fund's Advisory Contracts because the funds do not pay management fees and FMR pays all other expenses of each fund, with limited exceptions.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of each fund's Advisory Contracts because the funds do not pay management fees and FMR pays all other expenses of each fund, with limited exceptions.

VIP Freedom Funds Portfolio

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) Fidelity's portfolio manager compensation structure, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (iii) Fidelity's fee structures; (iv) the funds' sub-advisory arrangements; and (v) accounts managed by Fidelity other than the Fidelity funds.

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

Annual Report

Investment Adviser

Strategic Advisers, Inc.
Boston, MA

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

VIPFF2K-ANN-0208
1.826371.103

Fidelity® Variable Insurance Products:
Freedom Lifetime Income Funds -
Portfolios I, II, & III

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Lifetime Income Portfolio I

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Lifetime Income Portfolio II

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Lifetime Income Portfolio III

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

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

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Lifetime Income Funds Portfolio

VIP Freedom Lifetime Income I Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Freedom Lifetime Income I

8.16%

8.60%

A From July 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom Lifetime Income I on July 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM (S&P 500®) Index performed over the same period.



Annual Report

VIP Freedom Lifetime Income II Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Freedom Lifetime Income II

9.67%

10.77%

A From July 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom Lifetime Income II on July 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.



VIP Lifetime Income Funds Portfolio

VIP Freedom Lifetime Income III Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Freedom Lifetime Income III

10.88%

12.32%

A From July 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom Lifetime Income III on July 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Christopher Sharpe and Jonathan Shelon, Co-Portfolio Managers of VIP Freedom Lifetime Income Funds

U.S. equity markets, as measured by the bellwether Dow Jones Industrial AverageSM and the Standard & Poor's 500SM Index, registered their fifth consecutive year of positive returns in 2007, as the Dow rose 8.88% and the S&P 500® index advanced 5.49%. The tech-heavy NASDAQ Composite® Index did even better, increasing 10.55%. However, credit- and recession-related concerns carved deeply into stock prices late in 2007, pushing some major market measures into negative territory for the year overall, particularly smaller-cap and value-oriented benchmarks. Based largely on a weak U.S. dollar that boosted returns for U.S. investors, the Morgan Stanley Capital InternationalSM Europe, Australasia, and Far East (MSCI® EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - beat most domestic equity measures, gaining 11.33%. Several European countries had outstanding performance, including Finland and Germany, while Australia also did very well. However, fallout from the credit crunch and concerns about export growth tempered U.K. stocks, while fears that Japanese financial companies would become embroiled in the U.S. subprime mortgage crisis contributed to a loss of more than 4% for the Japanese portion of the index. The emerging-markets stock asset class soared 39.78% according to the MSCI Emerging Markets index. The U.S. investment-grade bond market climbed 6.97% as measured by the Lehman Brothers® U.S. Aggregate Index, beating the 2.53% gain for the Merrill Lynch® U.S. High Yield Master II Constrained Index. The emerging-markets bond category shook off a sluggish first half of 2007 to finish the year with a respectable gain of 6.28% as measured by the J.P. Morgan Emerging Markets Bond Index (EMBI) Global, while the Citigroup® Non-U.S. Group of 7 Index - representing the debt performance of major global economies, excluding the United States - rose 13.05%.

Each of the three VIP Freedom Lifetime Income Funds recorded positive results for the year. (For specific portfolio performance results, please refer to the performance section of this report.) On an absolute basis, these returns were consistent with the kind of performance we would expect to see from a series of portfolios with different asset-allocation levels based on age-appropriate risks. On a relative basis versus their individual composite indexes, the Funds also did well, with all of them beating their respective benchmarks for the period. Overall performance was led by the Funds' underlying domestic and international equity asset classes. Both equity classes outperformed their benchmarks - the Dow Jones Wilshire 5000 Composite IndexSM, which rose 5.62%, and the MSCI EAFE, respectively - thanks mostly to effective stock selection within their underlying funds. The Funds' investments in both short-term and high-yield bonds performed in line with their respective benchmarks, with returns of 5.11% for the Lehman Brothers 3-Month Treasury Bill Index and 2.53% for the Merrill Lynch U.S. High Yield Master II Constrained Index. Meanwhile, the investment-grade bond class underperformed the 6.97% return of the Lehman Brothers U.S. Aggregate Index, in part because of its exposure to subprime-mortgage-backed securities, which saw their prices fall as the credit crunch worsened during the year.

Note to shareholders: Jonathan Shelon became Co-Portfolio Manager on September 4, 2007 replacing Ren Cheng, who was promoted to Chief Investment Officer of Fidelity's Global Asset Allocation Group.

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

VIP Lifetime Income Funds Portfolio

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007).

Actual Expenses

The first line of the accompanying table for each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each fund provides information about hypothetical account values and hypothetical expenses based on a fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007
to December 31, 2007

VIP Freedom Lifetime Income I

Actual

$ 1,000.00

$ 1,025.20

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Freedom Lifetime Income II

Actual

$ 1,000.00

$ 1,022.30

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Freedom Lifetime Income III

Actual

$ 1,000.00

$ 1,020.00

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

A 5% return per year before expenses

* Expenses are equal to each Fund's annualized expense ratio of .00%; multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Annual Report

VIP Freedom Lifetime Income I Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

5.9

5.7

VIP Equity-Income Portfolio Investor Class

6.0

6.5

VIP Growth & Income Portfolio Investor Class

6.6

6.6

VIP Growth Portfolio Investor Class

7.1

6.7

VIP Mid Cap Portfolio Investor Class

2.3

2.4

VIP Value Portfolio Investor Class

5.0

5.6

VIP Value Strategies Portfolio Investor Class

2.1

2.3

35.0

35.8

International Equity Funds

VIP Overseas Portfolio Investor Class R

8.8

8.9

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

4.9

5.0

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

39.4

38.7

Short-Term Funds

VIP Money Market Portfolio Investor Class

11.9

11.6

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

35.0%

International Equity Funds

8.8%

Investment Grade Fixed-Income Funds

39.4%

High Yield Fixed-Income Funds

4.9%

Short-Term Funds

11.9%

Six months ago

Domestic Equity Funds

35.8%

International Equity Funds

8.9%

Investment Grade Fixed-Income Funds

38.7%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

11.6%

Expected

Domestic Equity Funds

35.9%

International Equity Funds

8.9%

Investment Grade Fixed-Income Funds

36.9%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

13.3%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Lifetime Income Funds Portfolio

VIP Freedom Lifetime Income I Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 43.8%

Shares

Value

Domestic Equity Funds - 35.0%

VIP Contrafund Portfolio Investor Class

26,521

$ 737,813

VIP Equity-Income Portfolio Investor Class

31,414

749,223

VIP Growth & Income Portfolio Investor Class

48,609

824,417

VIP Growth Portfolio Investor Class

19,731

887,887

VIP Mid Cap Portfolio Investor Class

8,117

292,794

VIP Value Portfolio Investor Class

48,444

634,126

VIP Value Strategies Portfolio Investor Class

21,016

263,325

TOTAL DOMESTIC EQUITY FUNDS

4,389,585

International Equity Funds - 8.8%

VIP Overseas Portfolio Investor Class R

43,413

1,096,606

TOTAL EQUITY FUNDS

(Cost $5,101,699)

5,486,191

Fixed-Income Funds - 44.3%

High Yield Fixed-Income Funds - 4.9%

VIP High Income Portfolio Investor Class

104,148

620,720

Investment Grade Fixed-Income Funds - 39.4%

VIP Investment Grade Bond Portfolio Investor Class

387,613

4,934,314

TOTAL FIXED-INCOME FUNDS

(Cost $5,476,277)

5,555,034

Short-Term Funds - 11.9%

VIP Money Market Portfolio Investor Class
(Cost $1,492,173)

1,492,173

1,492,173

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $12,070,149)

$ 12,533,398

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

Annual Report

VIP Freedom Lifetime Income I Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $12,070,149) - See accompanying schedule

$ 12,533,398

Cash

89

Receivable for investments sold

566

Total assets

12,534,053

Liabilities

Payable for investments purchased

$ 201

Payable for fund shares redeemed

560

Total liabilities

761

Net Assets

$ 12,533,292

Net Assets consist of:

Paid in capital

$ 11,873,589

Undistributed net investment income

724

Accumulated undistributed net realized gain (loss) on investments

195,730

Net unrealized appreciation (depreciation) on investments

463,249

Net Assets, for 1,118,082 shares outstanding

$ 12,533,292

Net Asset Value, offering price and redemption price per share ($12,533,292 ÷ 1,118,082 shares)

$ 11.21

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 363,583

Expenses

Independent trustees' compensation

$ 39

Total expenses before reductions

39

Expense reductions

(39)

0

Net investment income (loss)

363,583

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(1,056)

Capital gain distributions from underlying funds

444,130

443,074

Change in net unrealized appreciation (depreciation) on underlying funds

85,222

Net gain (loss)

528,296

Net increase (decrease) in net assets resulting from operations

$ 891,879

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

VIP Lifetime Income Funds Portfolio

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 363,583

$ 160,138

Net realized gain (loss)

443,074

127,086

Change in net unrealized appreciation (depreciation)

85,222

348,399

Net increase (decrease) in net assets resulting from operations

891,879

635,623

Distributions to shareholders from net investment income

(361,791)

(162,340)

Distributions to shareholders from net realized gain

(328,199)

(45,095)

Total distributions

(689,990)

(207,435)

Share transactions
Proceeds from sales of shares

2,994,715

7,602,656

Reinvestment of distributions

689,990

207,435

Cost of shares redeemed

(1,459,058)

(1,038,565)

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

2,225,647

6,771,526

Total increase (decrease) in net assets

2,427,536

7,199,714

Net Assets

Beginning of period

10,105,756

2,906,042

End of period (including undistributed net investment income of $724 and $0, respectively)

$ 12,533,292

$ 10,105,756

Other Information

Shares

Sold

263,784

715,785

Issued in reinvestment of distributions

61,611

18,875

Redeemed

(128,066)

(96,908)

Net increase (decrease)

197,329

637,752

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.98

$ 10.27

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.36

.27

.10

Net realized and unrealized gain (loss)

.53

.67

.26

Total from investment operations

.89

.94

.36

Distributions from net investment income

(.34)

(.18)

(.05)

Distributions from net realized gain

(.32)

(.05)

(.04)

Total distributions

(.66)

(.23)

(.09)

Net asset value, end of period

$ 11.21

$ 10.98

$ 10.27

Total Return B, C, D

8.16%

9.15%

3.55%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00%A

Expenses net of all reductions

.00%

.00%

.00%A

Net investment income (loss)

3.15%

2.50%

2.23%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 12,533

$ 10,106

$ 2,906

Portfolio turnover rate

16%

28%

71%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period July 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Freedom Lifetime Income II Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

7.9

7.7

VIP Equity-Income Portfolio Investor Class

8.1

8.9

VIP Growth & Income Portfolio Investor Class

8.9

9.0

VIP Growth Portfolio Investor Class

9.5

9.1

VIP Mid Cap Portfolio Investor Class

3.2

3.2

VIP Value Portfolio Investor Class

6.9

7.6

VIP Value Strategies Portfolio Investor Class

2.8

3.2

47.3

48.7

International Equity Funds

VIP Overseas Portfolio Investor Class R

11.9

12.1

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

6.8

6.9

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

30.8

29.4

Short-Term Funds

VIP Money Market Portfolio Investor Class

3.2

2.9

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

47.3%

International Equity Funds

11.9%

Investment Grade Fixed-Income Funds

30.8%

High Yield Fixed-Income Funds

6.8%

Short-Term Funds

3.2%

Six months ago

Domestic Equity Funds

48.7%

International Equity Funds

12.1%

Investment Grade Fixed-Income Funds

29.4%

High Yield Fixed-Income Funds

6.9%

Short-Term Funds

2.9%

Expected

Domestic Equity Funds

45.8%

International Equity Funds

11.4%

Investment Grade Fixed-Income Funds

32.0%

High Yield Fixed-Income Funds

6.5%

Short-Term Funds

4.3%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Lifetime Income Funds Portfolio

VIP Freedom Lifetime Income II Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 59.2%

Shares

Value

Domestic Equity Funds - 47.3%

VIP Contrafund Portfolio Investor Class

64,854

$ 1,804,238

VIP Equity-Income Portfolio Investor Class

77,184

1,840,845

VIP Growth & Income Portfolio Investor Class

118,981

2,017,913

VIP Growth Portfolio Investor Class

48,179

2,168,046

VIP Mid Cap Portfolio Investor Class

19,893

717,554

VIP Value Portfolio Investor Class

119,049

1,558,350

VIP Value Strategies Portfolio Investor Class

51,622

646,828

TOTAL DOMESTIC EQUITY FUNDS

10,753,774

International Equity Funds - 11.9%

VIP Overseas Portfolio Investor Class R

106,742

2,696,314

TOTAL EQUITY FUNDS

(Cost $12,663,591)

13,450,088

Fixed-Income Funds - 37.6%

High Yield Fixed-Income Funds - 6.8%

VIP High Income Portfolio Investor Class

257,909

1,537,136

Investment Grade Fixed-Income Funds - 30.8%

VIP Investment Grade Bond Portfolio Investor Class

549,725

6,998,003

TOTAL FIXED-INCOME FUNDS

(Cost $8,445,764)

8,535,139

Short-Term Funds - 3.2%

VIP Money Market Portfolio Investor Class
(Cost $715,805)

715,805

715,805

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $21,825,160)

$ 22,701,032

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

Annual Report

VIP Freedom Lifetime Income II Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $21,825,160) - See accompanying schedule

$ 22,701,032

Cash

90

Receivable for investments sold

1,077

Total assets

22,702,199

Liabilities

Payable for investments purchased

$ 98

Payable for fund shares redeemed

1,062

Total liabilities

1,160

Net Assets

$ 22,701,039

Net Assets consist of:

Paid in capital

$ 21,344,859

Undistributed net investment income

6,993

Accumulated undistributed net realized gain (loss) on investments

473,315

Net unrealized appreciation (depreciation) on investments

875,872

Net Assets, for 1,942,909 shares outstanding

$ 22,701,039

Net Asset Value, offering price and redemption price per share ($22,701,039 ÷ 1,942,909 shares)

$ 11.68

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 545,664

Expenses

Independent trustees' compensation

$ 69

Total expenses before reductions

69

Expense reductions

(69)

0

Net investment income (loss)

545,664

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

27,875

Capital gain distributions from underlying funds

1,076,319

1,104,194

Change in net unrealized appreciation (depreciation) on underlying funds

186,662

Net gain (loss)

1,290,856

Net increase (decrease) in net assets resulting from operations

$ 1,836,520

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

VIP Lifetime Income Funds Portfolio

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 545,664

$ 212,416

Net realized gain (loss)

1,104,194

277,462

Change in net unrealized appreciation (depreciation)

186,662

641,870

Net increase (decrease) in net assets resulting from operations

1,836,520

1,131,748

Distributions to shareholders from net investment income

(542,373)

(208,713)

Distributions to shareholders from net realized gain

(833,778)

(74,541)

Total distributions

(1,376,151)

(283,254)

Share transactions
Proceeds from sales of shares

5,718,549

14,411,163

Reinvestment of distributions

1,376,151

283,254

Cost of shares redeemed

(2,074,997)

(688,332)

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

5,019,703

14,006,085

Total increase (decrease) in net assets

5,480,072

14,854,579

Net Assets

Beginning of period

17,220,967

2,366,388

End of period (including undistributed net investment income of $6,993 and $3,703, respectively)

$ 22,701,039

$ 17,220,967

Other Information

Shares

Sold

481,833

1,326,173

Issued in reinvestment of distributions

117,952

24,891

Redeemed

(172,555)

(63,508)

Net increase (decrease)

427,230

1,287,556

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.36

$ 10.37

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.32

.23

.10

Net realized and unrealized gain (loss)

.77

.95

.40

Total from investment operations

1.09

1.18

.50

Distributions from net investment income

(.30)

(.14)

(.06)

Distributions from net realized gain

(.48)

(.05)

(.07)

Total distributions

(.77) I

(.19)

(.13)

Net asset value, end of period

$ 11.68

$ 11.36

$ 10.37

Total Return B, C, D

9.67%

11.38%

5.00%

Ratios to Average Net AssetsF, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00%A

Expenses net of all reductions

.00%

.00%

.00%A

Net investment income (loss)

2.67%

2.12%

2.18%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 22,701

$ 17,221

$ 2,366

Portfolio turnover rate

18%

16%

69%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period July 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.77 per share is comprised of distributions from net investment income of $.295 and distributions from net realized gain of $.475 per share.

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

Annual Report

VIP Freedom Lifetime Income III Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

10.0

9.7

VIP Equity-Income Portfolio Investor Class

10.2

11.2

VIP Growth & Income Portfolio Investor Class

11.2

11.2

VIP Growth Portfolio Investor Class

12.0

11.4

VIP Mid Cap Portfolio Investor Class

3.9

4.0

VIP Value Portfolio Investor Class

8.6

9.5

VIP Value Strategies Portfolio Investor Class

3.6

4.0

59.5

61.0

International Equity Funds

VIP Overseas Portfolio Investor Class R

15.1

15.1

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

7.5

7.5

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

17.9

16.4

Short-Term Funds

VIP Money Market Portfolio Investor Class

0.0

0.0

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

59.5%

International Equity Funds

15.1%

Investment Grade Fixed-Income Funds

17.9%

High Yield Fixed-Income Funds

7.5%

Short-Term Funds

0.0%

Six months ago

Domestic Equity Funds

61.0%

International Equity Funds

15.1%

Investment Grade Fixed-Income Funds

16.4%

High Yield Fixed-Income Funds

7.5%

Short-Term Funds

0.0%

Expected

Domestic Equity Funds

58.3%

International Equity Funds

14.6%

Investment Grade Fixed-Income Funds

19.6%

High Yield Fixed-Income Funds

7.5%

Short-Term Funds

0.0%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Lifetime Income Funds Portfolio

VIP Freedom Lifetime Income III Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 74.6%

Shares

Value

Domestic Equity Funds - 59.5%

VIP Contrafund Portfolio Investor Class

39,866

$ 1,109,079

VIP Equity-Income Portfolio Investor Class

47,283

1,127,689

VIP Growth & Income Portfolio Investor Class

73,024

1,238,480

VIP Growth Portfolio Investor Class

29,591

1,331,617

VIP Mid Cap Portfolio Investor Class

12,192

439,769

VIP Value Portfolio Investor Class

72,998

955,537

VIP Value Strategies Portfolio Investor Class

31,589

395,805

TOTAL DOMESTIC EQUITY FUNDS

6,597,976

International Equity Funds - 15.1%

VIP Overseas Portfolio Investor Class R

66,138

1,670,658

TOTAL EQUITY FUNDS

(Cost $7,621,747)

8,268,634

Fixed-Income Funds - 25.4%

High Yield Fixed-Income Funds - 7.5%

VIP High Income Portfolio Investor Class

139,921

833,931

Investment Grade Fixed-Income Funds - 17.9%

VIP Investment Grade Bond Portfolio Investor Class

155,526

1,979,851

TOTAL FIXED-INCOME FUNDS

(Cost $2,812,642)

2,813,782

Short-Term Funds - 0.0%

VIP Money Market Portfolio Investor Class
(Cost $2,216)

2,216

2,216

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $10,436,605)

$ 11,084,632

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

Annual Report

VIP Freedom Lifetime Income III Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $10,436,605) - See accompanying schedule

$ 11,084,632

Cash

88

Receivable for investments sold

493

Total assets

11,085,213

Liabilities

Payable for investments purchased

$ 12

Payable for fund shares redeemed

484

Total liabilities

496

Net Assets

$ 11,084,717

Net Assets consist of:

Paid in capital

$ 10,144,386

Accumulated undistributed net realized gain (loss) on investments

292,304

Net unrealized appreciation (depreciation) on investments

648,027

Net Assets, for 931,677 shares outstanding

$ 11,084,717

Net Asset Value, offering price and redemption price per share ($11,084,717 ÷ 931,677 shares)

$ 11.90

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 247,764

Expenses

Independent trustees' compensation

$ 35

Total expenses before reductions

35

Expense reductions

(35)

0

Net investment income (loss)

247,764

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

6,748

Capital gain distributions from underlying funds

682,498

689,246

Change in net unrealized appreciation (depreciation) on underlying funds

81,118

Net gain (loss)

770,364

Net increase (decrease) in net assets resulting from operations

$ 1,018,128

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

VIP Lifetime Income Funds Portfolio

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 247,764

$ 112,758

Net realized gain (loss)

689,246

219,068

Change in net unrealized appreciation (depreciation)

81,118

469,611

Net increase (decrease) in net assets resulting from operations

1,018,128

801,437

Distributions to shareholders from net investment income

(249,881)

(112,128)

Distributions to shareholders from net realized gain

(532,048)

(82,227)

Total distributions

(781,929)

(194,355)

Share transactions
Proceeds from sales of shares

1,768,038

5,427,409

Reinvestment of distributions

781,929

194,355

Cost of shares redeemed

(536,548)

(352,017)

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

2,013,419

5,269,747

Total increase (decrease) in net assets

2,249,618

5,876,829

Net Assets

Beginning of period

8,835,099

2,958,270

End of period (including undistributed net investment income of $0 and $630, respectively)

$ 11,084,717

$ 8,835,099

Other Information

Shares

Sold

145,013

496,103

Issued in reinvestment of distributions

65,782

16,769

Redeemed

(43,397)

(30,993)

Net increase (decrease)

167,398

481,879

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.56

$ 10.48

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.29

.19

.11

Net realized and unrealized gain (loss)

.96

1.15

.50

Total from investment operations

1.25

1.34

.61

Distributions from net investment income

(.29)

(.15)

(.06)

Distributions from net realized gain

(.62)

(.11)

(.07)

Total distributions

(.91)

(.26)

(.13)

Net asset value, end of period

$ 11.90

$ 11.56

$ 10.48

Total Return B, C, D

10.88%

12.78%

6.10%

Ratios to Average Net AssetsF, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00%A

Expenses net of all reductions

.00%

.00%

.00%A

Net investment income (loss)

2.41%

1.76%

2.39%A

Supplemental Data

Net assets, end of period (000 omitted)

$ 11,085

$ 8,835

$ 2,958

Portfolio turnover rate

11%

15%

59%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period July 26, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP Freedom Lifetime Income I Portfolio, VIP Freedom Lifetime Income II Portfolio, and VIP Freedom Lifetime Income III Portfolio (the Funds) are funds of Variable Insurance Products Fund V (formerly of Variable Insurance Products IV). Effective, April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Funds reorganized into Variable Insurance Products V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Funds' investment strategies or Fidelity Management & Research Company's (FMR) management of the Funds. The Variable Insurance Products Fund V (the trust) (referred to in this report as Fidelity Variable Insurance Products) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. The Funds invest primarily in a combination of other VIP equity, fixed income, and short-term funds (the Underlying Funds) managed by FMR. Shares of each Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts.

2. Significant Accounting Policies.

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

Security Valuation. Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Investments in the Underlying Funds are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each fund in the trust. Expenses included in the accompanying financial statements reflect the expenses of each Fund and do not include any expenses associated with the Underlying Funds. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Income Tax Information and Distributions to Shareholders. Each year, each Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. Each Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Funds' federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds and losses deferred due to wash sales.

VIP Lifetime Income Funds Portfolio

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows for each Fund:

Cost for Federal
Income Tax Purposes

Unrealized
Appreciation

Unrealized
Depreciation

Net Unrealized
Appreciation/
(Depreciation)

VIP Freedom Lifetime Income I

$ 12,070,181

$ 636,371

$ (173,154)

$ 463,217

VIP Freedom Lifetime Income II

21,825,326

1,349,610

(473,904)

875,706

VIP Freedom Lifetime Income III

10,436,709

886,743

(238,820)

647,923

Undistributed
Ordinary Income

Undistributed
Long-term
Capital Gain

Capital Loss
Carryforward

VIP Freedom Lifetime Income I

$ 724

$ 195,763

$ -

VIP Freedom Lifetime Income II

7,840

472,634

-

VIP Freedom Lifetime Income III

-

292,410

-

The tax character of distributions paid was as follows:

December 31, 2007

Ordinary Income

Long-term
Capital Gains

Total

VIP Freedom Lifetime Income I

$ 489,482

$ 200,508

$ 689,990

VIP Freedom Lifetime Income II

863,486

512,665

1,376,151

VIP Freedom Lifetime Income III

447,079

334,850

781,929

December 31, 2006

Ordinary Income

Long-term
Capital Gains

Total

VIP Freedom Lifetime Income I

$ 171,359

$ 36,076

$ 207,435

VIP Freedom Lifetime Income II

223,622

59,632

283,254

VIP Freedom Lifetime Income III

127,078

67,277

194,355

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Funds' financial statement disclosures.

3. Operating Policies.

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

4. Purchases and Sales of Investments.

Purchases and redemptions of the Underlying Fund shares are noted in the table below.

Purchases ($)

Redemptions ($)

VIP Freedom Lifetime Income I

4,227,483

1,883,627

VIP Freedom Lifetime Income II

8,858,680

3,592,975

VIP Freedom Lifetime Income III

3,255,319

1,093,562

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers, Inc. (Strategic Advisers), an affiliate of FMR, provides the Funds with investment management related services. The Funds do not pay any fees for these services.

Other Transactions. Strategic Advisers has entered into an administration agreement with FMR under which FMR provides management and administrative services (other than investment advisory services) necessary for the operation of each Fund. Pursuant to this agreement, FMR pays all expenses of each Fund, excluding the compensation of the independent Trustees and certain other expenses such as interest expense. FMR also contracts with other Fidelity companies to perform the services necessary for the operation of each Fund. The Funds do not pay any fees for these services.

6. Expense Reductions.

FMR voluntarily agreed to reimburse Funds to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

The following Funds were in reimbursement during the period:

Expense Limitations

Reimbursement
from adviser

VIP Freedom Lifetime Income I

0%

$ 39

VIP Freedom Lifetime Income II

0%

$ 69

VIP Freedom Lifetime Income III

0%

$ 35

7. Other.

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

The Funds do not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Funds within their principal investment strategies may represent a significant portion of the Underlying Fund's net assets.

At the end of the period, FMR or its affiliates were owners of record of all of the outstanding shares of the Funds.

VIP Lifetime Income Funds Portfolio

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and the Shareholders of VIP Freedom Lifetime Income I Portfolio, VIP Freedom Lifetime Income II Portfolio, VIP Freedom Lifetime Income III Portfolio

We have audited the accompanying statements of assets and liabilities of VIP Freedom Lifetime Income I Portfolio, VIP Freedom Lifetime Income II Portfolio and VIP Freedom Lifetime Income III Portfolio (the Funds), each a fund of Variable Insurance Products Fund V (formerly of Variable Insurance Products IV), including the schedules of investments, as of December 31, 2007, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period July 26, 2005 (commencement of operations) to December 31, 2005. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2007, by correspondence with the custodians. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial positions of VIP Freedom Lifetime Income I Portfolio, VIP Freedom Lifetime Income II Portfolio, VIP Freedom Lifetime Income III Portfolio as of December 31, 2007, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and their financial highlights for each of the two years in the period then ended and the period July 26, 2005 (commencement of operations) to December 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each VIP Freedom Lifetime Income Fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each VIP Freedom Lifetime Income Fund's activities, review contractual arrangements with companies that provide services to each VIP Freedom Lifetime Income Fund, and review each VIP Freedom Lifetime Income Fund's performance. If the interests of a VIP Freedom Lifetime Income Fund and an underlying Fidelity fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds. Strategic Advisers has structured the VIP Freedom Lifetime Income Fund to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL).
Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2007

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2007

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2007

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2007

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III.
Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Ren Y. Cheng (50)

Year of Election or Appointment: 2007

Vice President of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III. Mr. Cheng also serves as Vice President of certain Asset Allocation Funds (2007-present). Mr. Cheng is Chief Investment Officer of the Global Asset Allocation group (2007-present). Mr. Cheng also serves as Vice President of FMR and FMR Co., Inc. Mr. Cheng served as Managing Director of the Global Asset Allocation group (2005-2007). Previously, Mr. Cheng served as a portfolio manager for the Fidelity Freedom Funds.

Boyce I. Greer (51)

Year of Election or Appointment: 2006

Vice President of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Eric D. Roiter (59)

Year of Election or Appointment: 2005

Secretary of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III.
Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2005

Chief Compliance Officer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III.
Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously,
Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment:2005

Deputy Treasurer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III.
Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2004

Assistant Treasurer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III.
Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III.
Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Freedom Lifetime Income I, VIP Freedom Lifetime Income II, and VIP Freedom Lifetime Income III.
Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The Board of Trustees of each fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

Fund

Pay Date

Record Date

Capital Gains

VIP Freedom Lifetime Income I

02/15/08

02/15/08

$0.19

VIP Freedom Lifetime Income II

02/15/08

02/15/08

$0.25

VIP Freedom Lifetime Income III

02/15/08

02/15/08

$0.32

The funds hereby designate as capital gain dividends the amounts noted below for the taxable year ended December 31, 2007, or, if subsequently determined to be different, the net capital gain of such year.

Fund

VIP Freedom Lifetime Income I

$316,482

VIP Freedom Lifetime Income II

$785,785

VIP Freedom Lifetime Income III

$494,555

A percentage of the dividends distributed during the fiscal year for the following funds qualifies for the dividends-received deduction for corporate shareholders:

Fund

VIP Freedom Lifetime Income I

February, 2007

0%

December, 2007

10%

VIP Freedom Lifetime Income II

February, 2007

7%

December, 2007

14%

VIP Freedom Lifetime Income III

February, 2007

5%

December, 2007

11%

The funds will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

VIP Lifetime Income Funds Portfolio

Board Approval of Investment Advisory Contracts and Management Fees

VIP Freedom Lifetime Income Funds

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and administration agreement (together, the Advisory Contracts) for each fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Equity Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its July 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for each fund. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contracts is consistent with Fidelity's fiduciary duty under applicable law. In reaching its determination, the Board is aware that shareholders in each fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that each fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in that fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Strategic Advisers, Inc. (Strategic Advisers), and the administrator, FMR, including the backgrounds of the funds' portfolio managers and the funds' investment objectives and disciplines. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of Strategic Advisers' investment staff, their use of technology, and Strategic Advisers' and FMR's approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by FMR and its affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for each fund; (ii) the nature and extent of FMR's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, each fund's compliance policies and procedures.

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in July 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance and Compliance. The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance, as well as each fund's relative investment performance measured against a proprietary custom index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare any of the funds' performance. Because each fund had been in existence less than three calendar years, for each fund the following chart considered by the Board shows, for the one-year period ended December 31, 2006, the fund's total return and the total return of a proprietary custom index ("benchmark"). For each fund, the proprietary custom index is an index developed by FMR that represents the performance of the fund's asset classes according to their respective weightings, adjusted on June 30 and December 31 of each calendar year to reflect the fund's increasingly conservative asset allocations.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom Lifetime Income I Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Freedom Lifetime Income II Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Lifetime Income Funds Portfolio

VIP Freedom Lifetime Income III Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board noted that the funds do not pay Strategic Advisers a management fee for investment advisory services. The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how each fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom Lifetime Income I Portfolio



VIP Freedom Lifetime Income II Portfolio



VIP Lifetime Income Funds Portfolio

VIP Freedom Lifetime Income III Portfolio



The Board noted that each fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006.

In its review of each fund's total expenses, the Board noted that each fund invests in Investor Class of the underlying fund to avoid charging fund-paid 12b-1 fees at both fund levels. The Board considered that the funds do not pay transfer agency fees. Instead, Investor Class of each underlying fund bears its pro rata portion of each fund's transfer agency fee according to the percentage of each fund's assets invested in that underlying fund. The Board further noted that FMR pays all other expenses of each fund, with limited exceptions.

The Board noted that each fund's total expenses ranked below its competitive median for 2006.

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

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

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each underlying fund.

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

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of each fund were not relevant to the renewal of each fund's Advisory Contracts because the funds do not pay management fees and FMR pays all other expenses of each fund, with limited exceptions.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of each fund's Advisory Contracts because the funds do not pay management fees and FMR pays all other expenses of each fund, with limited exceptions.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) Fidelity's portfolio manager compensation structure, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (iii) Fidelity's fee structures; (iv) the funds' sub-advisory arrangements; and (v) accounts managed by Fidelity other than the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

VIP Lifetime Income Funds Portfolio

Annual Report

VIP Lifetime Income Funds Portfolio

Annual Report

Investment Adviser

Strategic Advisers, Inc.
Boston, MA

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

VIPFLI-ANN-0208
1.816199.102

Fidelity® Variable Insurance Products:
FundsManager - 20%, 50%, 60%, 70%, 85% Portfolio

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

FundsManager 20% Portfolio

<Click Here>

Investment Summary

<Click Here>

Investments

<Click Here>

Financial Statements

FundsManager 50% Portfolio

<Click Here>

Investment Summary

<Click Here>

Investments

<Click Here>

Financial Statements

FundsManager 60% Portfolio

<Click Here>

Investment Summary

<Click Here>

Investments

<Click Here>

Financial Statements

FundsManager 70% Portfolio

<Click Here>

Investment Summary

<Click Here>

Investments

<Click Here>

Financial Statements

FundsManager 85% Portfolio

<Click Here>

Investment Summary

<Click Here>

Investments

<Click Here>

Financial Statements

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

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

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP FundsManager Portfolio

VIP FundsManager 20% Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of Fund A

VIP FundsManager 20% - Investor Class

6.12%

6.70%

VIP FundsManager 20% - Service Class B

6.12%

6.70%

VIP FundsManager 20% - Service Class 2 C

5.96%

6.54%

A From April 13, 2006.

B Performance for Service Class shares reflects an asset-based service fee (12b-1 fee).

C Performance for Service Class 2 shares reflects an asset-based service fee (12b-1 fee).

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 20% Portfolio-Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers® U.S. Aggregate Index performed over the same period.



Annual Report

VIP FundsManager 50% Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of Fund A

VIP FundsManager 50% - Investor Class

6.99%

8.37%

VIP FundsManager 50% - Service Class B

6.99%

8.37%

VIP FundsManager 50% - Service Class 2 C

6.93%

8.21%

A From April 13, 2006.

B Performance for Service Class shares reflects an asset-based service fee (12b-1 fee).

C Performance for Service Class 2 shares reflects an asset-based service fee (12b-1 fee).

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 50% Portfolio-Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



VIP FundsManager Portfolio

VIP FundsManager 70% Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of Fund A

VIP FundsManager 70% - Investor Class

7.80%

9.58%

VIP FundsManager 70% - Service Class B

7.80%

9.58%

VIP FundsManager 70% - Service Class 2 C

7.63%

9.42%

A From April 13, 2006.

B Performance for Service Class shares reflects an asset-based service fee (12b-1 fee).

C Performance for Service Class 2 shares reflects an asset-based service fee (12b-1 fee).

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 70% Portfolio-Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.



Annual Report

VIP FundsManager 85% Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of Fund A

VIP FundsManager 85% - Investor Class

8.63%

10.39%

VIP FundsManager 85% - Service Class B

8.52%

10.33%

VIP FundsManager 85% - Service Class 2 C

8.36%

10.17%

A From April 13, 2006.

B Performance for Service Class shares reflects an asset-based service fee (12b-1 fee).

C Performance for Service Class 2 shares reflects an asset-based service fee (12b-1 fee).

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 85% Portfolio-Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.



VIP FundsManager Portfolio

Management's Discussion of Fund Performance

Comments from Scott Kuldell, Portfolio Manager of VIP FundsManager Portfolios

U.S. equity markets, as measured by the bellwether Dow Jones Industrial AverageSM and the Standard & Poor's 500SM Index, registered their fifth consecutive year of positive returns in 2007, as the Dow rose 8.88% and the S&P 500® index advanced 5.49%. The tech-heavy NASDAQ Composite® Index did even better, increasing 10.55%. However, credit- and recession-related concerns carved deeply into stock prices late in 2007, pushing some major market measures into negative territory for the year overall, particularly smaller-cap and value-oriented benchmarks. Based largely on a weak U.S. dollar that boosted returns for U.S. investors, the Morgan Stanley Capital InternationalSM Europe, Australasia, and Far East (MSCI® EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - beat most domestic equity measures, gaining 11.33%. Several European countries had outstanding performance, including Finland and Germany, while Australia also did very well. However, fallout from the credit crunch and concerns about export growth tempered U.K. stocks, while fears that Japanese financial companies would become embroiled in the U.S. subprime mortgage crisis contributed to a loss of more than 4% for the Japanese portion of the index. The emerging-markets stock asset class soared 39.78% according to the MSCI Emerging Markets index. The U.S. investment-grade bond market climbed 6.97% as measured by the Lehman Brothers® U.S. Aggregate Index, beating the 2.53% gain for the Merrill Lynch® U.S. High Yield Master II Constrained Index. The emerging-markets bond category shook off a sluggish first half of 2007 to finish the year with a respectable gain of 6.28% as measured by the J.P. Morgan Emerging Markets Bond Index (EMBI) Global, while the Citigroup® Non-U.S. Group of 7 Index - representing the debt performance of major global economies, excluding the United States - rose 13.05%.

For the year ending December 31, 2007, all but one of the VIP FundsManager Portfolios exceeded their composite benchmarks; the 20% Portfolio trailed its index slightly. (For specific portfolio performance results, please refer to the performance section of this report.) The 60% Portfolio, which launched on August 22, 2007, solidly outperformed its benchmark during this abbreviated period. Across the portfolios, greater equity exposure resulted in higher absolute returns and also greater outperformance relative to the benchmarks. Many Fidelity domestic equity fund managers beat their benchmarks in 2007. As a result, a broad range of domestic equity funds contributed to results. Several international equity funds also helped returns. As for the 20% Portfolio, Fidelity® U.S. Bond Index Fund was a significant drag on results because of its exposure to Fidelity Ultra-Short Central Fund - a diversified pool of short-term assets - which suffered from exposure to subprime mortgage bonds. Fidelity U.S. Bond Index Fund detracted from the fixed-income return in all the portfolios, but, because the 20% Portfolio had the greatest exposure to this fund, it experienced the greatest impact.

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

Annual Report

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007), except for VIP FundsManager 60% Portfolio. The actual Expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (August 22, 2007 to December 31, 2007). The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (July 1, 2007 to December 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
July 1, 2007 to
December 31, 2007

VIP FundsManager 20% Portfolio

Service Class

Actual

$ 1,000.00

$ 1,024.40

$ 1.02 C

Hypothetical A

$ 1,000.00

$ 1,024.20

$ 1.02 C

Service Class 2

Actual

$ 1,000.00

$ 1,023.80

$ 1.79 C

HypotheticalA

$ 1,000.00

$ 1,023.44

$ 1.79 C

Investor Class

Actual

$ 1,000.00

$ 1,024.40

$ 1.02 C

HypotheticalA

$ 1,000.00

$ 1,024.20

$ 1.02 C

VIP FundsManager 50% Portfolio

Service Class

Actual

$ 1,000.00

$ 1,011.60

$ 1.01 C

HypotheticalA

$ 1,000.00

$ 1,024.20

$ 1.02 C

Service Class 2

Actual

$ 1,000.00

$ 1,011.00

$ 1.77 C

HypotheticalA

$ 1,000.00

$ 1,023.44

$ 1.79 C

Investor Class

Actual

$ 1,000.00

$ 1,011.60

$ 1.01 C

HypotheticalA

$ 1,000.00

$ 1,024.20

$ 1.02 C

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
July 1, 2007 to
December 31, 2007

VIP FundsManager 60% Portfolio

Service Class

Actual

$ 1,000.00

$ 1,040.70

$ .74 B

Hypothetical A

$ 1,000.00

$ 1,024.20

$ 1.02 C

Service Class 2

Actual

$ 1,000.00

$ 1,040.10

$ 1.29 B

Hypothetical A

$ 1,000.00

$ 1,023.44

$ 1.79 C

Investor Class

Actual

$ 1,000.00

$ 1,040.70

$ .74 B

Hypothetical A

$ 1,000.00

$ 1,024.20

$ 1.02 C

VIP FundsManager 70% Portfolio

Service Class

Actual

$ 1,000.00

$ 1,001.90

$ 1.01 C

Hypothetical A

$ 1,000.00

$ 1,024.20

$ 1.02 C

Service Class 2

Actual

$ 1,000.00

$ 1,001.30

$ 1.77 C

Hypothetical A

$ 1,000.00

$ 1,023.44

$ 1.79 C

Investor Class

Actual

$ 1,000.00

$ 1,001.90

$ 1.01 C

Hypothetical A

$ 1,000.00

$ 1,024.20

$ 1.02 C

VIP FundsManager 85% Portfolio

Service Class

Actual

$ 1,000.00

$ 997.10

$ 1.01 C

Hypothetical A

$ 1,000.00

$ 1,024.20

$ 1.02 C

Service Class 2

Actual

$ 1,000.00

$ 996.50

$ 1.76 C

Hypothetical A

$ 1,000.00

$ 1,023.44

$ 1.79 C

Investor Class

Actual

$ 1,000.00

$ 998.00

$ 1.01 C

Hypothetical A

$ 1,000.00

$ 1,024.20

$ 1.02 C

A 5% return per year before expenses.

B Actual expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 132/365 (to reflect the period August 22, 2007 to December 31, 2007.)

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

The fees and expenses of the underlying Fidelity Funds in which each Fund invests are not included in each class' annualized expense ratio.

Annualized
Expense Ratio

VIP FundsManager 20% Portfolio

Service Class

.20%

Service Class 2

.35%

Investor Class

.20%

VIP FundsManager 50% Portfolio

Service Class

.20%

Service Class 2

.35%

Investor Class

.20%

VIP FundsManager 60% Portfolio

Service Class

.20%

Service Class 2

.35%

Investor Class

.20%

VIP FundsManager 70% Portfolio

Service Class

.20%

Service Class 2

.35%

Investor Class

.20%

VIP FundsManager 85% Portfolio

Service Class

.20%

Service Class 2

.35%

Investor Class

.20%

Annual Report

VIP FundsManager 20% Portfolio

Investment Summary

Fund Holdings as of December 31, 2007

% of fund's investments

Domestic Equity Funds

Fidelity 100 Index Fund

1.0

Fidelity Contrafund

1.7

Fidelity Equity-Income II Fund

0.5

Fidelity Fund

3.4

Fidelity Growth Company Fund

0.1

Fidelity Large Cap Stock Fund

1.5

Fidelity Leveraged Company Stock Fund

2.1

Fidelity Mid-Cap Stock Fund

0.1

Fidelity New Millennium Fund

1.9

Fidelity Real Estate Investment Portfolio

0.2

Fidelity Small Cap Growth Fund

0.2

Fidelity Small Cap Stock Fund

0.1

Fidelity Small Cap Value Fund

0.1

Fidelity Stock Selector Fund

2.3

Fidelity Value Discovery Fund

0.2

VIP Growth & Income Portfolio Investor Class

1.8

VIP Growth Portfolio Investor Class

1.3

18.5

International Equity Funds

Fidelity International Discovery Fund

0.7

Fidelity International Real Estate Fund

0.7

Fidelity Overseas Fund

0.7

2.1

Fixed-Income Funds

Fidelity Capital & Income Fund

4.0

Fidelity Floating Rate High Income Fund

2.0

Fidelity New Markets Income Fund

3.0

Fidelity U.S. Bond Index Fund

42.0

51.0

Money Market Funds

Fidelity Institutional Prime Money Market Portfolio Class I

28.4

100.0

Asset Allocation (% of fund's investments)

As of December 31, 2007

Domestic
Equity Funds

18.5%

International
Equity Funds

2.1%

Fixed Income
Funds

51.0%

Money Market
Funds

28.4%

As of June 30, 2007

Domestic
Equity Funds

18.4%

International
Equity Funds

2.2%

Fixed Income
Funds

50.8%

Money Market
Funds

28.6%

VIP FundsManager Portfolio

VIP FundsManager 20% Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 20.6%

Shares

Value

Domestic Equity Funds - 18.5%

Fidelity 100 Index Fund

107,581

$ 1,140,358

Fidelity Contrafund

27,705

2,025,529

Fidelity Equity-Income II Fund

24,824

570,452

Fidelity Fund

99,249

3,955,061

Fidelity Growth Company Fund

1,385

114,944

Fidelity Large Cap Stock Fund

87,368

1,688,828

Fidelity Leveraged Company Stock Fund

76,102

2,460,363

Fidelity Mid-Cap Stock Fund

3,967

115,992

Fidelity New Millennium Fund

73,455

2,188,227

Fidelity Real Estate Investment Portfolio

10,715

278,370

Fidelity Small Cap Growth Fund

11,502

181,503

Fidelity Small Cap Stock Fund

6,575

114,600

Fidelity Small Cap Value Fund

7,656

104,117

Fidelity Stock Selector Fund

91,069

2,686,534

Fidelity Value Discovery Fund

12,774

229,174

VIP Growth & Income Portfolio Investor Class

121,904

2,067,498

VIP Growth Portfolio Investor Class

33,378

1,502,007

TOTAL DOMESTIC EQUITY FUNDS

21,423,557

International Equity Funds - 2.1%

Fidelity International Discovery Fund

20,126

867,017

Fidelity International Real Estate Fund

63,493

850,809

Fidelity Overseas Fund

17,893

865,842

TOTAL INTERNATIONAL EQUITY FUNDS

2,583,668

TOTAL EQUITY FUNDS

(Cost $25,324,991)

24,007,225

Fixed-Income Funds - 51.0%

Fidelity Capital & Income Fund

535,399

4,647,267

Fidelity Floating Rate High Income Fund

243,279

2,328,176

Fidelity New Markets Income Fund

237,593

3,487,871

Fidelity U.S. Bond Index Fund

4,477,801

48,763,256

TOTAL FIXED-INCOME FUNDS

(Cost $58,948,400)

59,226,570

Money Market Funds - 28.4%

Fidelity Institutional Prime Money Market Portfolio Class I
(Cost $32,971,194)

32,971,194

32,971,194

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $117,244,585)

$ 116,204,989

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

Annual Report

VIP FundsManager 20% Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $117,244,585) - See accompanying schedule

$ 116,204,989

Receivable for fund shares sold

308,349

Total assets

116,513,338

Liabilities

Payable for investments purchased

$ 307,986

Payable for fund shares redeemed

347

Accrued management fee

18,836

Distribution fees payable

14

Total liabilities

327,183

Net Assets

$ 116,186,155

Net Assets consist of:

Paid in capital

$ 116,822,530

Accumulated undistributed net realized gain (loss) on investments

403,221

Net unrealized appreciation (depreciation) on investments

(1,039,596)

Net Assets

$ 116,186,155

Statement of Assets and Liabilities - continued

December 31, 2007

Service Class:
Net Asset Value
, offering price and redemption price per share ($111,799 ÷ 10,667 shares)

$ 10.48

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($111,512 ÷ 10,641 shares)

$ 10.48

Investor Class:
Net Asset Value,
offering price and redemption price per share ($115,962,844 ÷ 11,069,590 shares)

$ 10.48

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

VIP FundsManager Portfolio

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 3,138,167

Interest

277

Total income

3,138,444

Expenses

Management fee

$ 177,146

Distribution fees

380

Independent trustees' compensation

222

Total expenses before reductions

177,748

Expense reductions

(36,170)

141,578

Net investment income (loss)

2,996,866

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

933,405

Capital gain distributions from underlying funds

1,112,171

2,045,576

Change in net unrealized appreciation (depreciation) on underlying funds

(1,206,656)

Net gain (loss)

838,920

Net increase (decrease) in net assets resulting from operations

$ 3,835,786

Statement of Changes in Net Assets

Year ended
December 31, 2007

For the period
April 13, 2006
(Commencement of Operations) to
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 2,996,866

$ 327,696

Net realized gain (loss)

2,045,576

255,502

Change in net unrealized appreciation (depreciation)

(1,206,656)

167,060

Net increase (decrease) in net assets resulting from operations

3,835,786

750,258

Distributions to shareholders from net investment income

(3,045,063)

(329,928)

Distributions to shareholders from net realized gain

(1,732,833)

(114,596)

Total distributions

(4,777,896)

(444,524)

Share transactions - net increase (decrease)

92,872,808

23,949,723

Total increase (decrease) in net assets

91,930,698

24,255,457

Net Assets

Beginning of period

24,255,457

-

End of period

$ 116,186,155

$ 24,255,457

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

Annual Report

Financial Highlights - Service Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.34

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.45

.33

Net realized and unrealized gain (loss)

.18

.20

Total from investment operations

.63

.53

Distributions from net investment income

(.29)

(.14)

Distributions from net realized gain

(.20)

(.05)

Total distributions

(.49)

(.19)

Net asset value, end of period

$ 10.48

$ 10.34

Total Return B,C,D

6.12%

5.34%

Ratios to Average Net Assets F,H

Expenses before reductions

.35%

.35% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

4.20%

4.52% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 112

$ 105

Portfolio turnover rate

76%

92% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.34

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.43

.32

Net realized and unrealized gain (loss)

.18

.20

Total from investment operations

.61

.52

Distributions from net investment income

(.27)

(.13)

Distributions from net realized gain

(.20)

(.05)

Total distributions

(.47)

(.18)

Net asset value, end of period

$ 10.48

$ 10.34

Total Return B,C,D

5.96%

5.23%

Ratios to Average Net Assets F,H

Expenses before reductions

.50%

.50% A

Expenses net of fee waivers, if any

.35%

.35% A

Expenses net of all reductions

.35%

.35% A

Net investment income (loss)

4.05%

4.38% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 112

$ 105

Portfolio turnover rate

76%

92% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

VIP FundsManager Portfolio

Financial Highlights - Investor Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.34

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.45

.33

Net realized and unrealized gain (loss)

.18

.20

Total from investment operations

.63

.53

Distributions from net investment income

(.29)

(.14)

Distributions from net realized gain

(.20)

(.05)

Total distributions

(.49)

(.19)

Net asset value, end of period

$ 10.48

$ 10.34

Total Return B,C,D

6.12%

5.34%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

4.20%

4.52% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 115,963

$ 24,045

Portfolio turnover rate

76%

92% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

Annual Report

VIP FundsManager 50% Portfolio

Investment Summary

Fund Holdings as of December 31, 2007

% of fund's investments

Domestic Equity Funds

Fidelity Contrafund

3.6

Fidelity Disciplined Equity Fund

2.8

Fidelity Equity Income Fund

0.5

Fidelity Equity-Income II Fund

6.9

Fidelity Fund

5.0

Fidelity Growth Company Fund

0.1

Fidelity Large Cap Stock Fund

4.2

Fidelity Large Cap Value Fund

3.5

Fidelity Leveraged Company Stock Fund

2.3

Fidelity Mid Cap Value Fund

2.3

Fidelity Mid-Cap Stock Fund

0.1

Fidelity Nasdaq Composite Index Fund

0.8

Fidelity New Millennium Fund

0.8

Fidelity Real Estate Investment Portfolio

0.7

Fidelity Small Cap Growth Fund

0.2

Fidelity Small Cap Stock Fund

0.1

Fidelity Small Cap Value Fund

0.2

Fidelity Stock Selector Fund

2.5

Fidelity Value Discovery Fund

0.3

Fidelity Value Strategies Fund

1.2

Spartan Total Market Index Fund Investor Class

2.0

Spartan U.S. Equity Index Fund Investor Class

0.6

VIP Growth & Income Portfolio Investor Class

3.3

VIP Growth Opportunities Portfolio Investor Class

1.0

VIP Growth Portfolio Investor Class

0.9

45.9

International Equity Funds

Fidelity International Discovery Fund

2.2

Fidelity International Real Estate Fund

1.2

Fidelity Overseas Fund

2.3

5.7

Fixed-Income Funds

Fidelity Capital & Income Fund

4.0

Fidelity Floating Rate High Income Fund

1.0

Fidelity New Markets Income Fund

2.0

Fidelity U.S. Bond Index Fund

32.7

39.7

Money Market Funds

Fidelity Institutional Prime Money Market Portfolio Class I

8.7

100.0

Asset Allocation (% of fund's investments)

As of December 31, 2007

Domestic
Equity Funds

45.9%

International
Equity Funds

5.7%

Fixed Income
Funds

39.7%

Money Market
Funds

8.7%

As of June 30, 2007

Domestic
Equity Funds

45.9%

International
Equity Funds

5.7%

Fixed Income
Funds

39.6%

Money Market
Funds

8.8%

VIP FundsManager Portfolio

VIP FundsManager 50% Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 51.6%

Shares

Value

Domestic Equity Funds - 45.9%

Fidelity Contrafund

180,559

$ 13,200,645

Fidelity Disciplined Equity Fund

355,907

10,506,370

Fidelity Equity Income Fund

32,729

1,805,339

Fidelity Equity-Income II Fund

1,115,695

25,638,660

Fidelity Fund

465,078

18,533,375

Fidelity Growth Company Fund

4,466

370,573

Fidelity Large Cap Stock Fund

808,333

15,625,072

Fidelity Large Cap Value Fund

893,495

12,955,671

Fidelity Leveraged Company Stock Fund

267,378

8,644,319

Fidelity Mid Cap Value Fund

520,884

8,479,995

Fidelity Mid-Cap Stock Fund

12,693

371,133

Fidelity Nasdaq Composite Index Fund

84,709

2,974,149

Fidelity New Millennium Fund

97,685

2,910,041

Fidelity Real Estate Investment Portfolio

102,819

2,671,236

Fidelity Small Cap Growth Fund

56,251

887,634

Fidelity Small Cap Stock Fund

21,194

369,413

Fidelity Small Cap Value Fund

54,661

743,388

Fidelity Stock Selector Fund

309,731

9,137,075

Fidelity Value Discovery Fund

61,433

1,102,104

Fidelity Value Strategies Fund

150,230

4,323,630

Spartan Total Market Index Fund Investor Class

178,660

7,307,189

Spartan U.S. Equity Index Fund Investor Class

45,934

2,383,961

VIP Growth & Income Portfolio Investor Class

722,085

12,246,562

VIP Growth Opportunities Portfolio Investor Class (a)

171,912

3,830,196

VIP Growth Portfolio Investor Class

74,278

3,342,515

TOTAL DOMESTIC EQUITY FUNDS

170,360,245

International Equity Funds - 5.7%

Fidelity International Discovery Fund

192,962

8,312,823

Fidelity International Real Estate Fund

338,808

4,540,027

Fidelity Overseas Fund

172,731

8,358,472

TOTAL INTERNATIONAL EQUITY FUNDS

21,211,322

TOTAL EQUITY FUNDS

(Cost $199,519,113)

191,571,567

Fixed-Income Funds - 39.7%

Fidelity Capital & Income Fund

1,714,818

14,884,621

Fidelity Floating Rate High Income Fund

389,593

3,728,405

Fidelity New Markets Income Fund

508,566

7,465,742

Fidelity U.S. Bond Index Fund

11,158,522

121,516,309

TOTAL FIXED-INCOME FUNDS

(Cost $146,868,956)

147,595,077

Money Market Funds - 8.7%

Shares

Value

Fidelity Institutional Prime Money Market Portfolio Class I
(Cost $32,421,122)

32,421,122

$ 32,421,122

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $378,809,191)

$ 371,587,766

Legend

(a) Non-income producing

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

Annual Report

VIP FundsManager 50% Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $378,809,191) - See accompanying schedule

$ 371,587,766

Receivable for fund shares sold

662,014

Total assets

372,249,780

Liabilities

Payable to custodian bank

$ 2

Payable for investments purchased

661,963

Payable for fund shares redeemed

17

Accrued management fee

60,842

Distribution fees payable

14

Total liabilities

722,838

Net Assets

$ 371,526,942

Net Assets consist of:

Paid in capital

$ 374,308,536

Accumulated undistributed net realized gain (loss) on investments

4,439,831

Net unrealized appreciation (depreciation) on investments

(7,221,425)

Net Assets

$ 371,526,942

Statement of Assets and Liabilities - continued

December 31, 2007

Service Class:
Net Asset Value
, offering price and redemption price per share ($114,798 ÷ 10,924 shares)

$ 10.51

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($114,502 ÷ 10,897 shares)

$ 10.51

Investor Class:
Net Asset Value,
offering price and redemption price per share ($371,297,642 ÷ 35,340,109 shares)

$ 10.51

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

VIP FundsManager Portfolio

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 8,430,564

Interest

396

Total income

8,430,960

Expenses

Management fee

$ 664,247

Distribution fees

390

Independent trustees' compensation

861

Total expenses before reductions

665,498

Expense reductions

(133,499)

531,999

Net investment income (loss)

7,898,961

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

7,352,614

Capital gain distributions from underlying funds

8,917,129

16,269,743

Change in net unrealized appreciation (depreciation) on underlying funds

(9,534,386)

Net gain (loss)

6,735,357

Net increase (decrease) in net assets resulting from operations

$ 14,634,318

Statement of Changes in Net Assets

Year ended
December 31,
2007

For the period
April 13, 2006
(Commencement of Operations) to
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 7,898,961

$ 1,609,708

Net realized gain (loss)

16,269,743

3,559,783

Change in net unrealized appreciation (depreciation)

(9,534,386)

2,312,961

Net increase (decrease) in net assets resulting from operations

14,634,318

7,482,452

Distributions to shareholders from net investment income

(7,948,355)

(1,627,619)

Distributions to shareholders from net realized gain

(14,111,683)

(1,210,707)

Total distributions

(22,060,038)

(2,838,326)

Share transactions - net increase (decrease)

234,994,088

139,314,448

Total increase (decrease) in net assets

227,568,368

143,958,574

Net Assets

Beginning of period

143,958,574

-

End of period

$ 371,526,942

$ 143,958,574

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

Annual Report

Financial Highlights - Service Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.52

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.32

.26

Net realized and unrealized gain (loss)

.41

.47

Total from investment operations

.73

.73

Distributions from net investment income

(.24)

(.12)

Distributions from net realized gain

(.50)

(.09)

Total distributions

(.74)

(.21)

Net asset value, end of period

$ 10.51

$ 10.52

Total Return B,C,D

6.99%

7.31%

Ratios to Average Net Assets F,H

Expenses before reductions

.35%

.35% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

2.97%

3.48% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 115

$ 107

Portfolio turnover rate

92%

103% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.51

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.31

.24

Net realized and unrealized gain (loss)

.41

.47

Total from investment operations

.72

.71

Distributions from net investment income

(.22)

(.11)

Distributions from net realized gain

(.50)

(.09)

Total distributions

(.72)

(.20)

Net asset value, end of period

$ 10.51

$ 10.51

Total Return B,C,D

6.93%

7.09%

Ratios to Average Net Assets F,H

Expenses before reductions

.50%

.50% A

Expenses net of fee waivers, if any

.35%

.35% A

Expenses net of all reductions

.35%

.35% A

Net investment income (loss)

2.82%

3.34% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 115

$ 107

Portfolio turnover rate

92%

103% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

VIP FundsManager Portfolio

Financial Highlights - Investor Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.52

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.32

.26

Net realized and unrealized gain (loss)

.41

.47

Total from investment operations

.73

.73

Distributions from net investment income

(.24)

(.12)

Distributions from net realized gain

(.50)

(.09)

Total distributions

(.74)

(.21)

Net asset value, end of period

$ 10.51

$ 10.52

Total Return B,C,D

6.99%

7.31%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

2.97%

3.48% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 371,298

$ 143,744

Portfolio turnover rate

92%

103% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

Annual Report

VIP FundsManager 60% Portfolio

Investment Summary

Fund Holdings as of December 31, 2007

% of fund's investments

Domestic Equity Funds

Fidelity 100 Index Fund

1.0

Fidelity Contrafund

4.3

Fidelity Equity-Income II Fund

6.8

Fidelity Fund

5.6

Fidelity Large Cap Stock Fund

1.7

Fidelity Large Cap Value Fund

6.4

Fidelity Leveraged Company Stock Fund

4.6

Fidelity Mid Cap Value Fund

4.5

Fidelity Real Estate Investment Portfolio

1.0

Fidelity Small Cap Value Fund

1.9

Fidelity Stock Selector Fund

3.9

Fidelity Value Discovery Fund

0.5

Spartan Total Market Index Fund Investor Class

2.0

VIP Growth & Income Portfolio Investor Class

3.0

VIP Growth Portfolio Investor Class

4.0

51.2

International Equity Funds

Fidelity Emerging Markets Fund

0.5

Fidelity International Discovery Fund

4.1

Fidelity International Real Estate Fund

2.0

Fidelity Overseas Fund

4.1

10.7

Fixed-Income Funds

Fidelity Capital & Income Fund

4.1

Fidelity Floating Rate High Income Fund

1.0

Fidelity New Markets Income Fund

2.0

Fidelity U.S. Bond Index Fund

28.0

35.1

Money Market Funds

Fidelity Institutional Prime Money Market Portfolio Class I

3.0

100.0

Asset Allocation (% of fund's investments)

As of December 31, 2007

Domestic
Equity Funds

51.2%

International
Equity Funds

10.7%

Fixed Income
Funds

35.1%

Money Market
Funds

3.0%

VIP FundsManager Portfolio

VIP FundsManager 60% Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 61.9%

Shares

Value

Domestic Equity Funds - 51.2%

Fidelity 100 Index Fund

110,603

$ 1,172,387

Fidelity Contrafund

67,490

4,934,226

Fidelity Equity-Income II Fund

337,649

7,759,171

Fidelity Fund

158,984

6,335,507

Fidelity Large Cap Stock Fund

100,072

1,934,388

Fidelity Large Cap Value Fund

504,810

7,319,746

Fidelity Leveraged Company Stock Fund

163,301

5,279,524

Fidelity Mid Cap Value Fund

314,066

5,112,989

Fidelity Real Estate Investment Portfolio

43,772

1,137,192

Fidelity Small Cap Value Fund

156,977

2,134,889

Fidelity Stock Selector Fund

150,095

4,427,790

Fidelity Value Discovery Fund

33,189

595,408

Spartan Total Market Index Fund Investor Class

57,218

2,340,230

VIP Growth & Income Portfolio Investor Class

198,739

3,370,618

VIP Growth Portfolio Investor Class

101,659

4,574,640

TOTAL DOMESTIC EQUITY FUNDS

58,428,705

International Equity Funds - 10.7%

Fidelity Emerging Markets Fund

18,026

610,163

Fidelity International Discovery Fund

106,993

4,609,260

Fidelity International Real Estate Fund

168,472

2,257,519

Fidelity Overseas Fund

95,985

4,644,709

TOTAL INTERNATIONAL EQUITY FUNDS

12,121,651

TOTAL EQUITY FUNDS

(Cost $73,508,459)

70,550,356

Fixed-Income Funds - 35.1%

Fidelity Capital & Income Fund

530,574

4,605,379

Fidelity Floating Rate High Income Fund

123,297

1,179,952

Fidelity New Markets Income Fund

157,919

2,318,254

Fidelity U.S. Bond Index Fund

2,930,389

31,911,936

TOTAL FIXED-INCOME FUNDS

(Cost $40,011,004)

40,015,521

Money Market Funds - 3.0%

Fidelity Institutional Prime Money Market Portfolio Class I
(Cost $3,463,727)

3,463,727

3,463,727

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $116,983,190)

$ 114,029,604

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

Annual Report

VIP FundsManager 60% Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (cost $116,983,190) - See accompanying schedule

$ 114,029,604

Cash

21

Receivable for fund shares sold

3,000,186

Total assets

117,029,811

Liabilities

Payable for investments purchased

$ 2,999,173

Payable for fund shares redeemed

1,005

Accrued management fee

15,190

Distribution fees payable

13

Total liabilities

3,015,381

Net Assets

$ 114,014,430

Net Assets consist of:

Paid in capital

$ 115,766,511

Undistributed net investment income

43,897

Accumulated undistributed net realized gain (loss) on investments

1,157,608

Net unrealized appreciation (depreciation) on investments

(2,953,586)

Net Assets

$ 114,014,430

Statement of Assets and Liabilities - continued

December 31, 2007

Service Class:
Net Asset Value
, offering price and redemption price per share ($104,054 ÷ 10,114 shares)

$ 10.29

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($103,999 ÷ 10,109 shares)

$ 10.29

Investor Class:
Net Asset Value,
offering price and redemption price per share ($113,806,377 ÷ 11,064,852 shares)

$ 10.29

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

VIP FundsManager Portfolio

Statement of Operations

For the period
August 22, 2007
(Commencement of Operations) to
December 31, 2007

Investment Income

Income distributions from underlying funds

$ 669,377

Interest

23

Total income

669,400

Expenses

Management fee

$ 34,017

Distribution fees

129

Independent trustees' compensation

22

Total expenses before reductions

34,168

Expense reductions

(6,837)

27,331

Net investment income (loss)

642,069

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(271,295)

Capital gain distributions from underlying funds

2,058,621

1,787,326

Change in net unrealized appreciation (depreciation) on underlying funds

(2,953,586)

Net gain (loss)

(1,166,260)

Net increase (decrease) in net assets resulting from operations

$ (524,191)

Statement of Changes in Net Assets

For the period
August 22, 2007
(Commencement of Operations) to
December 31, 2007

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 642,069

Net realized gain (loss)

1,787,326

Change in net unrealized appreciation (depreciation)

(2,953,586)

Net increase (decrease) in net assets resulting from operations

(524,191)

Distributions to shareholders from net investment income

(598,172)

Distributions to shareholders from net realized gain

(629,718)

Total distributions

(1,227,890)

Share transactions - net increase (decrease)

115,766,511

Total increase (decrease) in net assets

114,014,430

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $43,897)

$ 114,014,430

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

Annual Report

Financial Highlights - Service Class

Year ended December 31,

2007 H

Selected Per-Share Data

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.18

Net realized and unrealized gain (loss)

.23 G

Total from investment operations

.41

Distributions from net investment income

(.06)

Distributions from net realized gain

(.06)

Total distributions

(.12)

Net asset value, end of period

$ 10.29

Total Return B,C,D

4.07%

Ratios to Average Net Assets F,I

Expenses before reductions

.35% A

Expenses net of fee waivers, if any

.20% A

Expenses net of all reductions

.20% A

Net investment income (loss)

4.76% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 104

Portfolio turnover rate

60% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

H For the period August 22, 2007 (commencement of operations) to December 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

Financial Highlights - Service Class 2

Year ended December 31,

2007 H

Selected Per-Share Data

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.17

Net realized and unrealized gain (loss)

.23 G

Total from investment operations

.40

Distributions from net investment income

(.05)

Distributions from net realized gain

(.06)

Total distributions

(.11)

Net asset value, end of period

$ 10.29

Total Return B,C,D

4.01%

Ratios to Average Net Assets F,I

Expenses before reductions

.50% A

Expenses net of fee waivers, if any

.35% A

Expenses net of all reductions

.35% A

Net investment income (loss)

4.61% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 104

Portfolio turnover rate

60% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

H For the period August 22, 2007 (commencement of operations) to December 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

VIP FundsManager Portfolio

Financial Highlights - Investor Class

Year ended December 31,

2007 H

Selected Per-Share Data

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.17

Net realized and unrealized gain (loss)

.24 G

Total from investment operations

.41

Distributions from net investment income

(.06)

Distributions from net realized gain

(.06)

Total distributions

(.12)

Net asset value, end of period

$ 10.29

Total Return B,C,D

4.07%

Ratios to Average Net Assets F,I

Expenses before reductions

.25% A

Expenses net of fee waivers, if any

.20% A

Expenses net of all reductions

.20% A

Net investment income (loss)

4.76% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 113,806

Portfolio turnover rate

60% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

H For the period August 22, 2007 (commencement of operations) to December 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP FundsManager 70% Portfolio

Investment Summary

Fund Holdings as of December 31, 2007

% of fund's investments

Domestic Equity Funds

Fidelity Contrafund

3.4

Fidelity Disciplined Equity Fund

4.5

Fidelity Equity Income Fund

3.3

Fidelity Equity-Income II Fund

8.9

Fidelity Fund

5.1

Fidelity Growth Company Fund

0.1

Fidelity Large Cap Stock Fund

7.0

Fidelity Large Cap Value Fund

3.6

Fidelity Leveraged Company Stock Fund

2.3

Fidelity Mid Cap Value Fund

2.2

Fidelity Mid-Cap Stock Fund

0.1

Fidelity Nasdaq Composite Index Fund

1.9

Fidelity New Millennium Fund

2.1

Fidelity Real Estate Investment Portfolio

1.0

Fidelity Small Cap Growth Fund

0.2

Fidelity Small Cap Stock Fund

0.1

Fidelity Small Cap Value Fund

0.3

Fidelity Stock Selector Fund

2.4

Fidelity Value Discovery Fund

0.3

Fidelity Value Strategies Fund

2.7

Spartan Total Market Index Fund Investor Class

2.0

Spartan U.S. Equity Index Fund Investor Class

3.2

VIP Growth & Income Portfolio Investor Class

3.3

VIP Growth Opportunities Portfolio Investor Class

1.3

VIP Growth Portfolio Investor Class

0.0*

61.3

International Equity Funds

Fidelity Emerging Markets Fund

1.0

Fidelity International Discovery Fund

3.7

Fidelity International Real Estate Fund

2.0

Fidelity Overseas Fund

3.8

Spartan International Index Fund Investor Class

0.5

11.0

Fixed-Income Funds

Fidelity Capital & Income Fund

4.0

Fidelity Floating Rate High Income Fund

1.0

Fidelity New Markets Income Fund

2.0

Fidelity U.S. Bond Index Fund

17.4

24.4

Money Market Funds

Fidelity Institutional Prime Money Market Portfolio Class I

3.3

100.0

* Amount represents less than 0.1%

Asset Allocation (% of fund's investments)

As of December 31, 2007

Domestic
Equity Funds

61.3%

International
Equity Funds

11.0%

Fixed Income
Funds

24.4%

Money Market
Funds

3.3%

As of June 30, 2007

Domestic
Equity Funds

61.3%

International
Equity Funds

11.0%

Fixed Income
Funds

24.3%

Money Market
Funds

3.4%

VIP FundsManager Portfolio

VIP FundsManager 70% Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 72.3%

Shares

Value

Domestic Equity Funds - 61.3%

Fidelity Contrafund

204,909

$ 14,980,895

Fidelity Disciplined Equity Fund

679,304

20,053,054

Fidelity Equity Income Fund

269,543

14,867,999

Fidelity Equity-Income II Fund

1,725,334

39,648,177

Fidelity Fund

569,967

22,713,180

Fidelity Growth Company Fund

4,883

405,171

Fidelity Large Cap Stock Fund

1,601,417

30,955,393

Fidelity Large Cap Value Fund

1,115,779

16,178,795

Fidelity Leveraged Company Stock Fund

312,802

10,112,878

Fidelity Mid Cap Value Fund

606,418

9,872,482

Fidelity Mid-Cap Stock Fund

15,229

445,299

Fidelity Nasdaq Composite Index Fund

246,612

8,658,555

Fidelity New Millennium Fund

310,449

9,248,280

Fidelity Real Estate Investment Portfolio

164,562

4,275,315

Fidelity Small Cap Growth Fund

57,566

908,397

Fidelity Small Cap Stock Fund

25,417

443,027

Fidelity Small Cap Value Fund

104,993

1,427,899

Fidelity Stock Selector Fund

360,263

10,627,771

Fidelity Value Discovery Fund

73,695

1,322,084

Fidelity Value Strategies Fund

425,352

12,241,641

Spartan Total Market Index Fund Investor Class

215,476

8,812,981

Spartan U.S. Equity Index Fund Investor Class

271,003

14,065,078

VIP Growth & Income Portfolio Investor Class

871,118

14,774,156

VIP Growth Opportunities Portfolio Investor Class (a)

253,219

5,641,712

VIP Growth Portfolio Investor Class

1,065

47,903

TOTAL DOMESTIC EQUITY FUNDS

272,728,122

International Equity Funds - 11.0%

Fidelity Emerging Markets Fund

132,307

4,478,596

Fidelity International Discovery Fund

386,280

16,640,939

Fidelity International Real Estate Fund

651,006

8,723,484

Fidelity Overseas Fund

345,391

16,713,449

Spartan International Index Fund Investor Class

45,552

2,154,614

TOTAL INTERNATIONAL EQUITY FUNDS

48,711,082

TOTAL EQUITY FUNDS

(Cost $334,245,254)

321,439,204

Fixed-Income Funds - 24.4%

Fidelity Capital & Income Fund

2,059,614

17,877,447

Fidelity Floating Rate High Income Fund

467,989

4,478,658

Fidelity New Markets Income Fund

610,937

8,968,562

Fidelity U.S. Bond Index Fund

7,093,841

77,251,936

TOTAL FIXED-INCOME FUNDS

(Cost $108,474,677)

108,576,603

Money Market Funds - 3.3%

Shares

Value

Fidelity Institutional Prime Money Market Portfolio Class I
(Cost $14,757,606)

14,757,606

$ 14,757,606

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $457,477,537)

$ 444,773,413

Legend

(a) Non-income producing

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

Annual Report

VIP FundsManager 70% Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $457,477,537) - See accompanying schedule

$ 444,773,413

Receivable for investments sold

76

Receivable for fund shares sold

1,718,778

Total assets

446,492,267

Liabilities

Payable to custodian bank

$ 1

Payable for investments purchased

1,718,602

Payable for fund shares redeemed

166

Accrued management fee

73,177

Distribution fees payable

15

Total liabilities

1,791,961

Net Assets

$ 444,700,306

Net Assets consist of:

Paid in capital

$ 447,178,271

Accumulated undistributed net
realized gain (loss) on investments

10,226,159

Net unrealized appreciation
(depreciation) on investments

(12,704,124)

Net Assets

$ 444,700,306

Statement of Assets and Liabilities - continued

December 31, 2007

Service Class:
Net Asset Value
, offering price and redemption price per share ($117,029 ÷ 10,989 shares)

$ 10.65

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($116,730 ÷ 10,961 shares)

$ 10.65

Investor Class:
Net Asset Value
, offering price and redemption price per share ($444,466,547 ÷ 41,742,880 shares)

$ 10.65

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

VIP FundsManager Portfolio

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 7,780,392

Interest

815

Total income

7,781,207

Expenses

Management fee

$ 830,374

Distribution fees

400

Independent trustees' compensation

1,079

Total expenses before reductions

831,853

Expense reductions

(167,049)

664,804

Net investment income (loss)

7,116,403

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

12,844,763

Capital gain distributions from underlying funds

16,362,786

29,207,549

Change in net unrealized appreciation (depreciation) on underlying funds

(17,190,342)

Net gain (loss)

12,017,207

Net increase (decrease) in net assets resulting from operations

$ 19,133,610

Statement of Changes in Net Assets

Year ended
December 31,
2007

For the period
April 13, 2006,
(Commencement of Operations) to
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 7,116,403

$ 1,553,731

Net realized gain (loss)

29,207,549

4,862,432

Change in net unrealized appreciation (depreciation)

(17,190,342)

4,486,218

Net increase (decrease) in net assets resulting from operations

19,133,610

10,902,381

Distributions to shareholders from net investment income

(7,181,365)

(1,730,930)

Distributions to shareholders from net realized gain

(21,805,300)

(1,796,362)

Total distributions

(28,986,665)

(3,527,292)

Share transactions - net increase (decrease)

276,358,393

170,819,879

Total increase (decrease) in net assets

266,505,338

178,194,968

Net Assets

Beginning of period

178,194,968

-

End of period

$ 444,700,306

$ 178,194,968

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

Annual Report

Financial Highlights - Service Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.64

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.24

.21

Net realized and unrealized gain (loss)

.58

.65

Total from investment operations

.82

.86

Distributions from net investment income

(.18)

(.11)

Distributions from net realized gain

(.63)

(.11)

Total distributions

(.81)

(.22)

Net asset value, end of period

$ 10.65

$ 10.64

Total Return B,C,D

7.80%

8.56%

Ratios to Average Net Assets F,H

Expenses before reductions

.35%

.35% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

2.14%

2.87% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 117

$ 109

Portfolio turnover rate

105%

106% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.64

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.22

.20

Net realized and unrealized gain (loss)

.59

.65

Total from investment operations

.81

.85

Distributions from net investment income

(.17)

(.10)

Distributions from net realized gain

(.63)

(.11)

Total distributions

(.80)

(.21)

Net asset value, end of period

$ 10.65

$ 10.64

Total Return B,C,D

7.63%

8.45%

Ratios to Average Net Assets F,H

Expenses before reductions

.50%

.50% A

Expenses net of fee waivers, if any

.35%

.35% A

Expenses net of all reductions

.35%

.35% A

Net investment income (loss)

1.99%

2.72% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 117

$ 108

Portfolio turnover rate

105%

106% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

VIP FundsManager Portfolio

Financial Highlights - Investor Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.64

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.24

.21

Net realized and unrealized gain (loss)

.58

.65

Total from investment operations

.82

.86

Distributions from net investment income

(.18)

(.11)

Distributions from net realized gain

(.63)

(.11)

Total distributions

(.81)

(.22)

Net asset value, end of period

$ 10.65

$ 10.64

Total Return B,C,D

7.80%

8.56%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

2.14%

2.86% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 444,467

$ 177,978

Portfolio turnover rate

105%

106% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

Annual Report

VIP FundsManager 85% Portfolio

Investment Summary

Fund Holdings as of December 31, 2007

% of fund's investments

Domestic Equity Funds

Fidelity Contrafund

2.9

Fidelity Disciplined Equity Fund

6.2

Fidelity Equity Income Fund

6.2

Fidelity Equity-Income II Fund

10.0

Fidelity Fund

4.6

Fidelity Growth Company Fund

0.1

Fidelity Large Cap Stock Fund

8.4

Fidelity Large Cap Value Fund

3.6

Fidelity Leveraged Company Stock Fund

2.7

Fidelity Mid Cap Value Fund

2.0

Fidelity Mid-Cap Stock Fund

0.1

Fidelity Nasdaq Composite Index Fund

2.8

Fidelity New Millennium Fund

2.1

Fidelity Real Estate Investment Portfolio

1.0

Fidelity Small Cap Growth Fund

0.2

Fidelity Small Cap Stock Fund

0.1

Fidelity Small Cap Value Fund

0.8

Fidelity Stock Selector Fund

2.1

Fidelity Value Discovery Fund

0.3

Fidelity Value Strategies Fund

3.7

Spartan Total Market Index Fund Investor Class

2.0

Spartan U.S. Equity Index Fund Investor Class

5.1

VIP Growth & Income Portfolio Investor Class

3.2

VIP Growth Opportunities Portfolio Investor Class

1.6

VIP Growth Portfolio Investor Class

0.0*

71.8

International Equity Funds

Fidelity Emerging Markets Fund

1.0

Fidelity International Discovery Fund

8.3

Fidelity International Real Estate Fund

2.0

Fidelity Overseas Fund

3.8

Spartan International Index Fund Investor Class

0.9

16.0

Fixed-Income Funds

Fidelity Capital & Income Fund

2.0

Fidelity New Markets Income Fund

2.0

Fidelity U.S. Bond Index Fund

8.2

12.2

100.0

* Amount represents less than 0.1%

Asset Allocation (% of fund's investments)

As of December 31, 2007

Domestic
Equity Funds

71.8%

International
Equity Funds

16.0%

Fixed Income
Funds

12.2%

As of June 30, 2007

Domestic
Equity Funds

71.9%

International
Equity Funds

16.0%

Fixed Income
Funds

12.1%

VIP FundsManager Portfolio

VIP FundsManager 85% Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 87.8%

Shares

Value

Domestic Equity Funds - 71.8%

Fidelity Contrafund

69,449

$ 5,077,411

Fidelity Disciplined Equity Fund

372,863

11,006,928

Fidelity Equity Income Fund

197,985

10,920,869

Fidelity Equity-Income II Fund

765,689

17,595,530

Fidelity Fund

204,881

8,164,507

Fidelity Growth Company Fund

2,135

177,144

Fidelity Large Cap Stock Fund

770,498

14,893,717

Fidelity Large Cap Value Fund

442,934

6,422,550

Fidelity Leveraged Company Stock Fund

149,853

4,844,737

Fidelity Mid Cap Value Fund

217,117

3,534,661

Fidelity Mid-Cap Stock Fund

6,072

177,533

Fidelity Nasdaq Composite Index Fund

141,198

4,957,460

Fidelity New Millennium Fund

125,324

3,733,398

Fidelity Real Estate Investment Portfolio

65,623

1,704,892

Fidelity Small Cap Growth Fund

23,287

367,467

Fidelity Small Cap Stock Fund

10,129

176,550

Fidelity Small Cap Value Fund

100,909

1,372,365

Fidelity Stock Selector Fund

127,922

3,773,713

Fidelity Value Discovery Fund

29,390

527,248

Fidelity Value Strategies Fund

227,413

6,544,936

Spartan Total Market Index Fund Investor Class

85,863

3,511,792

Spartan U.S. Equity Index Fund Investor Class

174,679

9,065,832

VIP Growth & Income Portfolio Investor Class

331,228

5,617,629

VIP Growth Opportunities Portfolio Investor Class (a)

124,268

2,768,685

VIP Growth Portfolio Investor Class

942

42,381

TOTAL DOMESTIC EQUITY FUNDS

126,979,935

International Equity Funds - 16.0%

Fidelity Emerging Markets Fund

52,861

1,789,344

Fidelity International Discovery Fund

339,071

14,607,174

Fidelity International Real Estate Fund

260,155

3,486,072

Fidelity Overseas Fund

137,808

6,668,506

Spartan International Index Fund Investor Class

35,888

1,697,507

TOTAL INTERNATIONAL EQUITY FUNDS

28,248,603

TOTAL EQUITY FUNDS

(Cost $159,813,273)

155,228,538

Fixed-Income Funds - 12.2%

Fidelity Capital & Income Fund

410,043

3,559,171

Fidelity New Markets Income Fund

243,229

3,570,609

Fidelity U.S. Bond Index Fund

1,318,916

14,362,995

TOTAL FIXED-INCOME FUNDS

(Cost $21,456,377)

21,492,775

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $181,269,650)

$ 176,721,313

Legend

(a) Non-income producing

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

Annual Report

VIP FundsManager 85% Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $181,269,650) -
See accompanying schedule

$ 176,721,313

Receivable for investments sold

115,070

Receivable for fund shares sold

46,737

Total assets

176,883,120

Liabilities

Payable to custodian bank

$ 14

Payable for fund shares redeemed

161,782

Accrued management fee

29,120

Distribution fees payable

15

Total liabilities

190,931

Net Assets

$ 176,692,189

Net Assets consist of:

Paid in capital

176,322,521

Undistributed net investment income

7,998

Accumulated undistributed net realized gain (loss) on investments

4,910,007

Net unrealized appreciation (depreciation) on investments

(4,548,337)

Net Assets

$ 176,692,189

Statement of Assets and Liabilities - continued

December 31, 2007

Service Class:
Net Asset Value
, offering price and redemption price per share ($118,431 ÷ 11,005 shares)

$ 10.76

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($118,128 ÷ 10,977 shares)

$ 10.76

Investor Class:
Net Asset Value
, offering price and redemption price per share ($176,455,630 ÷ 16,387,837 shares)

$ 10.77

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

VIP FundsManager Portfolio

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 2,291,671

Interest

408

Total income

2,292,079

Expenses

Management fee

$ 339,637

Distribution fees

406

Independent trustees' compensation

442

Total expenses before reductions

340,485

Expense reductions

(68,503)

271,982

Net investment income (loss)

2,020,097

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

5,346,730

Capital gain distributions from underlying funds

7,837,799

13,184,529

Change in net unrealized appreciation (depreciation) on underlying funds

(6,607,832)

Net gain (loss)

6,576,697

Net increase (decrease) in net assets resulting from operations

$ 8,596,794

Statement of Changes in Net Assets

Year ended
December 31,
2007

For the period
April 13, 2006
(Commencement of
Operations) to
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 2,020,097

$ 524,191

Net realized gain (loss)

13,184,529

2,296,173

Change in net unrealized appreciation (depreciation)

(6,607,832)

2,059,495

Net increase (decrease) in net assets resulting from operations

8,596,794

4,879,859

Distributions to shareholders from net investment income

(2,012,099)

(528,972)

Distributions to shareholders from net realized gain

(9,838,427)

(727,487)

Total distributions

(11,850,526)

(1,256,459)

Share transactions - net increase (decrease)

107,632,395

68,690,126

Total increase (decrease) in net assets

104,378,663

72,313,526

Net Assets

Beginning of period

72,313,526

-

End of period (including undistributed net investment income of $7,998 and $0, respectively)

$ 176,692,189

$ 72,313,526

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

Annual Report

Financial Highlights - Service Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.72

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.17

.17

Net realized and unrealized gain (loss)

.74

.74

Total from investment operations

.91

.91

Distributions from net investment income

(.13)

(.08)

Distributions from net realized gain

(.74)

(.11)

Total distributions

(.87)

(.19)

Net asset value, end of period

$ 10.76

$ 10.72

Total Return B,C,D

8.52%

9.09%

Ratios to Average Net Assets F,H

Expenses before reductions

.35%

.35% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

1.48%

2.33% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 118

$ 109

Portfolio turnover rate

104%

111% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.72

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.15

.16

Net realized and unrealized gain (loss)

.74

.74

Total from investment operations

.89

.90

Distributions from net investment income

(.11)

(.07)

Distributions from net realized gain

(.74)

(.11)

Total distributions

(.85)

(.18)

Net asset value, end of period

$ 10.76

$ 10.72

Total Return B,C,D

8.36%

8.99%

Ratios to Average Net Assets F,H

Expenses before reductions

.50%

.50% A

Expenses net of fee waivers, if any

.35%

.35% A

Expenses net of all reductions

.35%

.35% A

Net investment income (loss)

1.33%

2.17% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 118

$ 109

Portfolio turnover rate

104%

111% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

VIP FundsManager Portfolio

Financial Highlights - Investor Class

Years ended December 31,

2007

2006 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.72

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.17

.17

Net realized and unrealized gain (loss)

.75

.74

Total from investment operations

.92

.91

Distributions from net investment income

(.13)

(.08)

Distributions from net realized gain

(.74)

(.11)

Total distributions

(.87)

(.19)

Net asset value, end of period

$ 10.77

$ 10.72

Total Return B,C,D

8.63%

9.09%

Ratios to Average Net Assets F,H

Expenses before reductions

.25%

.25% A

Expenses net of fee waivers, if any

.20%

.20% A

Expenses net of all reductions

.20%

.20% A

Net investment income (loss)

1.48%

2.32% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 176,456

$ 72,095

Portfolio turnover rate

104%

111% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP FundsManager 20% Portfolio, VIP FundsManager 50% Portfolio, VIP FundsManager 60% Portfolio, VIP FundsManager 70% Portfolio, and VIP FundsManager 85% Portfolio (the Funds) are funds of Variable Insurance Products Fund V (the trust)(formerly of Variable Insurance Products Fund IV). Effective April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Funds (with the exception of VIP FundsManager 60% Portfolio, which commenced operations on August 22, 2007) reorganized into Variable Insurance Products Fund V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Funds' investment strategies or Fidelity Management & Research Company's (FMR) management of the Funds. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. The Funds invest primarily in a combination of other VIP and Fidelity retail equity, fixed income, and money market funds (the Underlying Funds) managed by Fidelity Management & Research Company (FMR) and its affiliates. Shares of each Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. Each Fund offers three classes of shares: Investor Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Significant Accounting Policies.

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

Security Valuation. Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Investments in the Underlying Funds are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expenses included in the accompanying financial statements reflect the expenses of each Fund and do not include any expenses associated with the Underlying Funds. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Income Tax Information and Distributions to Shareholders. Each year, each Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. Each Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes, on June 29, 2007. VIP FundsManager 60% Portfolio has been subject to the provisions of FIN 48 since its commencement of operations. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. For VIP FundsManager 60% Portfolio there are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of its federal tax return. Each of the Fund's federal tax returns for the prior three fiscal years (except for VIP FundsManager 60% Portfolio) remains subject to examination by the Internal Revenue Service.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds and losses deferred due to wash sales.

VIP FundsManager Portfolio

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows for each Fund:

Cost for
Federal Income
Tax Purposes

Unrealized
Appreciation

Unrealized
Depreciation

Net Unrealized
Appreciation/
(Depreciation)

VIP FundsManager 20% Portfolio

$ 117,246,273

$ 584,491

$ (1,625,775)

$ (1,041,284)

VIP FundsManager 50% Portfolio

378,818,080

3,783,478

(11,013,792)

(7,230,314)

VIP FundsManager 60% Portfolio

116,983,211

288,107

(3,241,714)

(2,953,607)

VIP FundsManager 70% Portfolio

457,486,834

6,754,776

(19,468,197)

(12,713,421)

VIP FundsManager 85% Portfolio

181,272,951

3,915,768

(8,467,406)

(4,551,638)

Undistributed
Ordinary
Income

Undistributed
Long-term
Capital Gain

VIP FundsManager 20% Portfolio

$ -

$ 404,909

VIP FundsManager 50% Portfolio

-

4,448,719

VIP FundsManager 60% Portfolio

43,897

1,157,628

VIP FundsManager 70% Portfolio

-

10,235,457

VIP FundsManager 85% Portfolio

16,999

4,904,308

The tax character of distributions paid was as follows:

December 31, 2007

Ordinary
Income

Long-term
Capital Gains

Total

VIP FundsManager 20% Portfolio

$ 4,473,251

$ 304,645

$ 4,777,896

VIP FundsManager 50% Portfolio

18,441,095

3,618,943

22,060,038

VIP FundsManager 60% Portfolio

1,017,984

209,906

1,227,890

VIP FundsManager 70% Portfolio

23,666,951

5,319,714

28,986,665

VIP FundsManager 85% Portfolio

9,256,735

2,593,791

11,850,526

December 31, 2006

Ordinary
Income

Long-term
Capital Gains

Total

VIP FundsManager 20% Portfolio

$ 421,605

$ 22,919

$ 444,524

VIP FundsManager 50% Portfolio

2,569,280

269,046

2,838,326

VIP FundsManager 70% Portfolio

3,200,680

326,612

3,527,292

VIP FundsManager 85% Portfolio

1,058,054

198,405

1,256,459

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Funds' financial statement disclosures.

3. Operating Policies.

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

Annual Report

Notes to Financial Statements - continued

4. Purchases and Sales of Investments.

Purchases and redemptions of the Underlying Fund shares are noted in the table below.

Purchases ($)

Redemptions ($)

VIP FundsManager 20% Portfolio

146,087,004

53,904,613

VIP FundsManager 50% Portfolio

474,604,492

244,883,980

VIP FundsManager 60% Portfolio

127,255,957

10,034,260

VIP FundsManager 70% Portfolio

620,778,968

350,004,177

VIP FundsManager 85% Portfolio

246,290,088

140,668,072

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers, Inc. (Strategic Advisers), an affiliate of FMR, provides the funds with investment management related services. For these services each fund pays a monthly management fee to Strategic Advisers. The management fee is based on an annual rate of .25% of each fund's average net assets. The management fee is reduced by an amount equal to the fees and expenses paid by the fund to the independent Trustees.

Strategic Advisers has contractually agreed to waive 0.05% of its management fee, thereby limiting each fund's management fee to an annual rate of 0.20% of average net assets, until July 31, 2008.

Other Transactions. Strategic Advisers has entered into an administration agreement with FMR under which FMR provides management and administrative services (other than investment advisory services) necessary for the operation of each Fund. Pursuant to this agreement, FMR pays all expenses of each Fund, excluding the distribution and service fees, the compensation of the independent Trustees and certain other expenses such as interest expense. FMR also contracts with other Fidelity companies to perform the services necessary for the operation of each Fund.

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

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

Service Class

Service Class 2

Total

VIP FundsManager 20% Portfolio

$ 109

$ 271

$ 380

VIP FundsManager 50% Portfolio

112

278

390

VIP FundsManager 60% Portfolio

37

92

129

VIP FundsManager 70% Portfolio

115

285

400

VIP FundsManager 85% Portfolio

116

290

406

6. Expense Reductions.

Strategic Advisers contractually agreed to limit each funds' management fee to an annual rate of 0.20% of each funds' average net assets until July 31, 2008. For the period, each fund's management fees were reduced by the following amounts:

Management
Fee Waiver

VIP FundsManager 20% Portfolio

$ 35,639

VIP FundsManager 50% Portfolio

132,853

VIP FundsManager 60% Portfolio

6,751

VIP FundsManager 70% Portfolio

166,110

VIP FundsManager 85% Portfolio

68,248

In addition, FMR has contractually agreed to reimburse 0.10% of class-level expenses for each fund's Service class and Service Class 2. During the period, this reimbursement reduced each fund's Service class and Service class 2's expenses by the following amounts:

Reimbursement

VIP FundsManager 20% Portfolio

Service Class

$ 109

Service Class 2

106

VIP FundsManager Portfolio

6. Expense Reductions - continued

Reimbursement

VIP FundsManager 50% Portfolio

Service Class

$ 112

Service Class 2

106

VIP FundsManager 60% Portfolio

Service Class

37

Service Class 2

37

VIP FundsManager 70% Portfolio

Service Class

115

Service Class 2

112

VIP FundsManager 85% Portfolio

Service Class

116

Service Class 2

114

In addition, through arrangements with each applicable Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce each applicable Fund's management fee. During the period, these credits reduced management fee by the following amounts:

VIP FundsManager 20% Portfolio

$ 316

VIP FundsManager 50% Portfolio

428

VIP FundsManager 60% Portfolio

12

VIP FundsManager 70% Portfolio

712

VIP FundsManager 85% Portfolio

25

7. Other.

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

The Funds do not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Funds within their principal investment strategies may represent a significant portion of the Underlying Funds' net assets. At the end of the period, FMR or its affiliates were owners of record of all of the outstanding shares of the Funds.

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2007

2006 A

VIP FundsManager 20% Portfolio

From net investment income

Service Class

$ 2,969

$ 1,440

Service Class 2

2,802

1,330

Investor Class

3,039,292

327,158

Total

$ 3,045,063

$ 329,928

From net realized gain

Service Class

$ 2,045

$ 500

Service Class 2

2,043

500

Investor Class

1,728,745

113,596

Total

$ 1,732,833

$ 114,596

Annual Report

Notes to Financial Statements - continued

8. Distributions to Shareholders - continued

Distributions to shareholders of each class were as follows:

Years ended December 31,

2007

2006 A

VIP FundsManager 50% Portfolio

From net investment income

Service Class

$ 2,462

$ 1,210

Service Class 2

2,284

1,100

Investor Class

7,943,609

1,625,309

Total

$ 7,948,355

$ 1,627,619

From net realized gain

Service Class

$ 5,151

$ 900

Service Class 2

5,146

900

Investor Class

14,101,386

1,208,907

Total

$ 14,111,683

$ 1,210,707

VIP FundsManager 60% Portfolio B

From net investment income

Service Class

$ 570

$ -

Service Class 2

510

-

Investor Class

597,092

-

Total

$ 598,172

$ -

From net realized gain

Service Class

$ 600

$ -

Service Class 2

600

-

Investor Class

628,518

-

Total

$ 629,718

$ -

VIP FundsManager 70% Portfolio

From net investment income

Service Class

$ 1,893

$ 1,060

Service Class 2

1,716

950

Investor Class

7,177,756

1,728,920

Total

$ 7,181,365

$ 1,730,930

From net realized gain

Service Class

$ 6,497

$ 1,100

Service Class 2

6,490

1,100

Investor Class

21,792,313

1,794,162

Total

$ 21,805,300

$ 1,796,362

VIP FundsManager 85% Portfolio

From net investment income

Service Class

$ 1,348

$ 800

Service Class 2

1,171

690

Investor Class

2,009,580

527,482

Total

$ 2,012,099

$ 528,972

From net realized gain

Service Class

$ 7,583

$ 1,100

Service Class 2

7,576

1,100

Investor Class

9,823,268

725,287

Total

$ 9,838,427

$ 727,487

A Distributions for Service Class, Service Class 2 and Investor Class are for the period April 13, 2006 (commencement of sale of shares) to December 31, 2006.

B For the period August 22, 2007 (commencement of operations) to December 31, 2007.

VIP FundsManager Portfolio

9. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended December 31,

2007

2006 A

2007

2006 A

VIP FundsManager 20% Portfolio

Service Class

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

479

187

5,014

1,940

Net increase (decrease)

479

10,188

$ 5,014

$ 101,950

Service Class 2

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

463

177

4,845

1,830

Net increase (decrease)

463

10,178

$ 4,845

$ 101,840

Investor Class

Shares sold

9,012,043

2,582,277

$ 95,847,467

$ 26,408,816

Reinvestment of distributions

455,501

42,585

4,768,037

440,754

Shares redeemed

(723,608)

(299,208)

(7,752,555)

(3,103,637)

Net increase (decrease)

8,743,936

2,325,654

$ 92,862,949

$ 23,745,933

VIP FundsManager 50% Portfolio

Service Class

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

723

200

7,613

2,110

Net increase (decrease)

723

10,201

$ 7,613

$ 102,120

Service Class 2

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

706

190

7,430

2,000

Net increase (decrease)

706

10,191

$ 7,430

$ 102,010

Investor Class

Shares sold

20,445,178

13,626,238

$ 222,343,167

$ 138,574,548

Reinvestment of distributions

2,094,878

268,901

22,044,995

2,834,216

Shares redeemed

(869,854)

(225,232)

(9,409,117)

(2,298,446)

Net increase (decrease)

21,670,202

13,669,907

$ 234,979,045

$ 139,110,318

VIP FundsManager 60% Portfolio B

Service Class

Shares sold

10,001

-

$ 100,010

$ -

Reinvestment of distributions

113

-

1,170

-

Net increase (decrease)

10,114

-

$ 101,180

$ -

Service Class 2

Shares sold

10,001

-

$ 100,010

$ -

Reinvestment of distributions

108

-

1,110

-

Net increase (decrease)

10,109

-

$ 101,120

$ -

Investor Class

Shares sold

10,959,715

-

$ 114,483,306

$ -

Reinvestment of distributions

118,876

-

1,225,610

-

Shares redeemed

(13,739)

-

(144,705)

-

Net increase (decrease)

11,064,852

-

$ 115,564,211

$ -

Annual Report

Notes to Financial Statements - continued

9. Share Transactions - continued

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended December 31,

2007

2006 A

2007

2006 A

VIP FundsManager 70% Portfolio

Service Class

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

785

203

8,390

2,160

Net increase (decrease)

785

10,204

$ 8,390

$ 102,170

Service Class 2

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

768

192

8,206

2,050

Net increase (decrease)

768

10,193

$ 8,206

$ 102,060

Investor Class

Shares sold

23,324,108

16,535,121

$ 258,786,944

$ 168,412,346

Reinvestment of distributions

2,711,517

330,495

28,970,069

3,523,082

Shares redeemed

(1,025,874)

(132,487)

(11,415,216)

(1,319,779)

Net increase (decrease)

25,009,751

16,733,129

$ 276,341,797

$ 170,615,649

VIP FundsManager 85% Portfolio

Service Class

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

827

177

8,931

1,900

Net increase (decrease)

827

10,178

$ 8,931

$ 101,910

Service Class 2

Shares sold

-

10,001

$ -

$ 100,010

Reinvestment of distributions

809

167

8,746

1,790

Net increase (decrease)

809

10,168

$ 8,746

$ 101,800

Investor Class

Shares sold

9,802,668

6,665,215

$ 109,712,701

$ 67,823,047

Reinvestment of distributions

1,094,900

116,537

11,832,849

1,252,769

Shares redeemed

(1,232,709)

(58,774)

(13,930,832)

(589,400)

Net increase (decrease)

9,664,859

6,722,978

$ 107,614,718

$ 68,486,416

A Share transactions for Service Class, Service Class 2 and Investor Class are for the period April 13, 2006 (commencement of sale of shares) to December 31, 2006.

B For the period August 22, 2007 (commencement of operations) to December 31, 2007.

VIP FundsManager Portfolio

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and the Shareholders of VIP FundsManager 20% Portfolio, VIP FundsManager 50% Portfolio, VIP FundsManager 60% Portfolio, VIP FundsManager 70% Portfolio and VIP FundsManager 85% Portfolio:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of VIP FundsManager 20% Portflio, VIP FundsManager 50% Portfolio, VIP FundsManager 60% Portfolio, VIP FundsManager 70% Portfolio, and VIP FundsManager 85% Portfolio (funds of Variable Insurance Products Fund V) at December 31, 2007, the results of each of their operations for the periods indicated, the changes in each of their net assets for each of the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Variable Insurance Products Fund V's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2007 by correspondence with the transfer agent, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts
February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and, as applicable, are listed below. The Board of Trustees governs each VIP FundsManager Portfolio and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each VIP FundsManager Portfolio's activities, review contractual arrangements with companies that provide services to each VIP FundsManager Portfolio, and review each VIP FundsManager Portfolio's performance. If the interests of a VIP FundsManager Portfolio and an underlying Fidelity fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds. Strategic Advisors has structured the VIP FundsManager Portfolios to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisors, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize, and, if possible, eliminate the conflict. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trusts or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2006

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP FundsManager 20% Portfolio, VIP FundsManager 50% Portfolio, VIP FundsManager 60% Portfolio, VIP FundsManager 70% Portfolio, and VIP FundsManager 85% Portfolio. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Boyce I. Greer (51)

Year of Election or Appointment: 2006 or 2007

Vice President of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Eric D. Roiter (59)

Year of Election or Appointment: 2006 or 2007

Secretary of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP FundsManager 20% Portfolio, VIP FundsManager 50% Portfolio, VIP FundsManager 60% Portfolio, VIP FundsManager 70% Portfolio, and VIP FundsManager 85% Portfolio. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006 or 2007

Anti-Money Laundering (AML) officer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006 or 2007

Chief Financial Officer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2006 or 2007

Chief Compliance Officer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2006 or 2007

Deputy Treasurer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2006 or 2007

Deputy Treasurer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2006 or 2007

Assistant Treasurer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2006 or 2007

Assistant Treasurer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP FundsManager 20% Portfolio, VIP FundsManager 50% Portfolio, VIP FundsManager 60% Portfolio, VIP FundsManager 70% Portfolio, and VIP FundsManager 85% Portfolio. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2006 or 2007

Assistant Treasurer of VIP FundsManager 20% Portfolio (2006), VIP FundsManager 50% Portfolio (2006), VIP FundsManager 60% Portfolio (2007), VIP FundsManager 70% Portfolio (2006), and VIP FundsManager 85% Portfolio (2006). Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

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

VIP Funds Manager 20%

Pay Date

Record Date

Dividends

Capital Gains

Service Class

02/08/08

02/08/08

-

$0.035

Service Class 2

02/08/08

02/08/08

-

$0.035

Investor Class

02/08/08

02/08/08

-

$0.035

VIP Funds Manager 50%

Pay Date

Record Date

Dividends

Capital Gains

Service Class

02/08/08

02/08/08

-

$0.125

Service Class 2

02/08/08

02/08/08

-

$0.125

Investor Class

02/08/08

02/08/08

-

$0.125

VIP Funds Manager 60%

Pay Date

Record Date

Dividends

Capital Gains

Service Class

02/08/08

02/08/08

$0.003

$0.075

Service Class 2

02/08/08

02/08/08

$0.003

$0.075

Investor Class

02/08/08

02/08/08

$0.003

$0.075

VIP Funds Manager 70%

Pay Date

Record Date

Dividends

Capital Gains

Service Class

02/08/08

02/08/08

-

$0.245

Service Class 2

02/08/08

02/08/08

-

$0.245

Investor Class

02/08/08

02/08/08

-

$0.245

VIP Funds Manager 85%

Pay Date

Record Date

Dividends

Capital Gains

Service Class

02/08/08

02/08/08

$0.005

$0.29

Service Class 2

02/08/08

02/08/08

$0.005

$0.29

Investor Class

02/08/08

02/08/08

$0.005

$0.29

The funds hereby designate as capital gain dividend the amounts noted below for the taxable year ended December 31, 2007, or, if subsequently determined to be different, the net capital gain of such year.

Fund

VIP Funds Manager 20%

$667,174

VIP Funds Manager 50%

$6,658,664

VIP Funds Manager 60%

$1,423,319

VIP Funds Manager 70%

$13,241,384

VIP Funds Manager 85%

$6,206,568

A percentage of the dividends distributed during the fiscal year for the following funds qualifies for the dividends-received deduction for corporate shareholders:

Fund

February 2007

December 2007

VIP Funds Manager 20%

Service Class

3%

3%

Service Class 2

3%

3%

Investor Class

3%

3%

VIP Funds Manager 50%

Service Class

9%

Service Class 2

9%

Investor Class

9%

Fund

February 2007

December 2007

VIP Funds Manager 60%

Service Class

26%

Service Class 2

27%

Investor Class

26%

VIP Funds Manager 70%

Service Class

2%

12%

Service Class 2

2%

12%

Investor Class

2%

12%

VIP Funds Manager 85%

Service Class

14%

Service Class 2

15%

Investor Class

14%

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP FundsManager 60% Portfolio

On May 17, 2007, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve the management contract and administration agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information.

In determining whether to approve the Advisory Contracts for the fund, the Board was aware that shareholders have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, may choose to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Strategic Advisers, Inc. (Strategic) and the administrator, FMR, including the background of the fund's portfolio manager and the fund's investment objective and discipline.

Resources Dedicated to Investment Management and Support Services. The Board considered the size, education, and experience of Strategic's investment staff, their use of technology, and Strategic's and FMR's approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines.

Shareholder and Administrative Services. The Board considered the nature, quality, cost and extent of advisory, administrative, distribution, and shareholder services performed by Strategic and FMR and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund. The Board also considered the nature and extent of Strategic's and FMR's supervision of third-party service providers, principally custodians and subcustodians.

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services.

Investment Performance. VIP FundsManager 60% Portfolio is a new fund and therefore had no historical performance for the Board to review at the time it approved the fund's Advisory Contracts. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a proprietary custom index and (ii) a peer group of mutual funds deemed appropriate by the Board.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's proposed management fee and projected total operating expenses in reviewing the Advisory Contracts. The Board noted that the fund's proposed management fee rate would rank above the median of competitive insurance-dedicated funds that invest in affiliated mutual funds. The Board noted, however, that the proposed management fee would cover substantially all fund expenses other than transfer agency fees (which are paid by the underlying funds) and 12b-1 fees. The Board considered that the fund will be fully actively managed and invest in a mix of underlying Fidelity retail and VIP funds.

In its review of the fund's total expenses, the Board noted that the fund invests in retail underlying funds and classes and in Investor Class of the VIP underlying funds to avoid charging fund-paid 12b-1 fees at both fund levels. The Board considered that the fund does not pay transfer agency fees. Instead, each retail underlying fund or class and Investor Class of each VIP underlying fund bears its pro rata portion of the VIP transfer agency fee according to the percentage of the fund's assets invested in that underlying fund. The Board also considered that FMR has contractually agreed to reimburse 0.10% of class-level expenses for Service Class and Service Class 2 of the fund. Based on its review, the Board concluded that the fund's management fee and the total expenses for each class of the fund were fair and reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

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

Costs of the Services and Profitability. The fund is a new fund and therefore no revenue, cost, or profitability data was available for the Board to review in respect of the fund at the time it approved the Advisory Contracts. In connection with its future renewal of the fund's Advisory Contracts, the Board will consider the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders.

VIP FundsManager Portfolio

Economies of Scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

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

VIP FundsManager Funds

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and administration agreement (together, the Advisory Contracts) for each fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Equity Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its July 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for each fund. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to each fund and its shareholders (including the investment performance of each fund); (ii) the competitiveness of the management fee and total expenses of each fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with each fund; (iv) the extent to which economies of scale would be realized as each fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Strategic Advisers, Inc. (Strategic Advisers), and the administrator, FMR, including the background of the funds' portfolio manager and the funds' investment objectives and disciplines. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of Strategic Advisers' investment staff, their use of technology, and Strategic Advisers' and FMR's approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by FMR and its affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for each fund; (ii) the nature and extent of FMR's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, each fund's compliance policies and procedures.

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since July 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance and Compliance. The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because each fund had been in operation for less than one calendar year. Once a fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a proprietary custom index and, if a meaningful peer group exists, a peer group of mutual funds.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how each fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the period of each fund's operations shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 71% would mean that 29% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked, is also included in the charts and considered by the Board. For a more meaningful comparison of management fees, each fund is compared on the basis of a hypothetical "net management fee," which is derived by subtracting payments made by FMR (under the administration agreement) for non-management expenses (including pricing and bookkeeping fees and custody fees) from the fund's all-inclusive fee. In this regard, the Board realizes that net management fees can vary from year to year because of differences in non-management expenses, and that non-management expenses may exceed the fund's all-inclusive fee and result in a negative net management fee.

VIP FundsManager Portfolio

VIP FundsManager 20%



The Board noted that the fund's hypothetical net management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

VIP FundsManager 50%



The Board noted that the fund's hypothetical net management fee ranked above the median of its Total Mapped Group and above the median of its ASPG for the period.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP FundsManager 70%



The Board noted that the fund's hypothetical net management fee ranked above the median of its Total Mapped Group and above the median of its ASPG for the period.

VIP FundsManager 85%



The Board noted that the fund's hypothetical net management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Based on its review, the Board concluded that each fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

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

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

VIP FundsManager Portfolio

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

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

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

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

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

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

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

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

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) Fidelity's portfolio manager compensation structure, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (iii) Fidelity's fee structures; (iv) the funds' sub-advisory arrangements; and (v) accounts managed by Fidelity other than the Fidelity funds.

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

Annual Report

VIP FundsManager Portfolio

Annual Report

VIP FundsManager Portfolio

Annual Report

VIP FundsManager Portfolio

Annual Report

VIP FundsManager Portfolio

Investment Adviser

Strategic Advisers, Inc.
Boston, MA

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPFM-ANN-0208
1.843208.101

Fidelity® Variable Insurance Products:
Investment Grade Bond Portfolio

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

Fidelity VIP Investment Grade Central Fund Financial Statements

<Click Here>

Complete list of investments and financial statements for
Fidelity VIP Investment Grade Central Fund.

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

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Past 5
years

Past 10
years

VIP Investment Grade Bond - Initial Class

4.35%

4.10%

5.77%

VIP Investment Grade Bond - Service Class A

4.29%

4.01%

5.69%

VIP Investment Grade Bond - Service Class 2 B

4.17%

3.86%

5.55%

VIP Investment Grade Bond - Investor Class C

4.28%

4.07%

5.76%

A The initial offering of Service Class shares took place on July 7, 2000. Performance for Service Class shares reflects an asset-based service fee (12b-1 fee), and returns prior to July 7, 2000 are those of Initial Class and do not include the effects of Service Class' 12b-1 fee. Had Service Class' 12b-1 fee been reflected, returns prior to July 7, 2000 would have been lower.

B The initial offering of Service Class 2 shares took place on January 12, 2000. Performance for Service Class 2 shares reflects an asset-based service fee (12b-1 fee), and returns prior to January 12, 2000 are those of Initial Class and do not include the effects of Service Class 2's 12b-1 fee. Had Service Class 2's 12b-1 fee been reflected, returns prior to January 12, 2000 would have been lower.

C The initial offering of Investor Class shares took place on July 21, 2005. Returns prior to July 21, 2005 are those of Initial Class. If Investor Class's transfer agent fee had been reflected, returns prior to July 21, 2005 would have been lower.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Investment Grade Bond Portfolio - Initial Class on December 31, 1997. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers® U.S. Aggregate Index performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Ford O'Neil, Portfolio Manager of VIP Investment Grade Bond Portfolio

In 2007, the U.S. investment-grade bond market outperformed the domestic stock market, as measured by the Standard & Poor's 500SM Index, for the first time in five years. High-quality debt, as measured by the Lehman Brothers® U.S. Aggregate Index, climbed 6.97%, beating the 5.49% return of the S&P 500®. Bonds with the lowest levels of risk ended the year with the highest returns, benefiting from a massive flight to quality as investors sought safer havens given the turmoil in the credit markets and deteriorating economic conditions. Treasuries, which are government guaranteed, had the best showing within the Aggregate index, gaining 9.01% according to the Lehman Brothers U.S. Treasury Index. Treasuries were among the few securities in any asset class that didn't feel the pain of the subprime mortgage crisis, which gripped the financial markets for most of the second half of 2007. The asset-backed category - home to weak subprime debt - had the most disappointing performance, returning only 2.21% according to the Lehman Brothers U.S. Fixed-Rate Asset-Backed Securities Index.

During the past year, the fund's performance significantly lagged the Lehman Brothers U.S. Aggregate Index. (For specific portfolio performance results, please refer to the performance section of this report.) To review my strategy, virtually all of the fund's assets were invested in VIP Investment Grade Central Fund, which I also manage and which included a large holding in Fidelity® Ultra-Short Central Fund, a diversified pool of short-term assets. The remainder was invested in individual securities, short-term repurchase agreements and Fidelity Specialized High Income Central Fund. My discussion of the fund's performance reflects its holdings in aggregate, including the underlying central funds and other investments I just mentioned. The main factor behind the fund's weak showing was its exposure - mainly through Ultra-Short Central - to asset-backed securities backed by subprime mortgages, which suffered steep losses amid weakening housing fundamentals and deteriorating market technical factors. Given its heightened level of volatility, I cut back VIP Investment Grade Central's exposure to Ultra-Short Central by year end. As difficult conditions within the mortgage market extended broadly to other segments of the fixed-income market, our sector selection also worked against us. In particular, our decisions to invest outside the benchmark in collateralized mortgage obligations and to modestly overweight commercial mortgage-backed securities, investment-grade corporate bonds, high-yield corporate bonds and other asset-backed securities dampened our absolute and relative returns because they lagged the index. In the Treasury sector, we made some good decisions. Specifically, our out-of-benchmark position in Treasury Inflation-Protected Securities (TIPS) helped. TIPS fared especially well amid a global flight to safety, rising inflation worries and a realized increase in the inflation rate. A significant underweighting in mortgage pass-through securities further boosted relative performance, as did yield-curve positioning. In particular, the fund benefited from concentrating investments in bonds with intermediate-range maturities, which performed well, and underweighting longer-term bonds, which lagged.

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

Annual Report

Shareholder Expense Example

The Fund invests in Fidelity Central Funds, which are open-end investment companies with similar objectives to those of the Fund, available only to other mutual funds and accounts managed by Fidelity Management & Research Company, (FMR) and its affiliates. In addition to the direct expenses incurred by the Fund presented in the table, as a shareholder of the underlying Fidelity Central Funds, the Fund also indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. These expenses are not included in the Fund's annualized expense ratio used to calculate either the actual or hypothetical expense estimates presented in the table but are summarized in a footnote to the table.

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007
to December 31, 2007

Initial Class

Actual

$ 1,000.00

$ 1,037.40

$ 2.16

HypotheticalA

$ 1,000.00

$ 1,023.09

$ 2.14

Service Class

Actual

$ 1,000.00

$ 1,037.60

$ 2.67

HypotheticalA

$ 1,000.00

$ 1,022.58

$ 2.65

Service Class 2

Actual

$ 1,000.00

$ 1,037.20

$ 3.44

HypotheticalA

$ 1,000.00

$ 1,021.83

$ 3.41

Investor Class

Actual

$ 1,000.00

$ 1,037.50

$ 2.36

HypotheticalA

$ 1,000.00

$ 1,022.89

$ 2.35

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Annualized
Expense Ratio

Initial Class

.42%

Service Class

.52%

Service Class 2

.67%

Investor Class

.46%

In addition to the expenses noted above, the Fund also indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds. Annualized expenses of Fidelity VIP Investment Grade Central Fund and Fidelity Specialized High Income Central Fund as of their most recent fiscal half-year were less than .01%.

Annual Report

Investment Changes

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of the investments of Fidelity VIP Investment Grade Central Fund and Fidelity Specialized High Income Central Fund.

Quality Diversification (% of fund's net assets)

As of December 31, 2007

As of June 30, 2007

U.S. Government
and U.S. Government
Agency Obligations 60.2%

U.S. Government
and U.S. Government
Agency Obligations 58.1%

AAA 13.8%

AAA 16.4%

AA 4.4%

AA 6.1%

A 7.1%

A 5.8%

BBB 15.2%

BBB 17.1%

BB and Below 2.5%

BB and Below 3.3%

Not Rated 0.2%

Not Rated 0.7%

Short-Term
Investments and
Net Other Assets*** (3.4)%

Short-Term
Investments and
Net Other Assets*** (7.5)%

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

Weighted Average Maturity as of December 31, 2007

6 months ago

Years

6.0

5.6

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of December 31, 2007

6 months ago

Years

4.4

4.5

Duration shows how much a bond fund's price fluctuates with changes in comparable interest rates. If rates rise 1%, for example, a fund with a five-year duration is likely to lose about 5% of its value. Other factors also can influence a bond fund's performance and share price. Accordingly, a bond fund's actual performance may differ from this example.

Asset Allocation (% of fund's net assets)

As of December 31, 2007 *

As of June 30, 2007 **

Corporate Bonds 22.9%

Corporate Bonds 23.6%

U.S. Government
and U.S. Government
Agency Obligations 60.2%

U.S. Government
and U.S. Government
Agency Obligations 58.1%

Asset-Backed Securities 7.2%

Asset-Backed Securities 11.3%

CMOs and
Other Mortgage
Related Securities 12.9%

CMOs and
Other Mortgage
Related Securities 14.3%

Other Investments 0.2%

Other Investments 0.2%

Short-Term
Investments and
Net Other Assets*** (3.4)%

Short-Term
Investments and
Net Other Assets*** (7.5)%

* Foreign investments

6.6%

** Foreign investments

6.9%

* Futures and Swaps

13.0%

** Futures and Swaps

15.3%

*** Short-Term Investments and Net Other Assets are not included in the pie chart.

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds is available at advisor.fidelity.com. Fidelity VIP Investment Grade Central Fund's holdings and financial statements are included at the end of this report.

Annual Report

Investments December 31, 2007

Showing Percentage of Net Assets

Fixed-Income Central Funds - 98.8%

Shares

Value

INVESTMENT GRADE FIXED-INCOME FUNDS - 97.4%

Fidelity VIP Investment Grade Central Fund (d)

24,562,994

$ 2,517,706,878

HIGH YIELD FIXED-INCOME FUNDS - 1.4%

Fidelity Specialized High Income Central Fund (c)

367,424

35,871,563

TOTAL FIXED-INCOME FUNDS

(Cost $2,570,678,657)

2,553,578,441

Nonconvertible Bonds - 0.1%

Principal Amount

UTILITIES - 0.1%

Multi-Utilities - 0.1%

CMS Energy Corp. 6.55% 7/17/17

(Cost $2,388,864)

$ 2,425,000

2,377,230

Asset-Backed Securities - 0.2%

Advanta Business Card Master Trust Series 2007-D1 Class D, 5.406% 1/22/13 (a)(b)

1,800,000

1,731,616

AmeriCredit Prime Automobile Receivables Trust Series 2007-1 Class E, 6.96% 3/31/16 (a)

1,045,000

951,305

Ford Credit Auto Owner Trust:

Series 2006-C Class D, 6.89% 5/15/13 (a)

725,000

719,837

Series 2007-A Class D, 7.05% 12/15/13 (a)

425,000

406,024

GS Auto Loan Trust Series 2006-1 Class D, 6.25% 1/15/14 (a)

1,151,488

1,107,294

Wachovia Auto Loan Trust Series 2006-2A Class E, 7.05% 5/20/14 (a)

1,175,000

1,044,047

WaMu Asset-Backed Certificates Series 2006-HE5 Class B1, 7.365% 10/25/36 (a)(b)

1,025,000

124,090

TOTAL ASSET-BACKED SECURITIES

(Cost $7,181,124)

6,084,213

Collateralized Mortgage Obligations - 0.1%

Private Sponsor - 0.0%

Nomura Home Equity Loan Trust floater Series 2006-FM2 Class B1, 7.165% 7/25/36 (a)(b)

3,535,000

290,586

Structured Asset Securities Corp. floater Series 2006-BC5 Class B, 7.365% 12/25/36 (a)(b)

810,000

91,117

TOTAL PRIVATE SPONSOR

381,703

Principal Amount

Value

U.S. Government Agency - 0.1%

Fannie Mae subordinate REMIC pass-thru certificates planned amortization class Series 2003-128 Class NE, 4% 12/25/16

$ 3,576,143

$ 3,513,632

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $7,252,707)

3,895,335

Cash Equivalents - 0.8%

Maturity Amount

Investments in repurchase agreements in a joint trading account at 4.71%, dated 12/31/07 due 1/2/08 (Collateralized by U.S. Government Obligations) #
(Cost $20,311,000)

$ 20,316,309

20,311,000

TOTAL INVESTMENT
PORTFOLIO - 100.0%

(Cost $2,607,812,352)

2,586,246,219

NET OTHER ASSETS - 0.0%

(1,101,108)

NET ASSETS - 100%

$ 2,585,145,111

Swap Agreements

Expiration Date

Notional Amount

Credit Default Swaps

Receive quarterly notional amount multiplied by .72% and pay Bank of America upon credit event of Allegheny Energy Supply Co. LLC, par value of the notional amount of Allegheny Energy Supply Co. LLC 8.25% 4/15/12

June 2012

$ 1,900,000

$ (36,289)

Receive quarterly notional amount multiplied by .78% and pay Deutsche Bank upon credit event of Allegheny Energy Supply Co. LLC, par value of the notional amount of Allegheny Energy Supply Co. LLC 8.25% 4/15/12

June 2012

1,865,000

(31,087)

$ 3,765,000

$ (67,376)

Legend

(a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $ 6,465,916 or 0.3% of net assets.

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

(c) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's web site at www.sec.gov. A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

(d) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. Fidelity VIP Investment Grade Central Fund's investment and financial statements are included at the end of this report as an attachment.

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

Repurchase Agreement / Counterparty

Value

$20,311,000 due 1/02/08 at 4.71%

Banc of America Securities LLC

$ 9,212,758

Bank of America, NA

3,799,015

Barclays Capital, Inc.

6,331,691

ING Financial Markets LLC

777,585

WestLB AG

189,951

$ 20,311,000

Affiliated Central Funds

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

Fund

Income earned

Fidelity Specialized High Income Central Fund

$ 1,841,578

Fidelity VIP Investment Grade Central Fund

115,012,379

Total

$ 116,853,957

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value,
beginning of period

Purchases

Sales Proceeds

Value,
end of period

% ownership,
end of period

Fidelity Specialized High Income Central Fund

$ 20,241,104

$ 16,130,418

$ -

$ 35,871,563

9.9%

Fidelity VIP Investment Grade Central Fund

1,824,890,441

728,867,899

30,123,642

2,517,706,878

70.2%

Total

$ 1,845,131,545

$ 744,998,317

$ 30,123,642

$ 2,553,578,441

Income Tax Information

At December 31, 2007, the fund had a capital loss carryforward of approximately $7,863,643 all of which will expire on December 31, 2014.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (including repurchase agreements of $20,311,000) -
See accompanying schedule:

Unaffiliated issuers
(cost $37,133,695)

$ 32,667,778

Fidelity Central Funds
(cost $2,570,678,657)

2,553,578,441

Total Investments
(cost $2,607,812,352)

$ 2,586,246,219

Cash

834

Receivable for fund shares sold

2,374,709

Interest receivable

111,636

Distributions receivable from Fidelity Central Funds

13,205,570

Prepaid expenses

7,602

Other affiliated receivables

2,264

Total assets

2,601,948,834

Liabilities

Payable for investments purchased

$ 13,219,344

Payable for fund shares redeemed

2,314,465

Swap agreements, at value

67,376

Accrued management fee

669,873

Distribution fees payable

219,823

Other affiliated payables

216,656

Other payables and accrued
expenses

96,186

Total liabilities

16,803,723

Net Assets

$ 2,585,145,111

Net Assets consist of:

Paid in capital

$ 2,506,906,646

Undistributed net investment income

106,317,579

Accumulated undistributed net realized gain (loss) on investments

(6,445,605)

Net unrealized appreciation (depreciation) on investments

(21,633,509)

Net Assets

$ 2,585,145,111

Statement of Assets and Liabilities - continued

December 31, 2007

Initial Class:
Net Asset Value
, offering price and redemption price per share ($1,134,914,670 ÷ 88,908,946 shares)

$ 12.76

Service Class:
Net Asset Value
, offering price and redemption price per share ($147,990,096 ÷ 11,674,327 shares)

$ 12.68

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($1,018,017,166 ÷ 81,148,836 shares)

$ 12.55

Investor Class:
Net Asset Value
, offering price and redemption price per share ($284,223,179 ÷ 22,318,807 shares)

$ 12.73

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

Annual Report

Financial Statements - continued

Statement of Operations

Year ended December 31, 2007

Investment Income

Interest

$ 2,439,559

Income from Fidelity Central Funds

116,853,957

Total income

119,293,516

Expenses

Management fee

$ 7,095,973

Transfer agent fees

1,612,765

Distribution fees

1,953,201

Accounting fees and expenses

732,874

Custodian fees and expenses

1,353

Independent trustees' compensation

7,626

Audit

54,791

Legal

12,933

Interest

3,957

Miscellaneous

185,558

Total expenses before reductions

11,661,031

Expense reductions

(1,065)

11,659,966

Net investment income

107,633,550

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

(27,855)

Fidelity Central Funds

(3,006)

Swap agreements

16,281

Capital gain distributions from Fidelity Central Funds

1,401,757

Total net realized gain (loss)

1,387,177

Change in net unrealized appreciation (depreciation) on:

Investment securities

(10,863,303)

Swap agreements

(67,376)

Total change in net unrealized appreciation (depreciation)

(10,930,679)

Net gain (loss)

(9,543,502)

Net increase (decrease) in net assets resulting from operations

$ 98,090,048

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 107,633,550

$ 83,673,466

Net realized gain (loss)

1,387,177

(4,151,411)

Change in net unrealized appreciation (depreciation)

(10,930,679)

(2,243,592)

Net increase (decrease) in net assets resulting from operations

98,090,048

77,278,463

Distributions to shareholders from net investment income

(82,169,011)

(66,380,131)

Distributions to shareholders from net realized gain

-

(4,008,845)

Total distributions

(82,169,011)

(70,388,976)

Share transactions - net increase (decrease)

618,689,233

251,368,493

Total increase (decrease) in net assets

634,610,270

258,257,980

Net Assets

Beginning of period

1,950,534,841

1,692,276,861

End of period (including undistributed net investment income of $106,317,579 and undistributed net investment income of $80,623,359, respectively)

$ 2,585,145,111

$ 1,950,534,841

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 12.76

$ 12.76

$ 13.25

$ 13.65

$ 13.70

Income from Investment Operations

Net investment income C

.610

.591

.523

.476

.467

Net realized and unrealized gain (loss)

(.076)

(.060)

(.243)

.104

.213

Total from investment operations

.534

.531

.280

.580

.680

Distributions from net investment income

(.534)

(.501)

(.480)

(.570)

(.540)

Distributions from net realized gain

-

(.030)

(.290)

(.410)

(.190)

Total distributions

(.534)

(.531)

(.770)

(.980)

(.730)

Net asset value, end of period

$ 12.76

$ 12.76

$ 12.76

$ 13.25

$ 13.65

Total Return A, B

4.35%

4.35%

2.19%

4.46%

5.20%

Ratios to Average Net Assets D, F

Expenses before reductions

.43%

.44%

.49%

.56%

.54%

Expenses net of fee waivers, if any

.43%

.44%

.49%

.56%

.54%

Expenses net of all reductions

.43%

.44%

.49%

.56%

.54%

Net investment income

4.88%

4.75%

4.12%

3.65%

3.48%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,134,915

$ 1,184,942

$ 1,284,600

$ 1,374,972

$ 1,528,417

Portfolio turnover rate E

2%

34%

157%

170%

218%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any Fidelity Central Funds. Based on their most recent shareholder report date, the annualized expenses for Fidelity VIP Investment Grade Central Fund and Fidelity Specialized High Income Central Fund were less than .01%.

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 12.68

$ 12.68

$ 13.18

$ 13.61

$ 13.66

Income from Investment Operations

Net investment income C

.593

.575

.511

.456

.448

Net realized and unrealized gain (loss)

(.069)

(.053)

(.246)

.104

.212

Total from investment operations

.524

.522

.265

.560

.660

Distributions from net investment income

(.524)

(.492)

(.475)

(.580)

(.520)

Distributions from net realized gain

-

(.030)

(.290)

(.410)

(.190)

Total distributions

(.524)

(.522)

(.765)

(.990)

(.710)

Net asset value, end of period

$ 12.68

$ 12.68

$ 12.68

$ 13.18

$ 13.61

Total Return A, B

4.29%

4.30%

2.08%

4.32%

5.06%

Ratios to Average Net Assets D, F

Expenses before reductions

.53%

.54%

.58%

.66%

.64%

Expenses net of fee waivers, if any

.53%

.54%

.58%

.66%

.64%

Expenses net of all reductions

.53%

.54%

.58%

.66%

.64%

Net investment income

4.78%

4.65%

4.06%

3.54%

3.38%

Supplemental Data

Net assets, end of period (000 omitted)

$ 147,990

$ 99,633

$ 79,205

$ 50,143

$ 18,305

Portfolio turnover rate E

2%

34%

157%

170%

218%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any Fidelity Central Funds. Based on their most recent shareholder report date, the annualized expenses for Fidelity VIP Investment Grade Central Fund and Fidelity Specialized High Income Central Fund were less than .01%.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value, beginning of period

$ 12.56

$ 12.57

$ 13.08

$ 13.50

$ 13.57

Income from Investment Operations

Net investment income C

.568

.551

.488

.435

.427

Net realized and unrealized gain (loss)

(.064)

(.053)

(.248)

.105

.213

Total from investment operations

.504

.498

.240

.540

.640

Distributions from net investment income

(.514)

(.478)

(.460)

(.550)

(.520)

Distributions from net realized gain

-

(.030)

(.290)

(.410)

(.190)

Total distributions

(.514)

(.508)

(.750)

(.960)

(.710)

Net asset value, end of period

$ 12.55

$ 12.56

$ 12.57

$ 13.08

$ 13.50

Total Return A, B

4.17%

4.14%

1.89%

4.19%

4.94%

Ratios to Average Net Assets D, F

Expenses before reductions

.68%

.69%

.73%

.81%

.79%

Expenses net of fee waivers, if any

.68%

.69%

.73%

.81%

.79%

Expenses net of all reductions

.68%

.69%

.73%

.81%

.79%

Net investment income

4.63%

4.50%

3.90%

3.39%

3.23%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,018,017

$ 497,504

$ 285,528

$ 186,302

$ 115,411

Portfolio turnover rate E

2%

34%

157%

170%

218%

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

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

C Calculated based on average shares outstanding during the period.

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

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

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any Fidelity Central Funds. Based on their most recent shareholder report date, the annualized expenses for Fidelity VIP Investment Grade Central Fund and Fidelity Specialized High Income Central Fund were less than .01%.

Financial Highlights - Investor Class

Years ended December 31,

2007

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 12.74

$ 12.75

$ 12.65

Income from Investment Operations

Net investment income E

.603

.583

.242

Net realized and unrealized gain (loss)

(.079)

(.055)

(.142)

Total from investment operations

.524

.528

.100

Distributions from net investment income

(.534)

(.508)

-

Distributions from net realized gain

-

(.030)

-

Total distributions

(.534)

(.538)

-

Net asset value, end of period

$ 12.73

$ 12.74

$ 12.75

Total Return B, C, D

4.28%

4.33%

.79%

Ratios to Average Net Assets F, I

Expenses before reductions

.46%

.48%

.49% A

Expenses net of fee waivers, if any

.46%

.48%

.49% A

Expenses net of all reductions

.46%

.48%

.49% A

Net investment income

4.84%

4.72%

4.40% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 284,223

$ 168,456

$ 42,944

Portfolio turnover rate G

2%

34%

157%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period July 21, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any Fidelity Central Funds. Based on their most recent shareholder report date, the annualized expenses for Fidelity VIP Investment Grade Central Fund and Fidelity Specialized High Income Central Fund were less than .01%.

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP Investment Grade Bond Portfolio (the Fund) is a fund of Variable Insurance Products Fund V (the trust) (formerly of Variable Insurance Products Fund II) and is authorized to issue an unlimited number of shares. Effective April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Fund reorganized into Variable Insurance Products Fund V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Fund's investment strategies or Fidelity Management & Research Company's (FMR) management of the Fund. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by FMR and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. The Fund invests substantially all of its assets in VIP Investment Grade Central Fund which is managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR and seeks a high level of income by normally investing in investment-grade debt securities. VIP Investment Grade Central Fund's operating and accounting policies are outlined in its financial statements, included at the end of this report as an attachment.

Based on their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund

Investment Manager

Investment Objective

Investment Practices

VIP Investment Grade Central Fund

FIMM

Seeks a high level of current income by normally investing in investment-grade debt securities and repurchase agreements.

Delayed Delivery & When Issued Securities

Mortgage Dollar Rolls

Repurchase Agreements

Restricted Securities

Swap Agreements

Fidelity Specialized High Income Central Fund

Fidelity Management & Research Company, Inc. (FMRC)

Seeks a high level of current income by normally investing in income-producing debt securities, with an emphasis on lower-quality debt securities.

Loans & Direct Debt Instruments

Repurchase Agreements

Restricted Securities

The Central Funds may have direct or indirect exposure to securities of issuers that hold mortgage securities, including securities backed by subprime mortgage loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be adversely affected by shifts in the market's perception of the issuers and changes in interest rates.

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. A complete list of holdings for the Fidelity Specialized High Income Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Specialized High Income Central Fund, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as available dealer supplied prices. Certain of the Fund's securities may be valued by a single source or dealer.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. Factors used in the determination of fair value may include current market trading activity, interest rates, credit quality and default rates. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

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

Capital accounts within the financial statements are adjusted for permanent book-tax differences. Certain adjustments have been made to the accounts relating to prior periods. Collectively, these adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, swap agreements, market discount, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, and capital loss carryforwards.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 45,287,094

Unrealized depreciation

(7,058,551)

Net unrealized appreciation (depreciation)

38,228,543

Undistributed ordinary income

107,094,598

Capital loss carryforward

(7,863,643)

Cost for federal income tax purposes

$ 2,548,017,676

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

December 31, 2007

December 31, 2006

Ordinary Income

$ 82,169,011

$ 67,821,193

Long-term Capital Gains

-

2,567,783

Total

$ 82,169,011

$ 70,388,976

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

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

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

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Credit default swaps involve the exchange of a fixed rate premium for protection against the loss in value of an underlying debt instrument in the event of a defined credit event (such as payment default or bankruptcy). Under the terms of the swap, one party acts as a "guarantor" receiving a periodic payment that is a fixed percentage applied to a notional principal amount. In return the party agrees to purchase the notional amount of the underlying instrument, at par, if a credit event occurs during the term of the swap. The Fund may enter into credit default swaps in which either it or its counterparty act as guarantors. By acting as the guarantor of a swap, a fund assumes the market and credit risk of the underlying instrument including liquidity and loss of value.

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Periodic payments and premiums received or made by the Fund are recorded in the accompanying Statement of Operations as realized gains or losses, respectively. Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements."

5. Purchases and Sales of Investments.

Purchases and sales of securities (including the Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $749,941,709 and $33,817,241, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .32% of the Fund's average net assets.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

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

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

Service Class

$ 124,402

Service Class 2

1,828,799

$ 1,953,201

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class with the exception of Investor Class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of average net assets. Investor Class pays a monthly asset-based transfer agent fee of .10% of average net assets. The total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 801,961

Service Class

84,085

Service Class 2

490,569

Investor Class

236,150

$ 1,612,765

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

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest Expense

Borrower

$ 6,114,000

4.93%

$ 2,511

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $4,363 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $10,414,000. The weighted average interest rate was 5.00%. The interest expense amounted to $1,446 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

9. Expense Reductions.

Through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,065.

Annual Report

10. Other.

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

At the end of the period, FMR or its affiliates were the owners of record of 34% of the total outstanding shares of the Fund and one otherwise unaffiliated shareholder was the owner of record of 25% of the total outstanding shares of the Fund.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2007

2006

From net investment income

Initial Class

$ 48,915,672

$ 49,399,358

Service Class

4,212,943

3,145,302

Service Class 2

21,635,659

11,428,030

Investor Class

7,404,737

2,407,441

Total

$ 82,169,011

$ 66,380,131

From net realized gain

Initial Class

$ -

$ 2,958,053

Service Class

-

191,787

Service Class 2

-

717,240

Investor Class

-

141,765

Total

$ -

$ 4,008,845

12. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended December 31,

2007

2006

2007

2006

Initial Class

Shares sold

14,387,790

10,837,814

$ 179,571,725

$ 135,193,195

Reinvestment of distributions

3,978,791

4,287,542

48,915,672

52,350,889

Shares redeemed

(22,289,170)

(22,975,071)

(278,600,560)

(284,993,124)

Net increase (decrease)

(3,922,589)

(7,849,715)

$ (50,113,163)

$ (97,449,040)

Service Class

Shares sold

5,832,754

3,518,243

$ 72,283,870

$ 43,182,084

Reinvestment of distributions

344,884

274,884

4,212,943

3,337,089

Shares redeemed

(2,359,701)

(2,181,355)

(29,213,717)

(26,768,294)

Net increase (decrease)

3,817,937

1,611,772

$ 47,283,096

$ 19,750,879

Service Class 2

Shares sold

43,988,735

19,973,590

$ 538,885,002

$ 244,806,904

Reinvestment of distributions

1,787,104

1,008,743

21,635,659

12,145,271

Shares redeemed

(4,226,093)

(4,090,898)

(52,037,853)

(50,132,793)

Net increase (decrease)

41,549,746

16,891,435

$ 508,482,808

$ 206,819,382

Investor Class

Shares sold

9,943,802

10,523,797

$ 123,816,926

$ 130,549,386

Reinvestment of distributions

603,684

208,558

7,404,737

2,542,317

Shares redeemed

(1,451,398)

(878,446)

(18,185,171)

(10,844,431)

Net increase (decrease)

9,096,088

9,853,909

$ 113,036,492

$ 122,247,272

13. Credit Risk.

The Fund may have direct or indirect exposure to securities of issuers that hold mortgage securities, including securities backed by subprime mortgage loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be adversely affected by shifts in the market's perception of the issuers and changes in interest rates.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and Shareholders of VIP Investment Grade Bond Portfolio:

We have audited the accompanying statement of assets and liabilities of VIP Investment Grade Bond Portfolio (the Fund), a fund of Variable Insurance Products Fund V, including the schedule of investments, as of December 31, 2007, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2007, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of VIP Investment Grade Bond Portfolio as of December 31, 2007, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2006

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-
present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Investment Grade Bond. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Boyce I. Greer (51)

Year of Election or Appointment: 2006

Vice President of VIP Investment Grade Bond. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Thomas J. Silvia (46)

Year of Election or Appointment: 2005

Vice President of VIP Investment Grade Bond. Mr. Silvia also serves as Vice President of Fidelity's Fixed-Income Funds (2005-
present) and Senior Vice President and Bond Group Leader of the Fidelity Investments Fixed-Income Division (2005-present). Previously, Mr. Silvia served as Vice President of certain Balanced Funds (2005-2007), certain Asset Allocation Funds (2005-2007), a Director of Fidelity's Taxable Bond portfolio managers (2002-2004) and a portfolio manager in the Bond Group (1997-2004).

Eric D. Roiter (59)

Year of Election or Appointment: 1998

Secretary of VIP Investment Grade Bond. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Investment Grade Bond. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of VIP Investment Grade Bond. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Investment Grade Bond. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2004

Chief Compliance Officer of VIP Investment Grade Bond. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Investment Grade Bond. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Investment Grade Bond. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Investment Grade Bond. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-
present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2004

Assistant Treasurer of VIP Investment Grade Bond. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Investment Grade Bond. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Investment Grade Bond. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-
present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The Board of Trustees of VIP Investment Grade Bond Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income.

Pay Date

Record Date

Dividends

Capital Gains

Initial Class

02/15/08

02/15/08

$0.515

$0.01

Service Class

02/15/08

02/15/08

$0.506

$0.01

Service Class 2

02/15/08

02/15/08

$0.496

$0.01

Investor Class

02/15/08

02/15/08

$0.513

$0.01

A total of 11.96% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

The following are the financial statements for the Fidelity VIP Investment
Grade Central Fund as of December 31, 2007 which is a direct investment of
VIP Investment Grade Bond Portfolio.

Not Part of Financial Report

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of
Fund
A

VIP Investment Grade Central Fund

4.94%

7.21%

A From June 23, 2006

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investment Grade Central Fund on June 23, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers® U.S. Aggregate Index performed over the same period.



Not Part of Financial Report

Management's Discussion of Fund Performance

Comments from Ford O'Neil, Portfolio Manager of VIP Investment Grade Central Fund

In 2007, the U.S. investment-grade bond market outperformed the domestic stock market, as measured by the Standard & Poor's 500SM Index, for the first time in five years. High-quality debt, as measured by the Lehman Brothers® U.S. Aggregate Index, climbed 6.97%, beating the 5.49% return of the S&P 500®. Bonds with the lowest levels of risk ended the year with the highest returns, benefiting from a massive flight to quality as investors sought safer havens given the turmoil in the credit markets and deteriorating economic conditions. Treasuries, which are government guaranteed, had the best showing within the Aggregate index, gaining 9.01% according to the Lehman Brothers U.S. Treasury Index. Treasuries were among the few securities in any asset class that didn't feel the pain of the subprime mortgage crisis, which gripped the financial markets for most of the second half of 2007. The asset-backed category - home to weak subprime debt - had the most disappointing performance, returning only 2.21% according to the Lehman Brothers U.S. Fixed-Rate Asset-Backed Securities Index.

During the past year, the fund returned 4.94%, significantly lagging the Lehman Brothers U.S. Aggregate Index. My discussion of the fund's performance reflects its holdings in aggregate, including direct investments and holdings in underlying central funds. The main factor behind the fund's weak showing was its exposure - mainly through Fidelity® Ultra-Short Central Fund - to asset-backed securities backed by subprime mortgages, which suffered steep losses amid weakening housing fundamentals and deteriorating market technical factors. Given its heightened level of volatility, I cut back the fund's stake in Ultra-Short Central by year end. As difficult conditions within the mortgage market extended broadly to other segments of the fixed-income market, our sector selection also worked against us. In particular, our decisions to invest outside the benchmark in collateralized mortgage obligations and to modestly overweight commercial mortgage-backed securities, investment-grade corporate bonds, high-yield corporate bonds and other asset-backed securities dampened our absolute and relative returns because they lagged the index. Elsewhere, our out-of-benchmark position in Treasury Inflation-Protected Securities (TIPS) worked in our favor. TIPS fared especially well amid a global flight to safety, rising inflation worries and a realized increase in the inflation rate. A significant underweighting in mortgage pass-through securities further boosted relative performance, as did yield-curve positioning. Specifically, the fund benefited from concentrating investments in bonds with intermediate-range maturities, which performed well, and underweighting longer-term bonds, which lagged.

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

Not Part of Financial Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007
to December 31, 2007

Actual

$ 1,000.00

$ 1,040.70

$ .01

Hypothetical (5% return per year before expenses)

$ 1,000.00

$ 1,025.19

$ .01

* Expenses are equal to the Fund's annualized expense ratio of .0028%; multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Not Part of Financial Report

Investment Changes

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each Fidelity Central Fund.

Quality Diversification (% of fund's net assets)

As of December 31, 2007

As of June 30, 2007

U.S. Government and
U.S. Government Agency
Obligations 61.7%

U.S. Government and
U.S. Government Agency
Obligations 60.4%

AAA 14.1%

AAA 17.3%

AA 4.5%

AA 6.3%

A 7.3%

A 6.0%

BBB 15.7%

BBB 17.6%

BB and Below 0.9%

BB and Below 2.0%

Not Rated 0.2%

Not Rated 0.7%

Short-Term Investments and
Net Other Assets*** (4.4)%

Short-Term Investments and
Net Other Assets*** (10.3)%

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

Weighted Average Maturity as of December 31, 2007

6 months ago

Years

6.1

5.8

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of December 31, 2007

6 months ago

Years

4.4

4.5

Duration shows how much a bond fund's price fluctuates with changes in comparable interest rates. If rates rise 1%, for example, a fund with a five-year duration is likely to lose about 5% of its value. Other factors also can influence a bond fund's performance and share price. Accordingly, a bond fund's actual performance may differ from this example.

Asset Allocation (% of fund's net assets)

As of December 31, 2007 *

As of June 30, 2007 **

Corporate Bonds 22.1%

Corporate Bonds 23.4%

U.S. Government and
U.S. Government Agency
Obligations 61.7%

U.S. Government and
U.S. Government Agency
Obligations 60.4%

Asset-Backed Securities 7.2%

Asset-Backed Securities 11.5%

CMOs and Other Mortgage
Related Securities 13.2%

CMOs and Other Mortgage
Related Securities 14.8%

Other Investments 0.2%

Other Investments 0.2%

Short-Term Investments
and Net Other Assets*** (4.4)%

Short-Term Investments
and Net Other Assets*** (10.3)%

* Foreign investments

6.6%

** Foreign investments

6.9%

* Futures and Swaps

13.2%

** Futures and Swaps

16.0%

*** Short-Term Investments and Net Other Assets are not included in the pie chart.

Not Part of Financial Report

Investments December 31, 2007

Showing Percentage of Net Assets

Nonconvertible Bonds - 20.8%

Principal Amount

Value

CONSUMER DISCRETIONARY - 1.2%

Household Durables - 0.1%

Fortune Brands, Inc.:

5.125% 1/15/11

$ 4,010,000

$ 4,001,864

5.875% 1/15/36

695,000

634,294

4,636,158

Media - 1.1%

AOL Time Warner, Inc.:

6.75% 4/15/11

100,000

104,154

6.875% 5/1/12

290,000

305,373

7.625% 4/15/31

1,625,000

1,798,258

Comcast Corp.:

4.95% 6/15/16

2,975,000

2,801,450

5.5% 3/15/11

2,675,000

2,700,565

Cox Communications, Inc.:

4.625% 1/15/10

3,350,000

3,324,011

4.625% 6/1/13

3,475,000

3,324,567

6.45% 12/1/36 (a)

1,560,000

1,547,759

News America Holdings, Inc. 7.75% 12/1/45

1,905,000

2,066,093

News America, Inc.:

6.15% 3/1/37

1,745,000

1,685,651

6.2% 12/15/34

6,695,000

6,599,864

Time Warner Cable, Inc.:

5.85% 5/1/17

2,467,000

2,473,089

6.55% 5/1/37

5,604,000

5,719,980

Time Warner, Inc. 5.875% 11/15/16

400,000

397,542

Viacom, Inc.:

5.75% 4/30/11

1,410,000

1,427,735

6.125% 10/5/17

2,710,000

2,709,883

6.75% 10/5/37

935,000

927,518

39,913,492

TOTAL CONSUMER DISCRETIONARY

44,549,650

CONSUMER STAPLES - 1.1%

Beverages - 0.2%

Diageo Capital PLC:

5.2% 1/30/13

1,705,000

1,712,783

5.75% 10/23/17

3,817,000

3,838,677

FBG Finance Ltd. 5.125% 6/15/15 (a)

2,185,000

2,124,500

7,675,960

Food & Staples Retailing - 0.3%

CVS Caremark Corp.:

6.036% 12/10/28 (a)

7,279,933

6,989,900

6.302% 6/1/37 (e)

5,910,000

5,712,263

12,702,163

Food Products - 0.4%

Cargill, Inc. 6.625% 9/15/37 (a)

3,333,000

3,317,525

Principal Amount

Value

H.J. Heinz Co. 6.428% 12/1/08 (a)(e)

$ 2,935,000

$ 2,987,977

Kraft Foods, Inc.:

6.125% 2/1/18

2,376,000

2,394,165

6.875% 2/1/38

3,900,000

4,048,937

12,748,604

Tobacco - 0.2%

Altria Group, Inc. 7% 11/4/13

505,000

564,760

Philip Morris Companies, Inc. 7.65% 7/1/08

2,500,000

2,540,178

Reynolds American, Inc. 7.25% 6/15/37

3,055,000

3,087,627

6,192,565

TOTAL CONSUMER STAPLES

39,319,292

ENERGY - 2.0%

Energy Equipment & Services - 0.2%

Petronas Capital Ltd. 7% 5/22/12 (a)

6,135,000

6,670,224

Oil, Gas & Consumable Fuels - 1.8%

Anadarko Petroleum Corp.:

5.95% 9/15/16

1,845,000

1,878,634

6.45% 9/15/36

1,155,000

1,176,178

Devon Financing Corp. U.L.C. 6.875% 9/30/11

3,000,000

3,212,673

Duke Capital LLC:

4.37% 3/1/09

3,575,000

3,546,686

6.25% 2/15/13

855,000

886,355

6.75% 2/15/32

4,255,000

4,248,286

Duke Energy Field Services 6.45% 11/3/36 (a)

3,300,000

3,210,471

El Paso Natural Gas Co. 5.95% 4/15/17

3,330,000

3,286,760

Empresa Nacional de Petroleo 6.75% 11/15/12 (a)

6,135,000

6,541,524

EnCana Holdings Finance Corp. 5.8% 5/1/14

320,000

327,890

Kinder Morgan Energy Partners LP 5.125% 11/15/14

6,045,000

5,889,940

Nakilat, Inc. 6.067% 12/31/33 (a)

4,015,000

3,663,487

National Gas Co. of Trinidad & Tobago Ltd. 6.05% 1/15/36 (a)

925,000

879,353

Nexen, Inc.:

5.875% 3/10/35

1,655,000

1,559,358

6.4% 5/15/37

2,125,000

2,121,434

NGPL PipeCo LLC 6.514% 12/15/12 (a)

1,980,000

2,010,338

Pemex Project Funding Master Trust:

5.7238% 12/3/12 (a)(e)

410,000

403,645

6.125% 8/15/08

236,000

236,732

6.2906% 6/15/10 (a)(e)

4,480,000

4,497,920

Plains All American Pipeline LP:

6.125% 1/15/17

1,250,000

1,266,823

Nonconvertible Bonds - continued

Principal Amount

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Plains All American Pipeline LP: - continued

6.65% 1/15/37

$ 3,190,000

$ 3,210,400

Ras Laffan Liquid Natural Gas Co. Ltd. III:

5.832% 9/30/16 (a)

2,375,000

2,413,428

6.332% 9/30/27 (a)

2,415,000

2,288,913

Talisman Energy, Inc. yankee 6.25% 2/1/38

1,335,000

1,301,036

Texas Eastern Transmission LP 6% 9/15/17 (a)

2,434,000

2,497,016

Transcontinental Gas Pipe Line Corp. 6.4% 4/15/16

615,000

625,763

Valero Energy Corp. 6.625% 6/15/37

1,575,000

1,586,140

64,767,183

TOTAL ENERGY

71,437,407

FINANCIALS - 8.6%

Capital Markets - 2.4%

Bear Stearns Companies, Inc. 6.95% 8/10/12

7,170,000

7,372,194

BlackRock, Inc. 6.25% 9/15/17

3,685,000

3,793,450

Goldman Sachs Group, Inc.:

5.25% 10/15/13

3,770,000

3,771,293

5.625% 1/15/17

3,000,000

2,929,728

5.7% 9/1/12

2,935,000

3,019,593

6.6% 1/15/12

4,610,000

4,877,375

6.75% 10/1/37

6,705,000

6,569,411

Janus Capital Group, Inc.:

5.875% 9/15/11

2,041,000

2,062,698

6.25% 6/15/12

6,015,000

6,158,602

JPMorgan Chase Capital XVII 5.85% 8/1/35

6,975,000

5,954,076

JPMorgan Chase Capital XX 6.55% 9/29/36

3,090,000

2,788,064

Lazard Group LLC:

6.85% 6/15/17

3,230,000

3,190,174

7.125% 5/15/15

5,585,000

5,683,363

Lehman Brothers Holdings, Inc.:

6.2% 9/26/14

3,100,000

3,157,251

6.75% 12/28/17

3,145,000

3,241,548

6.875% 7/17/37

3,100,000

3,030,824

Merrill Lynch & Co., Inc. 4.25% 2/8/10

7,275,000

7,131,668

Morgan Stanley:

4.75% 4/1/14

1,500,000

1,405,281

Principal Amount

Value

6.6% 4/1/12

$ 7,695,000

$ 8,085,306

UBS AG, Stamford 5.875% 12/20/17

3,145,000

3,167,157

87,389,056

Commercial Banks - 1.1%

Bank of America NA:

5.3% 3/15/17

1,480,000

1,439,116

6% 10/15/36

143,000

136,769

Credit Suisse (Guernsey) Ltd. 5.86%

4,785,000

4,283,522

Export-Import Bank of Korea 5.5% 10/17/12

6,570,000

6,597,075

HSBC Holdings PLC 6.5% 9/15/37

4,355,000

4,220,997

Korea Development Bank 3.875% 3/2/09

5,775,000

5,719,000

SouthTrust Corp. 5.8% 6/15/14

1,440,000

1,487,015

Standard Chartered Bank 6.4% 9/26/17 (a)

4,625,000

4,696,655

Wachovia Bank NA:

4.875% 2/1/15

4,405,000

4,193,375

5.85% 2/1/37

3,000,000

2,703,402

Wachovia Corp. 4.875% 2/15/14

785,000

753,803

Wells Fargo & Co. 5.625% 12/11/17

4,754,000

4,756,905

40,987,634

Consumer Finance - 1.0%

American Express Co. 6.15% 8/28/17

3,625,000

3,720,243

American General Finance Corp. 6.9% 12/15/17

2,370,000

2,372,370

Capital One Financial Corp. 5.7% 9/15/11

1,375,000

1,328,334

Discover Financial Services 5.6625% 6/11/10 (a)(e)

7,050,000

6,709,767

General Electric Capital Corp.:

5.625% 9/15/17

2,420,000

2,482,862

6.375% 11/15/67 (e)

4,000,000

4,129,928

MBNA America Bank NA 7.125% 11/15/12

1,075,000

1,167,936

MBNA Corp. 7.5% 3/15/12

1,860,000

2,028,737

SLM Corp.:

4% 1/15/09

1,020,000

982,635

4.5% 7/26/10

2,555,000

2,343,441

5.2238% 7/27/09 (e)

1,064,000

1,000,874

5.2438% 7/26/10 (e)

6,312,000

5,810,013

34,077,140

Diversified Financial Services - 0.8%

Bank of America Corp. 7.4% 1/15/11

9,125,000

9,807,623

Citigroup, Inc.:

5% 9/15/14

1,175,000

1,119,592

5.875% 5/29/37

1,400,000

1,306,568

JPMorgan Chase & Co.:

4.891% 9/1/15 (e)

20,000

19,260

5.6% 6/1/11

127,000

131,052

Nonconvertible Bonds - continued

Principal Amount

Value

FINANCIALS - continued

Diversified Financial Services - continued

JPMorgan Chase & Co.: - continued

5.75% 1/2/13

$ 3,500,000

$ 3,566,693

Prime Property Funding, Inc.:

5.125% 6/1/15 (a)

3,375,000

3,201,849

5.5% 1/15/14 (a)

2,405,000

2,393,148

TECO Finance, Inc. 7% 5/1/12 (a)

1,740,000

1,842,564

ZFS Finance USA Trust II 6.45% 12/15/65 (a)(e)

3,400,000

3,168,521

ZFS Finance USA Trust V 6.5% 5/9/67 (a)(e)

4,035,000

3,725,064

30,281,934

Insurance - 0.5%

American International Group, Inc. 5.85% 1/16/18

4,750,000

4,781,103

Axis Capital Holdings Ltd. 5.75% 12/1/14

420,000

411,694

Lincoln National Corp. 7% 5/17/66 (e)

1,475,000

1,480,934

Marsh & McLennan Companies, Inc. 7.125% 6/15/09

4,259,000

4,403,529

Principal Life Global Funding I 6.25% 2/15/12 (a)

2,310,000

2,460,924

Symetra Financial Corp. 6.125% 4/1/16 (a)

3,855,000

3,838,562

17,376,746

Real Estate Investment Trusts - 2.1%

AMB Property LP 5.9% 8/15/13

2,575,000

2,651,094

Arden Realty LP 5.25% 3/1/15

625,000

628,071

Brandywine Operating Partnership LP:

4.5% 11/1/09

1,365,000

1,350,485

5.625% 12/15/10

2,260,000

2,281,931

5.7% 5/1/17

5,000,000

4,631,785

5.75% 4/1/12

1,115,000

1,103,752

Camden Property Trust 5.375% 12/15/13

1,655,000

1,600,575

Colonial Properties Trust:

4.75% 2/1/10

690,000

673,647

5.5% 10/1/15

6,290,000

5,704,627

Developers Diversified Realty Corp.:

3.875% 1/30/09

1,010,000

986,888

4.625% 8/1/10

225,000

219,134

5% 5/3/10

2,435,000

2,396,033

5.25% 4/15/11

1,395,000

1,376,710

5.375% 10/15/12

1,240,000

1,205,538

Duke Realty LP:

4.625% 5/15/13

925,000

876,740

5.5% 3/1/16

1,270,000

1,202,606

5.625% 8/15/11

2,325,000

2,338,115

5.95% 2/15/17

695,000

672,823

Principal Amount

Value

6.5% 1/15/18

$ 2,445,000

$ 2,458,863

6.95% 3/15/11

1,535,000

1,609,117

Equity One, Inc. 6% 9/15/17

1,760,000

1,651,887

Federal Realty Investment Trust 5.4% 12/1/13

1,390,000

1,374,130

Hospitality Properties Trust 5.625% 3/15/17

4,210,000

3,895,875

HRPT Properties Trust:

5.75% 11/1/15

670,000

627,238

6.25% 6/15/17

4,455,000

4,182,452

Liberty Property LP:

5.5% 12/15/16

1,715,000

1,604,595

6.625% 10/1/17

1,850,000

1,851,014

Mack-Cali Realty LP:

5.05% 4/15/10

1,735,000

1,758,249

7.25% 3/15/09

1,085,000

1,114,196

Reckson Operating Partnership LP:

5.15% 1/15/11

795,000

801,371

6% 3/31/16

3,099,000

2,936,303

Simon Property Group LP:

4.6% 6/15/10

2,965,000

2,947,397

4.875% 8/15/10

2,455,000

2,432,937

5% 3/1/12

2,060,000

2,009,347

5.1% 6/15/15

2,220,000

2,087,220

5.375% 6/1/11

2,020,000

1,994,443

7.75% 1/20/11

595,000

636,752

UDR, Inc. 5.5% 4/1/14

2,690,000

2,532,431

United Dominion Realty Trust, Inc. 5.25% 1/15/15

890,000

826,918

Washington (REIT) 5.95% 6/15/11

3,015,000

2,998,059

76,231,348

Real Estate Management & Development - 0.3%

ERP Operating LP 5.5% 10/1/12

1,585,000

1,571,222

Post Apartment Homes LP 6.3% 6/1/13

2,655,000

2,786,385

Regency Centers LP:

5.875% 6/15/17

3,005,000

2,903,855

6.75% 1/15/12

2,035,000

2,112,818

9,374,280

Thrifts & Mortgage Finance - 0.4%

Capmark Financial Group, Inc.:

5.875% 5/10/12 (a)

3,610,000

2,857,546

6.3% 5/10/17 (a)

1,400,000

1,043,648

Independence Community Bank Corp. 3.75% 4/1/14 (e)

3,820,000

3,772,670

Residential Capital LLC 8% 6/1/12 (e)

6,000,000

3,690,000

Washington Mutual, Inc. 4.625% 4/1/14

4,255,000

3,324,440

14,688,304

TOTAL FINANCIALS

310,406,442

Nonconvertible Bonds - continued

Principal Amount

Value

HEALTH CARE - 0.2%

Pharmaceuticals - 0.2%

AstraZeneca PLC:

5.9% 9/15/17

$ 1,990,000

$ 2,089,609

6.45% 9/15/37

1,485,000

1,627,079

Teva Pharmaceutical Finance LLC 5.55% 2/1/16

2,940,000

2,905,276

6,621,964

INDUSTRIALS - 2.1%

Aerospace & Defense - 0.2%

BAE Systems Holdings, Inc. 4.75% 8/15/10 (a)

3,465,000

3,489,556

Bombardier, Inc.:

6.3% 5/1/14 (a)

4,515,000

4,413,413

7.45% 5/1/34 (a)

420,000

413,700

8,316,669

Airlines - 1.2%

American Airlines, Inc. pass thru trust certificates:

6.855% 10/15/10

179,770

181,118

6.978% 10/1/12

526,026

532,286

7.024% 4/15/11

2,180,000

2,188,175

7.858% 4/1/13

3,480,000

3,652,921

Continental Airlines, Inc. pass thru trust certificates:

6.648% 3/15/19

2,055,027

2,065,302

6.795% 2/2/20

3,717,714

3,310,624

Delta Air Lines, Inc. pass thru trust certificates:

6.821% 8/10/22 (a)

3,060,000

3,083,650

7.57% 11/18/10

5,885,000

5,943,850

Northwest Airlines, Inc. pass thru trust certificates 7.027% 11/1/19

3,024,000

2,903,040

Southwest Airlines Co. Pass-thru Trust Certificates 6.15% 8/1/22

2,400,000

2,409,600

U.S. Airways pass thru trust certificates:

6.85% 7/30/19

1,530,452

1,511,322

8.36% 7/20/20

5,415,799

5,605,352

United Air Lines, Inc. pass-thru certificates Class 1A, 6.636% 7/2/22

2,976,818

2,795,232

United Air Lines, Inc. pass-thru trust certificates:

6.071% 9/1/14

591,759

593,978

6.201% 3/1/10

251,421

250,163

6.602% 9/1/13

758,940

759,889

7.032% 4/1/12

1,247,669

1,253,907

7.186% 10/1/12

3,094,245

3,103,528

42,143,937

Principal Amount

Value

Commercial Services & Supplies - 0.1%

R.R. Donnelley & Sons Co. 5.5% 5/15/15

$ 3,395,000

$ 3,266,608

Industrial Conglomerates - 0.6%

Covidien International Finance SA:

5.45% 10/15/12 (a)

2,155,000

2,218,764

6.55% 10/15/37 (a)

1,865,000

1,936,870

General Electric Co. 5.25% 12/6/17

7,130,000

7,114,785

Hutchison Whampoa International 03/33 Ltd. 5.45% 11/24/10 (a)

3,600,000

3,635,644

Hutchison Whampoa International Ltd. 6.5% 2/13/13 (a)

6,485,000

6,817,304

21,723,367

TOTAL INDUSTRIALS

75,450,581

INFORMATION TECHNOLOGY - 0.2%

Electronic Equipment & Instruments - 0.0%

Tyco Electronics Group SA 7.125% 10/1/37 (a)

1,225,000

1,289,616

Semiconductors & Semiconductor Equipment - 0.2%

Chartered Semiconductor Manufacturing Ltd. 5.75% 8/3/10

195,000

198,750

National Semiconductor Corp. 6.15% 6/15/12

5,265,000

5,367,046

5,565,796

TOTAL INFORMATION TECHNOLOGY

6,855,412

MATERIALS - 0.2%

Metals & Mining - 0.1%

United States Steel Corp. 6.65% 6/1/37

2,270,000

2,024,940

Vale Overseas Ltd. 6.25% 1/23/17

3,115,000

3,124,672

5,149,612

Paper & Forest Products - 0.1%

International Paper Co. 4.25% 1/15/09

1,900,000

1,880,761

TOTAL MATERIALS

7,030,373

TELECOMMUNICATION SERVICES - 1.8%

Diversified Telecommunication Services - 1.5%

AT&T Broadband Corp. 8.375% 3/15/13

2,150,000

2,412,048

AT&T, Inc.:

6.3% 1/15/38

364,000

369,821

6.8% 5/15/36

10,939,000

11,836,961

BellSouth Capital Funding Corp. 7.875% 2/15/30

620,000

722,285

British Telecommunications PLC 9.125% 12/15/30

2,250,000

2,978,156

Nonconvertible Bonds - continued

Principal Amount

Value

TELECOMMUNICATION SERVICES - continued

Diversified Telecommunication Services - continued

Deutsche Telekom International Finance BV 5.25% 7/22/13

$ 2,500,000

$ 2,489,947

SBC Communications, Inc.:

6.15% 9/15/34

1,180,000

1,178,025

6.45% 6/15/34

3,620,000

3,731,022

Sprint Capital Corp.:

6.875% 11/15/28

5,040,000

4,779,750

8.75% 3/15/32

1,730,000

1,950,053

Telecom Italia Capital SA:

4.95% 9/30/14

2,000,000

1,926,164

7.2% 7/18/36

3,620,000

3,991,282

Telefonica Emisiones SAU:

6.221% 7/3/17

2,885,000

2,997,492

7.045% 6/20/36

4,335,000

4,845,602

Verizon Communications, Inc. 6.25% 4/1/37

1,380,000

1,415,172

Verizon Global Funding Corp. 7.75% 12/1/30

5,043,000

5,914,743

Verizon New York, Inc. 6.875% 4/1/12

1,095,000

1,161,803

54,700,326

Wireless Telecommunication Services - 0.3%

America Movil SAB de CV 4.125% 3/1/09

1,755,000

1,743,952

AT&T Wireless Services, Inc.:

7.875% 3/1/11

740,000

801,395

8.125% 5/1/12

1,130,000

1,256,468

Sprint Nextel Corp. 6% 12/1/16

2,710,000

2,595,619

Vodafone Group PLC 5% 12/16/13

3,890,000

3,824,383

10,221,817

TOTAL TELECOMMUNICATION SERVICES

64,922,143

UTILITIES - 3.4%

Electric Utilities - 1.6%

AmerenUE 6.4% 6/15/17

6,014,000

6,302,786

Cleveland Electric Illuminating Co. 5.65% 12/15/13

4,640,000

4,585,995

Commonwealth Edison Co.:

5.4% 12/15/11

2,394,000

2,419,396

6.15% 9/15/17

2,890,000

2,978,185

EDP Finance BV 6% 2/2/18 (a)

2,864,000

2,793,362

Enel Finance International SA:

6.25% 9/15/17 (a)

1,455,000

1,472,335

6.8% 9/15/37 (a)

5,224,000

5,248,579

Exelon Corp.:

4.9% 6/15/15

5,075,000

4,777,184

6.75% 5/1/11

2,230,000

2,330,696

FirstEnergy Corp. 6.45% 11/15/11

2,980,000

3,077,196

Principal Amount

Value

Illinois Power Co. 6.125% 11/15/17 (a)

$ 1,465,000

$ 1,480,092

Nevada Power Co. 6.5% 5/15/18

3,165,000

3,228,300

Pennsylvania Electric Co. 6.05% 9/1/17 (a)

2,905,000

2,887,126

PPL Capital Funding, Inc. 6.7% 3/30/67 (e)

6,230,000

5,732,211

Progress Energy, Inc.:

5.625% 1/15/16

2,000,000

1,998,806

7.1% 3/1/11

3,277,000

3,487,364

West Penn Power Co. 5.95% 12/15/17 (a)

3,275,000

3,290,969

58,090,582

Gas Utilities - 0.3%

NiSource Finance Corp.:

5.4% 7/15/14

3,885,000

3,805,276

5.45% 9/15/20

2,135,000

1,910,494

6.4% 3/15/18

3,220,000

3,212,758

7.875% 11/15/10

925,000

981,259

Texas Eastern Transmission Corp. 7.3% 12/1/10

185,000

198,313

10,108,100

Independent Power Producers & Energy Traders - 0.5%

Constellation Energy Group, Inc. 7% 4/1/12

5,735,000

6,134,271

Exelon Generation Co. LLC 6.2% 10/1/17

5,545,000

5,510,782

PPL Energy Supply LLC:

5.7% 10/15/35

3,030,000

2,949,275

6.2% 5/15/16

2,715,000

2,726,338

TXU Corp. 5.55% 11/15/14

980,000

754,600

18,075,266

Multi-Utilities - 1.0%

Dominion Resources, Inc.:

4.75% 12/15/10

3,540,000

3,546,850

6.25% 6/30/12

1,938,000

2,030,435

6.3% 9/30/66 (e)

9,255,000

8,999,858

DTE Energy Co. 7.05% 6/1/11

3,500,000

3,716,566

MidAmerican Energy Holdings, Co.:

5.875% 10/1/12

2,880,000

2,985,083

6.5% 9/15/37

3,280,000

3,425,258

National Grid PLC 6.3% 8/1/16

7,060,000

7,207,540

WPS Resources Corp. 6.11% 12/1/66 (e)

2,330,000

2,145,653

34,057,243

TOTAL UTILITIES

120,331,191

TOTAL NONCONVERTIBLE BONDS

(Cost $752,193,620)

746,924,455

U.S. Government and Government Agency Obligations - 26.0%

Principal Amount

Value

U.S. Government Agency Obligations - 2.9%

Fannie Mae:

3.25% 2/15/09

$ 3,286,000

$ 3,262,107

4.75% 11/19/12

13,310,000

13,775,850

5% 2/16/12

12,000,000

12,506,250

6.625% 9/15/09

3,020,000

3,169,626

Federal Home Loan Bank 5.375% 8/19/11

8,940,000

9,432,987

Freddie Mac:

4% 6/12/13

17,620,000

17,610,820

4.125% 12/21/12

11,690,000

11,772,356

4.75% 3/5/09

5,462,000

5,515,899

4.75% 1/18/11

9,565,000

9,871,817

5.25% 7/18/11

413,000

434,011

5.75% 1/15/12

6,410,000

6,859,931

6.625% 9/15/09

3,475,000

3,647,169

Tennessee Valley Authority 5.375% 4/1/56

2,375,000

2,526,489

U.S. Department of Housing and Urban Development Government guaranteed participation certificates Series 1996-A, 7.63% 8/1/14

2,330,000

2,333,553

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS

102,718,865

U.S. Treasury Inflation Protected Obligations - 6.6%

U.S. Treasury Inflation-Indexed Notes:

0.875% 4/15/10

7,940,232

7,917,264

2% 4/15/12

10,295,700

10,674,541

2% 1/15/14 (c)

158,407,408

163,753,085

2% 7/15/14

5,541,800

5,726,219

2.375% 4/15/11

19,478,860

20,306,760

2.625% 7/15/17

15,120,450

16,330,494

3.5% 1/15/11

12,003,900

12,911,666

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

237,620,029

U.S. Treasury Obligations - 16.5%

U.S. Treasury Bonds 6.25% 5/15/30

46,558,000

58,102,941

U.S. Treasury Notes:

3.375% 11/30/12 (b)

185,367,000

184,729,871

4.25% 8/15/13 (c)

49,752,000

51,567,152

4.25% 8/15/14 (c)

130,000,000

134,417,920

Principal Amount

Value

4.5% 4/30/12

$ 67,557,000

$ 70,570,650

4.875% 6/30/12

86,080,000

91,298,600

TOTAL U.S. TREASURY OBLIGATIONS

590,687,134

TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $897,703,491)

931,026,028

U.S. Government Agency - Mortgage Securities - 31.9%

Fannie Mae - 26.6%

3.751% 10/1/33 (e)

250,661

250,744

3.783% 6/1/34 (e)

1,271,438

1,265,332

3.797% 6/1/33 (e)

211,755

212,596

3.817% 10/1/33 (e)

2,915,700

2,911,001

3.844% 10/1/33 (e)

6,016,793

6,058,484

3.915% 5/1/33 (e)

67,394

68,042

4% 8/1/18 to 6/1/19

3,409,110

3,288,170

4.062% 10/1/18 (e)

173,567

173,966

4.076% 4/1/34 (e)

4,319,204

4,304,447

4.104% 1/1/35 (e)

378,279

383,401

4.105% 2/1/35 (e)

127,082

128,666

4.172% 1/1/35 (e)

567,874

565,559

4.25% 2/1/35 (e)

264,254

263,453

4.263% 10/1/33 (e)

104,136

104,804

4.268% 6/1/33 (e)

115,165

116,481

4.288% 3/1/33 (e)

222,631

225,293

4.294% 3/1/35 (e)

235,747

237,156

4.299% 3/1/33 (e)

142,873

142,414

4.299% 4/1/35 (e)

117,765

119,138

4.336% 8/1/33 (e)

436,463

437,954

4.341% 5/1/35 (e)

239,477

242,627

4.345% 1/1/35 (e)

295,544

295,415

4.363% 2/1/34 (e)

510,801

512,029

4.391% 2/1/35 (e)

429,005

428,508

4.406% 5/1/35 (e)

198,729

200,799

4.421% 8/1/34 (e)

726,832

727,553

4.434% 3/1/35 (e)

396,392

396,123

4.478% 1/1/35 (e)

296,134

295,765

4.479% 3/1/35 (e)

876,404

876,919

4.5% 4/1/18 to 10/1/35

93,234,260

90,337,102

4.5% 1/1/23 (b)

12,000,000

11,812,897

4.5% 1/1/23 (b)

4,000,000

3,937,632

4.501% 2/1/35 (e)

3,639,890

3,642,318

4.504% 3/1/35 (e)

866,175

866,713

4.529% 7/1/35 (e)

833,944

839,744

4.53% 2/1/35 (e)

193,749

196,223

4.531% 5/1/35 (e)

675,969

678,479

4.539% 2/1/35 (e)

1,193,611

1,212,537

4.565% 11/1/34 (e)

713,844

714,234

U.S. Government Agency - Mortgage Securities - continued

Principal Amount

Value

Fannie Mae - continued

4.565% 2/1/35 (e)

$ 2,646,015

$ 2,649,725

4.569% 10/1/35 (e)

58,827

59,150

4.57% 7/1/35 (e)

854,791

858,233

4.598% 2/1/35 (e)

707,073

708,286

4.598% 2/1/35 (e)

96,307

97,801

4.603% 9/1/34 (e)

777,922

779,701

4.622% 4/1/33 (e)

50,301

50,790

4.628% 2/1/35 (e)

8,738,700

8,762,487

4.665% 11/1/34 (e)

884,178

887,247

4.665% 5/1/35 (e)

3,564,746

3,599,502

4.678% 3/1/35 (e)

1,617,423

1,641,960

4.693% 10/1/34 (e)

868,061

870,343

4.714% 7/1/34 (e)

711,430

714,347

4.721% 12/1/34 (e)

569,659

571,324

4.721% 3/1/35 (e)

66,707

67,775

4.77% 12/1/34 (e)

229,198

229,805

4.796% 11/1/34 (e)

679,043

681,529

4.799% 6/1/35 (e)

1,088,200

1,098,252

4.857% 10/1/34 (e)

2,857,081

2,872,670

4.87% 5/1/33 (e)

6,751

6,871

5% 10/1/17 to 8/1/35

61,819,635

61,444,810

5% 1/1/23 (b)

33,000,000

33,031,796

5% 1/1/38 (b)

40,000,000

39,032,692

5% 1/1/38 (b)

25,000,000

24,395,433

5% 1/1/38 (b)

50,000,000

48,790,865

5.016% 7/1/34 (e)

118,882

119,586

5.033% 8/1/34 (e)

181,841

182,151

5.042% 5/1/35 (e)

1,357,806

1,376,229

5.067% 9/1/34 (e)

1,920,806

1,933,247

5.095% 5/1/35 (e)

3,494,313

3,541,914

5.144% 5/1/35 (e)

851,823

860,146

5.156% 5/1/35 (e)

2,517,812

2,542,615

5.18% 6/1/35 (e)

970,522

983,487

5.184% 8/1/33 (e)

319,360

321,818

5.194% 5/1/35 (e)

2,846,700

2,878,407

5.299% 2/1/36 (e)

3,235,912

3,278,684

5.31% 12/1/35 (e)

1,577,988

1,597,413

5.315% 7/1/35 (e)

124,159

125,722

5.462% 2/1/36 (e)

4,637,644

4,700,391

5.5% 6/1/09 to 12/1/37

299,612,954

299,887,037

5.559% 9/1/36 (e)

1,639,686

1,659,738

5.609% 1/1/36 (e)

1,378,302

1,399,612

5.648% 7/1/37 (e)

915,485

929,966

5.668% 9/1/35 (e)

1,300,823

1,320,733

5.792% 2/1/36 (e)

751,678

765,627

5.8% 1/1/36 (e)

850,298

865,250

6% 6/1/14 to 12/1/37

187,074,960

190,119,796

6% 1/1/23 (b)

3,000,000

3,070,052

6.035% 4/1/36 (e)

657,344

671,134

Principal Amount

Value

6.224% 6/1/36 (e)

$ 329,199

$ 334,155

6.32% 4/1/36 (e)

599,077

612,669

6.5% 6/1/11 to 7/1/34

41,111,938

42,521,501

6.561% 9/1/36 (e)

3,773,567

3,876,117

7% 3/1/15 to 8/1/32

3,441,166

3,633,386

7.5% 8/1/08 to 11/1/31

2,774,040

2,994,868

8% 1/1/30 to 5/1/30

69,490

75,527

8.5% 3/1/25 to 6/1/25

1,273

1,405

TOTAL FANNIE MAE

952,554,495

Freddie Mac - 3.6%

4% 2/1/20

3,497,572

3,363,908

4.103% 1/1/35 (e)

764,673

770,082

4.299% 12/1/34 (e)

371,282

369,559

4.306% 3/1/35 (e)

289,255

290,111

4.314% 2/1/35 (e)

593,879

596,012

4.332% 3/1/35 (e)

599,822

597,055

4.374% 2/1/35 (e)

724,100

720,777

4.413% 6/1/35 (e)

416,421

419,025

4.417% 2/1/34 (e)

294,532

293,263

4.423% 3/1/35 (e)

417,370

415,521

4.45% 3/1/35 (e)

372,760

371,389

4.5% 5/1/19

39,050

38,501

4.54% 2/1/35 (e)

672,626

671,037

4.774% 10/1/34 (e)

1,127,351

1,129,246

4.803% 3/1/33 (e)

104,801

106,354

4.816% 9/1/34 (e)

548,735

550,313

5% 4/1/35 (e)

1,554,888

1,573,367

5.13% 4/1/35 (e)

1,602,334

1,613,216

5.278% 3/1/36 (e)

580,510

583,950

5.433% 11/1/35 (e)

790,321

798,620

5.53% 1/1/36 (e)

2,112,644

2,134,537

5.758% 10/1/35 (e)

574,303

581,715

5.847% 6/1/36 (e)

754,212

765,280

6% 5/1/33 to 11/1/37

93,926,770

95,345,365

6.031% 7/1/37 (e)

3,849,504

3,900,652

6.046% 6/1/36 (e)

719,856

729,967

6.095% 4/1/36 (e)

1,164,187

1,183,765

6.107% 6/1/36 (e)

676,640

689,386

6.455% 10/1/36 (e)

3,802,162

3,873,894

6.624% 7/1/36 (e)

5,034,811

5,154,655

6.71% 8/1/36 (e)

643,288

657,625

7.5% 5/1/17 to 11/1/31

316,117

338,420

8% 7/1/17 to 5/1/27

42,848

46,412

8.5% 3/1/20 to 1/1/28

185,143

204,130

TOTAL FREDDIE MAC

130,877,109

Government National Mortgage Association - 1.7%

4.5% 2/20/37 (e)

7,472,941

7,447,705

4.75% 1/20/34 (e)

1,616,985

1,624,445

U.S. Government Agency - Mortgage Securities - continued

Principal Amount

Value

Government National Mortgage Association - continued

5.25% 7/20/34 (e)

$ 482,348

$ 487,137

6% 8/15/08 to 8/15/29

604,495

624,560

6.5% 6/15/08 to 10/15/37

41,176,181

42,714,654

7% 1/15/28 to 11/15/32

6,034,300

6,331,216

7.5% 4/15/22 to 10/15/28

1,361,626

1,454,548

8% 2/15/17 to 11/15/30

150,199

163,833

8.5% 12/15/16 to 3/15/30

60,204

66,380

TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION

60,914,478

TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES

(Cost $1,134,217,218)

1,144,346,082

Asset-Backed Securities - 2.8%

ACE Securities Corp. Home Equity Loan Trust Series 2005-SD1 Class A1, 5.265% 11/25/50 (e)

185,233

156,840

Aesop Funding II LLC Series 2005-1A Class A1, 3.95% 4/20/08 (a)

800,000

798,798

Airspeed Ltd. Series 2007-1A Class C1, 7.5275% 4/15/24 (a)(e)

3,011,799

2,891,327

AmeriCredit Automobile Receivables Trust Series 2006-1:

Class A3, 5.11% 10/6/10

65,149

65,087

Class B1, 5.2% 3/6/11

305,000

302,653

Class C1, 5.28% 11/6/11

1,850,000

1,819,915

Class E1, 6.62% 5/6/13 (a)

527,272

521,999

Amortizing Residential Collateral Trust Series 2002-BC1 Class M2, 5.965% 1/25/32 (e)

129,113

123,086

ARG Funding Corp. Series 2005-1A Class A1, 4.02% 4/20/09 (a)

866,667

865,594

Argent Securities, Inc. Series 2004-W5 Class M1, 5.465% 4/25/34 (e)

1,730,000

1,570,090

Capital Auto Receivables Asset Trust:

Series 2006-1:

Class A3, 5.03% 10/15/09

868,417

868,916

Class B, 5.26% 10/15/10

945,000

955,733

Class C, 5.55% 1/18/11

5,965,000

6,054,221

Class D, 7.16% 1/15/13 (a)

645,000

652,231

Series 2006-SN1A:

Class B, 5.5% 4/20/10 (a)

445,000

448,599

Class C, 5.77% 5/20/10 (a)

430,000

431,449

Class D, 6.15% 4/20/11 (a)

725,000

726,122

Series 2007-SN1:

Class B, 5.52% 3/15/11

1,140,000

1,133,410

Class C, 5.73% 3/15/11

660,000

662,346

Principal Amount

Value

Class D, 6.05% 1/17/12

$ 1,630,000

$ 1,629,950

Capital One Multi-Asset Execution Trust Series 2004-6 Class B, 4.15% 7/16/12

4,465,000

4,415,917

CarMax Auto Owner Trust Series 2007-2 Class C, 5.61% 11/15/13

4,260,000

4,178,513

Carrington Mortgage Loan Trust Series 2006-NC3 Class M10, 6.865% 8/25/36 (a)(e)

255,000

33,150

Cendant Timeshare Receivables Funding LLC Series 2005-1A Class A1, 4.67% 5/20/17 (a)

653,534

641,794

CIT Equipment Collateral Trust Series 2006-VT1 Class A3, 5.13% 12/21/08

2,245,142

2,252,429

Citibank Credit Card Issuance Trust:

Series 2005-B1 Class B1, 4.4% 9/15/10

5,120,000

5,104,394

Series 2006-B2 Class B2, 5.15% 3/7/11

2,270,000

2,273,369

Series 2007-B6 Class B6, 5.03% 11/8/12

7,680,000

7,701,300

CNH Equipment Trust Series 2006-A Class A3, 5.2% 8/16/10

2,332,273

2,334,913

Crown Castle Towers LLC/Crown Atlantic Holdings Sub LLC/Crown Communication, Inc. Series 2005-1A:

Class B, 4.878% 6/15/35 (a)

2,052,000

2,020,892

Class C, 5.074% 6/15/35 (a)

1,862,000

1,818,653

DB Master Finance LLC Series 2006-1 Class M1, 8.285% 6/20/31 (a)

840,000

848,511

Drive Auto Receivables Trust Series 2006-2 Class A3, 5.33% 4/15/14 (a)

4,995,000

5,024,444

DT Auto Owner Trust Series 2007-A Class A3, 5.6% 3/15/13 (a)

5,175,000

5,099,801

Ford Credit Auto Owner Trust:

Series 2006-A Class A3, 5.05% 11/15/09

1,634,064

1,636,733

Series 2006-B Class D, 7.26% 2/15/13 (a)

1,025,000

975,330

GSAMP Trust Series 2004-AR1 Class B4, 5% 6/25/34 (a)(e)

301,611

180,967

Hyundai Auto Receivables Trust:

Series 2004-1 Class A4, 5.26% 11/15/12

2,010,000

2,029,307

Series 2006-1:

Class A3, 5.13% 6/15/10

501,418

502,497

Class B, 5.29% 11/15/12

308,454

309,878

Class C, 5.34% 11/15/12

396,583

393,809

Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A:

Class B, 4.13% 11/20/37 (a)

3,860,000

3,588,789

Class C, 4.13% 11/20/37 (a)

3,760,000

3,290,203

Asset-Backed Securities - continued

Principal Amount

Value

Long Beach Mortgage Loan Trust Series 2004-2 Class M1, 5.395% 6/25/34 (e)

$ 525,000

$ 464,756

Merna Reinsurance Ltd. Series 2007-1 Class B, 6.58% 6/30/12 (a)(e)

3,285,000

3,245,252

National Collegiate Student Loan Trust Series 2005-GT1 Class AIO, 6.75% 12/25/09 (g)

1,750,000

219,570

Park Place Securities, Inc. Series 2005-WCH1 Class M2, 5.385% 1/25/35 (e)

1,700,000

1,423,687

Pinnacle Capital Asset Trust Series 2006-A:

Class B, 5.51% 9/25/09 (a)

1,460,000

1,460,824

Class C, 5.77% 5/25/10 (a)

1,355,000

1,356,647

Providian Master Note Trust Series 2006-B1A Class B1, 5.35% 3/15/13 (a)

4,570,000

4,536,473

Specialty Underwriting & Residential Finance Trust Series 2003-BC4 Class M1, 5.465% 11/25/34 (e)

685,000

577,697

Swift Master Auto Receivables Trust Series 2007-1:

Class B, 5.2475% 6/15/12 (e)

2,235,000

2,168,689

Class C, 5.5275% 6/15/12 (e)

1,335,000

1,298,427

Wachovia Auto Loan Trust Series 2006-2A Class A4, 5.23% 3/20/12 (a)

4,000,000

3,999,978

World Omni Auto Receivables Trust Series 2006-A Class A3, 5.01% 10/15/10

1,381,022

1,382,994

TOTAL ASSET-BACKED SECURITIES

(Cost $102,913,160)

101,468,953

Collateralized Mortgage Obligations - 5.5%

Private Sponsor - 2.4%

Banc of America Commercial Mortgage Trust Series 2007-2:

Class B, 5.6984% 4/10/17

485,000

445,312

Class C, 5.6984% 4/10/17

1,290,000

1,168,298

Class D, 5.6984% 5/10/17

650,000

560,557

Banc of America Mortgage Securities, Inc.:

Series 2004-J Class 2A1, 4.7598% 11/25/34 (e)

1,661,300

1,633,919

Series 2005-E Class 2A7, 4.6074% 6/25/35 (e)

2,680,000

2,615,450

Chase Mortgage Finance Trust:

Series 2007-A1 Class 1A5, 4.3552% 2/25/37 (e)

333,523

328,598

Series 2007-A2 Class 3A1, 4.5604% 7/25/37 (e)

8,075,473

7,954,260

Principal Amount

Value

Citigroup Mortgage Loan Trust Series 2004-UST1 Class A4, 4.4065% 8/25/34 (e)

$ 4,395,632

$ 4,315,671

Credit Suisse First Boston Mortgage Securities Corp. floater Series 2007-AR7 Class 2A1, 4.6276% 11/25/34 (e)

1,739,471

1,710,202

GSR Mortgage Loan Trust Series 2007-AR2 Class 2A1, 4.836% 4/25/35 (e)

1,720,491

1,693,725

Holmes Master Issuer PLC floater Series 2007-2A Class 2C1, 5.6525% 7/15/40 (e)

1,950,000

1,800,045

JPMorgan Chase Commercial Mortgage Securities Trust Series 2007-CB18 Class A3, 5.447% 6/12/47 (e)

6,185,000

6,160,707

JPMorgan Mortgage Trust:

sequential payer Series 2006-A3 Class 3A3, 5.7408% 5/25/36 (e)

7,815,000

7,568,829

Series 2005-A8 Class 2A3, 4.9484% 11/25/35 (e)

760,000

744,518

Series 2006-A3 Class 6A1, 3.768% 8/25/34 (e)

2,613,600

2,549,039

Series 2007-A1 Class 3A2, 5.0057% 7/25/35 (e)

8,876,637

8,760,132

MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34

421,791

424,163

Merrill Lynch/Countrywide Commercial Mortgage Trust Series 2006-3 Class ASB, 5.382% 7/12/46 (e)

4,570,000

4,591,156

Provident Funding Mortgage Loan Trust Series 2005-2 Class 3A, 4.6502% 10/25/35 (e)

3,490,790

3,449,092

RESI Finance LP/RESI Finance DE Corp. floater Series 2003-CB1:

Class B4, 6.8925% 6/10/35 (a)(e)

1,010,129

952,087

Class B5, 7.4925% 6/10/35 (a)(e)

690,179

647,178

Class B6, 7.9925% 6/10/35 (a)(e)

406,794

366,496

Residential Asset Mortgage Products, Inc. sequential payer Series 2004-SL2 Class A1, 6.5% 10/25/16

208,689

214,405

Wachovia Mortgage Loan Trust LLC Series 2005-B Class 2A4, 5.169% 10/20/35 (e)

605,000

595,934

Wells Fargo Mortgage Backed Securities Trust:

sequential payer Series 2006-AR13 Class A4, 5.7599% 9/25/36 (e)

2,890,000

2,874,807

Series 2005-AR10 Class 2A2, 4.1099% 6/25/35 (e)

4,078,435

3,988,374

Series 2005-AR12 Class 2A6, 4.3221% 7/25/35 (e)

6,503,380

6,373,404

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Wells Fargo Mortgage Backed Securities Trust: - continued

Series 2005-AR3 Class 2A1, 4.1973% 3/25/35 (e)

$ 859,371

$ 852,501

Series 2005-AR4 Class 2A2, 4.5237% 4/25/35 (e)

3,351,638

3,286,241

Series 2006-AR8 Class 2A6, 5.2378% 4/25/36 (e)

6,240,000

6,168,023

TOTAL PRIVATE SPONSOR

84,793,123

U.S. Government Agency - 3.1%

Fannie Mae planned amortization class:

Series 1999-54 Class PH, 6.5% 11/18/29

3,400,000

3,521,563

Series 1999-57 Class PH, 6.5% 12/25/29

2,391,401

2,491,613

Fannie Mae Grantor Trust floater Series 2005-90 Class FG, 5.115% 10/25/35 (e)

2,579,946

2,565,416

Fannie Mae subordinate REMIC pass-thru certificates:

planned amortization class:

Series 2001-68 Class QZ, 5.5% 12/25/16

2,485,397

2,512,256

Series 2002-9 Class PC, 6% 3/25/17

458,426

468,488

Series 2004-81:

Class KC, 4.5% 4/25/17

11,215,000

11,208,398

Class KD, 4.5% 7/25/18

2,625,000

2,604,108

sequential payer:

Series 2004-3 Class BA, 4% 7/25/17

205,674

202,630

Series 2004-86 Class KC, 4.5% 5/25/19

939,821

931,646

Series 2004-91 Class AH, 4.5% 5/25/29

1,983,917

1,967,541

Freddie Mac planned amortization class Series 3033 Class UD, 5.5% 10/15/30

1,910,000

1,944,128

Freddie Mac Multi-class participation certificates guaranteed:

planned amortization class:

Series 2500 Class TE, 5.5% 9/15/17

10,275,186

10,509,717

Series 2677 Class LD, 4.5% 3/15/17

8,800,218

8,770,450

Series 2695 Class GC, 4.5% 11/15/18

7,215,000

7,216,472

Series 2702 Class WB, 5% 4/15/17

2,947,632

2,951,481

Series 2770 Class UD, 4.5% 5/15/17

7,473,000

7,448,651

Principal Amount

Value

Series 2885 Class PC, 4.5% 3/15/18

$ 2,560,000

$ 2,547,986

Series 3018 Class UD, 5.5% 9/15/30

2,825,000

2,875,295

Series 3049 Class DB, 5.5% 6/15/31

4,440,000

4,519,327

Series 3117 Class PC, 5% 6/15/31

20,000,000

20,148,732

sequential payer:

Series 2508 Class CK, 5% 10/15/17

10,000,000

10,000,369

Series 2528 Class HN, 5% 11/15/17

3,195,000

3,188,642

Series 2750 Class ZT, 5% 2/15/34

2,348,922

2,161,903

Ginnie Mae guaranteed REMIC pass-thru securities Series 2007-35 Class SC, 10.035% 6/16/37 (e)

273,286

346,807

TOTAL U.S. GOVERNMENT AGENCY

113,103,619

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $196,677,891)

197,896,742

Commercial Mortgage Securities - 7.6%

Asset Securitization Corp. Series 1997-D5:

Class A2, 7.055% 2/14/43 (e)

1,435,000

1,558,255

Class A3, 7.105% 2/14/43 (e)

1,545,000

1,652,909

Banc of America Commercial Mortgage Trust:

sequential payer:

Series 2006-2 Class AAB, 5.9118% 5/10/45 (e)

2,100,000

2,153,520

Series 2006-5:

Class A2, 5.317% 10/10/11

8,745,000

8,774,495

Class A3, 5.39% 2/10/14

1,985,000

1,984,485

Series 2007-2 Class A1, 5.421% 1/10/12

2,229,525

2,249,504

Series 2007-3 Class A3, 5.8378% 6/10/49 (e)

6,100,000

6,186,244

Banc of America Commercial Mortgage, Inc.:

sequential payer Series 2005-1 Class A3, 4.877% 11/10/42

3,855,000

3,844,665

Series 2001-3 Class H, 6.562% 4/11/37 (a)

4,889,139

5,189,000

Bayview Commercial Asset Trust floater:

Series 2007-2A:

Class B1, 6.465% 7/25/37 (a)(e)

212,387

163,007

Class B2, 7.115% 7/25/37 (a)(e)

183,425

128,483

Commercial Mortgage Securities - continued

Principal Amount

Value

Bayview Commercial Asset Trust floater: - continued

Series 2007-2A:

Class B3, 8.215% 7/25/37 (a)(e)

$ 207,560

$ 147,594

Class M2, 5.275% 7/25/37 (a)(e)

125,501

115,775

Class M3, 5.355% 7/25/37 (a)(e)

125,501

115,226

Class M4, 5.515% 7/25/37 (a)(e)

265,483

226,864

Class M5, 5.615% 7/25/37 (a)(e)

236,521

197,200

Class M6, 5.865% 7/25/37 (a)(e)

294,445

242,135

Series 2007-3:

Class B1, 5.815% 7/25/37 (a)(e)

202,005

196,955

Class B2, 6.465% 7/25/37 (a)(e)

532,560

519,246

Class B3, 8.865% 7/25/37 (a)(e)

270,871

262,745

Class M1, 5.175% 7/25/37 (a)(e)

179,050

177,260

Class M2, 5.205% 7/25/37 (a)(e)

188,232

186,350

Class M3, 5.235% 7/25/37 (a)(e)

307,599

304,139

Class M4, 5.365% 7/25/37 (a)(e)

486,649

479,350

Class M5, 5.465% 7/25/37 (a)(e)

243,325

238,458

Class M6, 5.665% 7/25/37 (a)(e)

183,641

179,968

Series 2007-4A:

Class B1, 7.415% 9/25/37 (a)(e)

284,516

214,232

Class B2, 8.315% 9/25/37 (a)(e)

1,079,200

788,997

Class M4, 6.465% 9/25/37 (a)(e)

706,386

614,666

Class M5, 6.615% 9/25/37 (a)(e)

706,386

611,465

Class M6, 6.815% 9/25/37 (a)(e)

706,386

599,103

Bear Stearns Commercial Mortgage Securities Trust:

sequential payer Series 2007-PW16 Class AM, 5.7129% 6/11/40

1,898,000

1,904,530

Series 2006-PW13 Class A3, 5.518% 9/11/41

2,010,000

2,022,459

Series 2007-PW15:

Class A1, 5.016% 2/11/44

1,987,240

1,986,962

Class X2, 0.5584% 2/11/44 (a)(e)(g)

146,305,000

2,597,075

Principal Amount

Value

Series 2007-PW16:

Class B, 5.713% 6/11/40 (a)

$ 1,405,000

$ 1,306,026

Class C, 5.713% 6/11/40 (a)

1,170,000

1,065,138

Class D, 5.713% 6/11/40 (a)

1,170,000

1,050,500

Chase Commercial Mortgage Securities Corp. Series 2001-245 Class A2, 6.4842% 2/12/16 (a)(e)

1,345,000

1,408,463

Chase Manhattan Bank-First Union National Bank Commercial Mortgage Trust sequential payer Series 1999-1 Class A2, 7.439% 8/15/31

4,671,543

4,831,781

Citigroup Commercial Mortgage Trust Series 2007-C6 Class A1, 5.622% 12/10/49 (e)

6,030,748

6,112,561

Citigroup/Deutsche Bank Commercial Mortgage Trust Series 2007-CD4 Class A3, 5.293% 12/11/49

5,940,000

5,900,860

COMM Series 2004-LBN2 Class X2, 1.0925% 3/10/39 (a)(e)(g)

5,978,266

120,813

COMM pass-thru certificates sequential payer Series 2006-CN2A Class A2FX, 5.449% 2/5/19

2,745,000

2,772,795

Credit Suisse Commercial Mortgage Trust:

Series 2006-C4 Class AAB, 5.439% 9/15/39

5,350,000

5,389,581

Series 2007-C5 Class A4, 5.695% 9/15/40 (e)

2,750,000

2,799,222

Credit Suisse First Boston Mortgage Securities Corp.:

sequential payer:

Series 1999-C1 Class A2, 7.29% 9/15/41

4,311,682

4,441,589

Series 2000-C1 Class A2, 7.545% 4/15/62

1,600,000

1,672,242

Series 2004-C1:

Class A3, 4.321% 1/15/37

2,235,000

2,216,525

Class A4, 4.75% 1/15/37

3,035,000

2,999,911

Series 1997-C2 Class D, 7.27% 1/17/35

1,058,394

1,061,456

Series 1998-C1:

Class C, 6.78% 5/17/40

5,000,000

5,052,353

Class D, 7.17% 5/17/40

595,000

628,132

Series 2001-CKN5 Class AX, 0.9731% 9/15/34 (a)(e)(g)

26,802,417

1,282,957

Series 2002-CP3 Class G, 6.639% 7/15/35 (a)

250,000

259,604

Series 2004-C1 Class ASP, 0.9487% 1/15/37 (a)(e)(g)

29,710,838

625,134

Series 2006-C1 Class A3, 5.711% 2/15/39 (e)

3,895,000

3,941,502

Commercial Mortgage Securities - continued

Principal Amount

Value

Credit Suisse Mortgage Capital Certificates sequential payer Series 2007-C1 Class A1, 5.227% 2/15/40

$ 1,421,435

$ 1,425,496

Deutsche Mortgage & Asset Receiving Corp. sequential payer Series 1998-C1 Class D, 7.231% 6/15/31

4,940,000

4,939,693

DLJ Commercial Mortgage Corp. sequential payer Series 2000-CF1 Class A1B, 7.62% 6/10/33

3,406,273

3,599,277

GE Capital Commercial Mortgage Corp. sequential payer Series 2007-C1 Class A4, 5.543% 2/10/17

3,720,000

3,762,091

Ginnie Mae guaranteed REMIC pass-thru securities sequential payer Series 2003-22 Class B, 3.963% 5/16/32

3,217,434

3,178,000

Greenwich Capital Commercial Funding Corp.:

sequential payer:

Series 2004-GG1 Class A4, 4.755% 6/10/36

1,615,000

1,619,132

Series 2007-GG9 Class A1, 5.233% 3/10/39

1,751,253

1,758,077

Series 2006-GG7 Class A3, 6.1101% 7/10/38

3,460,000

3,561,385

GS Mortgage Securities Corp. II:

floater Series 2007-EOP:

Class C, 5.5719% 3/1/20 (a)(e)

1,335,000

1,288,275

Class D, 5.6219% 3/1/20 (a)(e)

400,000

383,568

Class E, 5.6919% 3/1/20 (a)(e)

670,000

643,200

Class F, 5.7319% 3/1/20 (a)(e)

335,000

320,763

Class G, 5.7719% 3/1/20 (a)(e)

165,000

155,516

Class H, 5.9019% 3/1/20 (a)(e)

275,000

261,938

Class J, 6.1019% 3/1/20 (a)(e)

395,000

375,250

sequential payer:

Series 2003-C1 Class A2A, 3.59% 1/10/40

1,300,593

1,297,984

Series 2004-GG2 Class A4, 4.964% 8/10/38

2,725,000

2,743,870

Series 1998-GLII Class E, 7.1716% 4/13/31 (e)

1,615,000

1,621,413

Series 2006-GG6 Class A2, 5.506% 4/10/38 (e)

2,990,000

3,023,438

GS Mortgage Securities Trust:

sequential payer Series 2007-GG10 Class A4, 5.9933% 8/10/45 (e)

3,965,000

4,083,473

Principal Amount

Value

Series 2007-GG10 Class A1, 5.69% 8/10/45

$ 1,978,286

$ 2,006,079

JPMorgan Chase Commercial Mortgage Securities Corp. sequential payer:

Series 2006-CB15 Class A3, 5.819% 6/12/43 (e)

5,840,000

5,955,670

Series 2006-LDP9 Class A2, 5.134% 5/15/47 (e)

5,065,000

4,961,170

JPMorgan Chase Commercial Mortgage Securities Trust:

sequential payer:

Series 2006-CB14 Class A3B, 5.6682% 12/12/44 (e)

4,625,000

4,662,039

Series 2006-CB17 Class A4, 5.429% 12/12/43

1,898,000

1,908,538

Series 2007-LDPX Class A3, 5.412% 1/15/49

3,796,000

3,783,679

Series 2007-CB19:

Class B, 5.7442% 2/12/49

755,000

698,254

Class C, 5.7462% 2/12/49

1,971,000

1,802,854

Class D, 5.7462% 2/12/49

2,075,000

1,872,044

Series 2007-LDP10:

Class A1, 5.122% 5/15/49

1,323,269

1,325,093

Class BS, 5.437% 1/15/49 (e)

1,725,000

1,607,298

Class CS, 5.466% 1/15/49 (e)

745,000

685,645

Class ES, 5.7356% 1/15/49 (a)(e)

4,663,000

4,032,941

LB Conduit Commercial Mortgage Trust Series 2007-C3:

Class F, 6.1339% 7/15/44 (e)

1,815,000

1,502,488

Class G, 6.1339% 7/15/44 (a)(e)

3,200,000

2,577,546

LB-UBS Commercial Mortgage Trust:

sequential payer:

Series 2000-C3 Class A2, 7.95% 1/15/10

2,145,791

2,265,950

Series 2001-C3 Class A1, 6.058% 6/15/20

1,618,992

1,646,853

Series 2005-C3 Class A2, 4.553% 7/15/30

1,746,000

1,729,879

Series 2006-C1 Class A2, 5.084% 2/15/31

1,495,000

1,496,451

Series 2006-C7 Class A1, 5.279% 11/15/38

788,200

793,539

Series 2007-C1 Class A1, 5.391% 2/15/40 (e)

1,158,202

1,167,134

Series 2001-C3 Class B, 6.512% 6/15/36

1,810,000

1,912,356

Series 2007-C2 Class AM, 5.493% 2/15/40 (e)

1,898,000

1,866,517

Merrill Lynch Mortgage Trust:

sequential payer:

Series 2004-KEY2 Class A2, 4.166% 8/12/39

208,193

206,366

Commercial Mortgage Securities - continued

Principal Amount

Value

Merrill Lynch Mortgage Trust: - continued

sequential payer:

Series 2005-MCP1 Class A2, 4.556% 6/12/43

$ 2,120,000

$ 2,096,749

Series 2007-C1 Class A4, 6.0228% 7/12/40 (e)

3,796,000

3,939,843

Merrill Lynch-CFC Commercial Mortgage Trust:

sequential payer:

Series 2007-9 Class A4, 5.7% 9/12/49

5,500,000

5,558,818

Series 2007-5 Class A1, 4.275% 12/12/11

1,036,767

1,022,077

Series 2007-7 Class B, 5.75% 6/25/50

770,000

697,240

Morgan Stanley Capital I Trust:

sequential payer:

Series 2004-HQ3 Class A2, 4.05% 1/13/41

2,235,000

2,212,622

Series 2006-HQ10 Class A1, 5.131% 11/12/41

4,099,779

4,106,153

Series 2006-T23 Class A1, 5.682% 8/12/41

1,210,067

1,227,073

Series 2007-HQ11 Class A31, 5.439% 2/20/44 (e)

4,745,000

4,734,090

Series 2007-IQ13 Class A1, 5.05% 3/15/44

1,833,708

1,829,740

Series 2007-IQ14:

Class A1, 5.38% 4/15/49

3,895,926

3,920,826

Class AM, 5.8768% 4/15/49 (e)

1,898,000

1,899,999

Series 2007-T25 Class A2, 5.507% 11/12/49

10,320,000

10,373,220

Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (a)(e)(g)

25,112,174

823,732

Series 2007-IQ14 Class B, 5.914% 4/15/49

2,175,000

2,002,146

Providence Place Group Ltd. Partnership Series 2000-C1 Class A2, 7.75% 7/20/28

2,387,332

2,847,060

TrizecHahn Office Properties Trust Series 2001-TZHA Class E3, 7.253% 3/15/13 (a)

752,838

753,646

Wachovia Bank Commercial Mortgage Trust:

sequential payer:

Series 2003-C6 Class A2, 4.498% 8/15/35

3,595,000

3,581,124

Series 2003-C7 Class A1, 4.241% 10/15/35 (a)

1,262,473

1,252,669

Principal Amount

Value

Series 2007-C30:

Class A3, 5.246% 12/15/43

$ 5,940,000

$ 5,929,312

Class A5, 5.342% 12/15/43

3,796,000

3,784,412

Series 2007-C31 Class A1, 5.14% 4/15/47

1,214,734

1,215,826

Series 2007-C30 Class E, 5.553% 12/15/43 (e)

6,257,000

5,256,784

Series 2007-C31:

Class AM, 5.591% 4/15/47

1,898,000

1,876,712

Class C, 5.8818% 4/15/47 (e)

2,455,000

2,213,013

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $276,756,671)

273,415,574

Foreign Government and Government Agency Obligations - 0.1%

Israeli State 4.625% 6/15/13

525,000

532,980

United Mexican States 5.875% 1/15/14

1,665,000

1,731,600

TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $2,164,120)

2,264,580

Supranational Obligations - 0.0%

Corporacion Andina de Fomento:

5.2% 5/21/13

630,000

629,114

6.875% 3/15/12

425,000

453,485

TOTAL SUPRANATIONAL OBLIGATIONS

(Cost $1,047,687)

1,082,599

Fixed-Income Funds - 12.2%

Shares

Fidelity Ultra-Short Central Fund (f)
(Cost $484,713,504)

4,877,015

435,371,129

Preferred Securities - 0.1%

Principal Amount

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

MUFG Capital Finance 1 Ltd. 6.346% (e)

(Cost $3,520,000)

$ 3,520,000

3,430,426

Cash Equivalents - 1.2%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 4.71%, dated 12/31/07 due 1/2/08 (Collateralized by U.S. Government Obligations) #
(Cost $43,682,000)

$ 43,693,418

$ 43,682,000

TOTAL INVESTMENT PORTFOLIO - 108.2%

(Cost $3,895,589,362)

3,880,908,568

NET OTHER ASSETS - (8.2)%

(293,101,102)

NET ASSETS - 100%

$ 3,587,807,466

Swap Agreements

Expiration Date

Notional Amount

Credit Default Swaps

Pay monthly a fixed rate of .15% multiplied by the notional amount and receive from Credit Suisse First Boston upon each credit event of one of the issues of Dow Jones ABX AA 07-1 Index, par value of the proportional notional amount (d)

August 2037

$ 4,400,000

2,332,000

Receive monthly notional amount multiplied by 3.86% and pay Morgan Stanley, Inc. upon credit event of Merrill Lynch Mortgage Investors Trust, Inc., par value of the notional amount of Merrill Lynch Mortgage Investors Trust, Inc. Series 2006 HE5, Class B3, 7.32% 8/25/37

Sept. 2037

1,600,000

(1,360,771)

Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE8 Class B3, 7.3913% 9/25/34

Oct. 2034

465,000

(116,604)

Expiration Date

Notional Amount

Value

Receive monthly notional amount multiplied by 3.3% and pay to Morgan Stanley, Inc. upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R11 Class M9, 6.88% 11/25/34

Dec. 2034

$ 775,000

$ (220,701)

Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE7 Class B3, 9.01% 8/25/34

Sept. 2034

141,097

(38,832)

Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC7 Class B3, 7.6913% 7/25/34

August 2034

315,084

(81,948)

Receive monthly notional amount multiplied by 2.7% and pay Lehman Brothers, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2006 WMC1, Class B3, 7.5% 12/25/35

Jan. 2036

1,600,000

(1,323,680)

Receive from Citibank upon credit event of Bristol-Myers Squibb Co., par value of the notional amount of Bristol-Myers Squibb Co. 5.25% 8/15/13, and pay quarterly notional amount multiplied by .32%

Sept. 2017

1,000,000

1,685

Swap Agreements - continued

Expiration Date

Notional Amount

Value

Credit Default Swaps - continued

Receive from Deutsche Bank upon credit event of Household Finance Corp., par value of the notional amount of Household Finance Corp. 7% 5/15/12, and pay quarterly notional amount multiplied by .73%

Sept. 2012

$ 3,400,000

$ (51,473)

Receive from Goldman Sachs upon credit event of AMBAC Assurance Corp., par value of the notional amount of AMBAC Assurance Corp. 5.90% 2/22/21, and pay quarterly notional amount multiplied by 1.80%

Dec. 2012

900,000

52,953

Receive from Goldman Sachs upon credit event of CSX Corp., par value of the notional amount of CSX Corp. 5.30% 2/15/14, and pay quarterly notional amount multiplied by .77%

Sept. 2017

3,200,000

45,906

Receive from Lehman Brothers, Inc. upon credit event of AMBAC Assurance Corp., par value of the notional amount of AMBAC Assurance Corp. 5.90% 2/22/21, and pay quarterly notional amount multiplied by 1.65%

Dec. 2012

900,000

58,375

Receive from Merrill Lynch, Inc. upon credit event of R.R. Donnelley & Sons Co., par value of the notional amount of R.R. Donnelley & Sons Co. 5.5% 5/15/15, and pay quarterly notional amount multiplied by 2.12%

Sept. 2013

1,360,000

(81,299)

Expiration Date

Notional Amount

Value

Receive from Merrill Lynch, Inc., upon credit event of R.R. Donnelley & Sons Co., par value of the notional amount of R.R. Donnelley & Sons Co. 5.5% 5/15/15 and pay quarterly notional amount multiplied by 1.68%

Sept. 2013

$ 2,035,000

$ (76,583)

Receive monthly notional amount multiplied by 2.6% and pay Merrill Lynch, Inc. upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R8 Class M9, 8.07% 9/25/34

Oct. 2034

610,794

(370,859)

Receive monthly notional amount multiplied by 3.05% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2006-HE3 Class B3, 7.22% 4/25/36

May 2036

1,300,000

(1,118,275)

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay JPMorgan Chase, Inc. upon each credit event of one of the issues of Dow Jones ABX AA 07-01 Index, par value of the proportional notional amount (d)

Sept. 2037

3,100,000

(1,736,000)

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of Dow Jones ABX AA 07-01 Index, par value of the proportional notional amount (d)

Sept. 2037

2,600,000

(1,456,000)

Swap Agreements - continued

Expiration Date

Notional Amount

Value

Credit Default Swaps - continued

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of Dow Jones ABX AA 07-1 Index, par value of the proportional notional amount (d)

August 2037

$ 3,000,000

$ (1,680,000)

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to JPMorgan Chase, Inc. upon each credit event of one of the issues of Dow Jones ABX AA 07-01 Index, par value of the proportional notional amount (d)

Sept. 2037

1,500,000

(840,000)

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Lehman Brothers, Inc. upon credit event of one of the issues of Dow Jones ABX AA 07-1 Index, par vale of the proportional notional amount (d)

Sept. 2037

1,800,000

(1,008,000)

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Lehman Brothers, Inc. upon credit event of one of the issues of Dow Jones ABX AA 07-1 Index, par value of the proportional amount (d)

Sept. 2037

2,300,000

(1,288,000)

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to UBS upon each credit event of one of the issues of Dow Jones ABX AA 07-1 Index, par value of the proportional notional amount (d)

August 2037

4,400,000

(2,464,000)

Expiration Date

Notional Amount

Value

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to UBS upon each credit event of one of the issues of Dow Jones ABX AA 07-1 Index, par value of the proportional notional amount (d)

August 2037

$ 1,600,000

$ (896,000)

Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to UBS upon each credit event of one of the issues of Dow Jones ABX AA 07-1 Index, par value of the proportional notional amount (d)

Sept. 2037

4,600,000

(2,576,000)

Receive monthly notional amount multiplied by .82% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC6 Class M3, 5.6413% 7/25/34

August 2034

412,580

(39,627)

Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R9 Class M5, 5.5913% 10/25/34

Nov. 2034

465,000

(85,868)

Swap Agreements - continued

Expiration Date

Notional Amount

Value

Credit Default Swaps - continued

Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8 Class M6, 5.4413% 9/25/34

Oct. 2034

$ 465,000

$ (57,014)

Receive monthly notional amount multiplied by 1.32% and pay Goldman Sachs upon credit event of Securitized Asset Backed Receivables LLC Trust, par value of the notional amount of Securitized Asset Backed Receivables LLC Trust Series

Nov. 2035

1,900,000

(1,388,569)

Receive monthly notional amount multiplied by 1.6% and pay Morgan Stanley, Inc. upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M7, 5.4413% 5/25/35

June 2035

640,000

(272,937)

Receive monthly notional amount multiplied by 1.66% and pay Morgan Stanley, Inc. upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M7, 5.4413% 5/25/35

June 2035

465,000

(197,913)

Expiration Date

Notional Amount

Value

Receive monthly notional amount multiplied by 2.36% and pay Morgan Stanley, Inc. upon credit event of GE-WMC Mortgage Securities, LLC, par value of the notional amount of GE-WMC Mortgage Securities, LLC Series 2006-01 Class B3, 7.13% 8/25/36

Sept. 2036

$ 3,700,000

$ (3,330,609)

Receive monthly notional amount multiplied by 2.39% and pay UBS upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-1 Class M9, 7.73% 2/25/34

March 2034

515,880

(83,772)

Receive monthly notional amount multiplied by 2.4% and pay Deutsche Bank upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-A Class B3, 7.2288% 1/25/34

Feb. 2034

231,256

(191,518)

Receive monthly notional amount multiplied by 2.5% and pay Bank of America upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R11 Class M9, 6.102% 11/25/34

Dec. 2034

1,800,000

(527,379)

Swap Agreements - continued

Expiration Date

Notional Amount

Value

Credit Default Swaps - continued

Receive monthly notional amount multiplied by 2.5% and pay Bank of America upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R8 Class M9, 8.07% 9/25/34

Oct. 2034

$ 610,794

$ (371,188)

Receive monthly notional amount multiplied by 2.5% and pay Credit Suisse First Boston upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R11 Class M9, 8.03% 11/25/34

Dec. 2034

1,075,000

(314,962)

Receive monthly notional amount multiplied by 2.54% and pay Merrill Lynch upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. Series 2003-BC1 Class B1, 7.6913% 3/25/32

April 2032

40,946

(33,963)

Receive monthly notional amount multiplied by 2.7% and pay Morgan Stanley, Inc. upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M9, 6.41% 5/25/35

June 2035

770,000

(350,312)

Expiration Date

Notional Amount

Value

Receive monthly notional amount multiplied by 2.79% and pay Merrill Lynch, Inc. upon credit event of New Century Home Equity Loan Trust, par value of the notional amount of New Century Home Equity Loan Trust Series 2004-4 Class M9, 7.0788% 2/25/35

March 2035

$ 565,599

$ (172,801)

Receive monthly notional amount multiplied by 3% and pay JPMorgan Chase, Inc. upon credit event of GSAMP Trust, par value of the notional amount of GSAMP Trust Series 2006-NC2 Class M9, 7.3744% 6/25/36

July 2036

1,900,000

(1,642,930)

Receive monthly notional amount multiplied by 3.66% and pay Deutsche Bank upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M9, 7.2% 5/25/35

June 2035

1,900,000

(836,413)

Receive monthly notional amount multiplied by 3.83% and pay Morgan Stanley, Inc. upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M9, 7.2% 5/25/35

June 2035

600,000

(262,565)

Receive monthly notional amount multiplied by 5% and pay Deutsche Bank upon credit event of MASTR Asset Backed Securities Trust, par value of the notional amount of MASTR Asset Backed Securities Trust Series 2003-NC1 Class M6, 8.1913% 4/25/33

May 2033

465,000

(141,124)

Swap Agreements - continued

Expiration Date

Notional Amount

Value

Credit Default Swaps - continued

Receive monthly notional amount multiplied by 5.12% and pay Bank of America upon credit event of Structured Asset Securities Corp., par value of the notional amount of Structured Asset Securities Corp. Series 2005-AR1 Class M8, 7.32% 9/25/35

Oct. 2035

$ 2,000,000

$ (1,201,449)

Receive quarterly notional amount multiplied by .35% and pay Goldman Sachs upon credit event of Southern California Edison Co., par value of the notional amount of Southern California Edison Co. 7.625% 1/15/10

Sept. 2010

1,900,000

1,124

Receive quarterly notional amount multiplied by .41% and pay Merrill Lynch, Inc. upon credit event of Talisman Energy, Inc., par value of the notional amount of Talisman Energy, Inc. 7.25% 10/15/27

March 2009

1,400,000

3,876

Receive quarterly notional amount multiplied by .62% and pay UBS upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. 4% 3/22/11

March 2012

1,070,000

(266,884)

Expiration Date

Notional Amount

Value

Receive semi-annually notional amount multiplied by .61% and pay JPMorgan Chase, Inc. upon credit event of United Mexican States, par value of the notional amount of United Mexican States 7.5% 4/8/33

May 2011

$ 4,290,000

$ 7,451

Receive semi-annually notional amount multiplied by .625% and pay Deutsche Bank upon credit event of United Mexican States, par value of the notional amount of United Mexican States 7.5% 4/8/33

May 2011

2,260,000

5,006

TOTAL CREDIT DEFAULT SWAPS

80,344,030

(28,046,446)

Interest Rate Swaps

Receive quarterly a fixed rate equal to 4% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.

July 2009

42,000,000

(31,605)

Receive quarterly a fixed rate equal to 4.3875% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

March 2010

11,825,000

129,055

Receive quarterly a fixed rate equal to 4.774% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

March 2015

11,825,000

371,168

Receive semi-annually a fixed rate equal to 4.378% and pay quarterly a floating rate based on 3-month LIBOR with Lehman Brothers, Inc.

Sept. 2008

25,400,000

275,798

Receive semi-annually a fixed rate equal to 4.492% and pay quarterly a floating rate based on 3-month LIBOR with Lehman Brothers, Inc.

Sept. 2010

1,500,000

39,621

Swap Agreements - continued

Expiration Date

Notional Amount

Value

Interest Rate Swaps - continued

Receive semi-annually a fixed rate equal to 4.93% and pay quarterly a floating rate based on 3-month LIBOR with Lehman Brothers, Inc.

Nov. 2010

$ 1,000,000

$ 27,297

Receive semi-annually a fixed rate equal to 5.095% and pay quarterly a floating rate based on 3-month LIBOR with Bank of America

Feb. 2012

50,000,000

2,544,655

Receive semi-annually a fixed rate equal to 5.145% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

Feb. 2012

30,000,000

1,593,618

Receive semi-annually a fixed rate equal to 5.186% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.

Sept. 2011

20,000,000

1,051,590

Receive semi-annually a fixed rate equal to 5.276% and pay quarterly a floating rate based on 3-month LIBOR with Deutsche Bank

April 2011

52,500,000

2,094,614

Receive semi-annually a fixed rate equal to 5.312% and pay quarterly a floating rate based on the 3-month LIBOR with Lehman Brothers, Inc.

April 2011

105,000,000

4,345,184

Receive semi-annually a fixed rate equal to 5.3315% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.

April 2011

15,000,000

626,039

Expiration Date

Notional Amount

Value

Receive semi-annually a fixed rate equal to 5.354% and pay quarterly a floating rate based on 3-month LIBOR with Deutsche Bank

April 2011

$ 32,000,000

$ 1,378,029

Receive semi-annually a fixed rate equal to 5.45% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.

August 2012

25,000,000

1,702,861

TOTAL INTEREST RATE SWAPS

423,050,000

16,147,924

$ 503,394,030

$ (11,898,522)

Legend

(a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $214,359,768 or 6.0% of net assets.

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

(c) Security or a portion of the security has been segregated as collateral for open swap agreements. At the period end, the value of securities pledged amounted to $14,427,412.

(d) Represents a tradable index of credit default swaps on home equity asset-backed debt securities.

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

(f) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's web site at www.sec.gov. A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

(g) Security represents right to receive monthly interest payments on an underlying pool of mortgages or assets. Principal shown is the outstanding par amount of the pool held as of the end of the period.

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

Repurchase Agreement / Counterparty

Value

$43,682,000 due 1/02/08 at 4.71%

Banc of America Securities LLC

$ 19,813,485

Bank of America, NA

8,170,379

Barclays Capital, Inc.

13,617,298

ING Financial Markets LLC

1,672,319

WestLB AG

408,519

$ 43,682,000

Affiliated Central Funds

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

Fund

Income earned

Fidelity Ultra-Short Central Fund

$ 30,690,722

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value, beginning of period

Purchases

Sales Proceeds

Value, end of period

% ownership, end of period

Fidelity Ultra-Short Central Fund

$ 528,129,201

$ 128,603,122

$ 163,773,986

$ 435,371,129

4.3%

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

Not Part of Financial Report

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value (including repurchase agreements of $43,682,000) - See accompanying schedule:

Unaffiliated issuers (cost $3,410,875,858)

$ 3,445,537,439

Fidelity Central Funds (cost $484,713,504)

435,371,129

Total Investments (cost $3,895,589,362)

$ 3,880,908,568

Cash

180,500

Receivable for investments sold

704,770

Receivable for swap agreements

65,881

Interest receivable

25,143,664

Distributions receivable from Fidelity Central Funds

1,955,292

Total assets

3,908,958,675

Liabilities

Payable for investments purchased
Regular delivery

$ 11,339

Delayed delivery

309,232,247

Swap agreements, at value

11,898,522

Other payables and accrued expenses

9,101

Total liabilities

321,151,209

Net Assets

$ 3,587,807,466

Net Assets consist of:

Paid in capital

$ 3,601,043,779

Undistributed net investment income

3,017,076

Accumulated undistributed net realized gain (loss) on investments

6,364,217

Net unrealized appreciation (depreciation) on investments

(22,617,606)

Net Assets, for 35,001,498 shares outstanding

$ 3,587,807,466

Net Asset Value, offering price and redemption price per share ($3,587,807,466 ÷ 35,001,498 shares)

$ 102.50

Statement of Operations

Year ended December 31, 2007

Investment Income

Dividends

$ 223,379

Interest

140,979,652

Income from Fidelity Central Funds

30,690,722

Total income

171,893,753

Expenses

Custodian fees and expenses

$ 93,947

Independent trustees' compensation

10,717

Total expenses before reductions

104,664

Expense reductions

(24,983)

79,681

Net investment income

171,814,072

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

16,959,379

Fidelity Central Funds

(8,216,215)

Swap agreements

(3,662,659)

Total net realized gain (loss)

5,080,505

Change in net unrealized appreciation (depreciation) on:

Investment securities

(10,614,453)

Swap agreements

(7,264,109)

Total change in net unrealized appreciation (depreciation)

(17,878,562)

Net gain (loss)

(12,798,057)

Net increase (decrease) in net assets resulting from operations

$ 159,016,015

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

Not Part of Financial Report


Financial Statements - continued

Statement of Changes in Net Assets

Year ended
December 31,
2007

For the period
June 23, 2006 (commencement of operations) to
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 171,814,072

$ 75,243,878

Net realized gain (loss)

5,080,505

(585,352)

Change in net unrealized appreciation (depreciation)

(17,878,562)

82,658,962

Net increase (decrease) in net assets resulting from operations

159,016,015

157,317,488

Distributions to shareholders from net investment income

(167,465,735)

(74,679,073)

Distributions to shareholders from net realized gain

(2,131,039)

(2,712,938)

Total distributions

(169,596,774)

(77,392,011)

Affiliated shares transactions
Proceeds from sales of shares

846,478,691

357,378,602

Contributions in-kind

-

2,367,627,479

Reinvestment of distributions

90,626,029

-

Cost of shares redeemed

(133,664,658)

(9,983,395)

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

803,440,062

2,715,022,686

Total increase (decrease) in net assets

792,859,303

2,794,948,163

Net Assets

Beginning of period

2,794,948,163

-

End of period (including undistributed net investment income of $3,017,076 and undistributed net investment income of $3,151,535, respectively)

$ 3,587,807,466

$ 2,794,948,163

Other Information

Shares

Sold

8,284,694

3,550,542

Issued for in-kind contributions

-

23,676,275

Issued in reinvestment of distributions

888,417

-

Redeemed

(1,300,993)

(97,437)

Net increase (decrease)

7,872,118

27,129,380

Financial Highlights

Years ended December 31,

2007

2006 H

Selected Per-Share Data

Net asset value, beginning of period

$ 103.02

$ 100.00

Income from Investment Operations

Net investment income D

5.534

2.814

Net realized and unrealized gain (loss)

(.594)

3.132

Total from investment operations

4.940

5.946

Distributions from net investment income

(5.385)

(2.826)

Distributions from net realized gain

(.075)

(.100)

Total distributions

(5.460)

(2.926)

Net asset value, end of period

$ 102.50

$ 103.02

Total Return B, C

4.94%

5.95%

Ratios to Average Net Assets E, I

Expenses before reductions

-% G

-%A, G

Expenses net of fee waivers, if any

-%G

-%A, G

Expenses net of all reductions

-%G

-%A, G

Net investment income

5.42%

5.23%

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,587,807

$ 2,794,948

Portfolio turnover rateF

137%

99%A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G Amount represents less than .01%.

H For the period June 23, 2006 (commencement of operations) to December 31, 2006.

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

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

Not Part of Financial Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

Fidelity VIP Investment Grade Central Fund (the Fund) is a fund of Fidelity Garrison Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund are only offered to other investment companies and accounts managed by Fidelity Management & Research Company (FMR), or its affiliates.

2. Investments in Fidelity Central Funds.

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

Based on their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund

Investment Manager

Investment Objective

Investment Practices

Fidelity Ultra-Short Central Fund

Fidelity Investments Money Management, Inc. (FIMM)

Seeks to obtain a high level of current income consistent with preservation of capital by investing in U.S. dollar denominated money market and investment-grade debt securities.

Futures

Mortgage Dollar Rolls

Repurchase Agreements

Restricted Securities

Swap Agreements

The Central Funds may have direct or indirect exposure to securities of issuers that hold mortgage securities, including securities backed by subprime mortgage loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be adversely affected by shifts in the market's perception of the issuers and changes in interest rates.

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

On April 26, 2007, the Fund purchased 793,730 shares of Fidelity Ultra-Short Central Fund, an affiliated entity, valued at $78,603,082 by transferring securities of equal value, including accrued interest. This is considered taxable for federal income tax purposes, and the Fund recognized a gain of $79,985.

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as available dealer supplied prices. Certain of the Fund's securities may be valued by a single source or dealer.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Directors. Factors used in the determination of fair value may include current market trading activity, interest rates, credit quality and default rates. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

Not Part of Financial Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Interest income and distributions from other Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted to the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. Any increase in the principal amount of an inflation-indexed bond is recorded as interest income, even though principal is not received until maturity.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

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

Capital accounts within the financial statements are adjusted for permanent book-tax differences. Certain adjustments have been made to the accounts relating to prior periods. Collectively, these adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term capital gains, swap agreements, market discount, financing transactions, and losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 82,903,336

Unrealized depreciation

(104,439,842)

Net unrealized appreciation (depreciation)

(21,536,506)

Undistributed ordinary income

4,924,825

Undistributed long-term capital gain

3,375,373

Cost for federal income tax purposes

$ 3,902,445,074

The tax character of distributions paid was as follows:

December 31, 2007

December 31, 2006

Ordinary Income

$ 169,596,774

$ 77,392,011

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

Not Part of Financial Report

4. Operating Policies.

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

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

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

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Interest rate swaps are agreements to exchange cash flows periodically based on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. The primary risk associated with interest rate swaps is that unfavorable changes in the fluctuation of interest rates could adversely impact a fund.

Credit default swaps involve the exchange of a fixed rate premium for protection against the loss in value of an underlying debt instrument in the event of a defined credit event (such as payment default or bankruptcy). Under the terms of the swap, one party acts as a "guarantor" receiving a periodic payment that is a fixed percentage applied to a notional principal amount. In return the party agrees to purchase the notional amount of the underlying instrument, at par, if a credit event occurs during the term of the swap. The Fund may enter into credit default swaps in which either it or its counterparty act as guarantors. By acting as the guarantor of a swap, a fund assumes the market and credit risk of the underlying instrument including liquidity and loss of value.

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements."

Mortgage Dollar Rolls. To earn additional income, the Fund may employ trading strategies which involve the sale and simultaneous agreement to repurchase similar securities ("mortgage dollar rolls") or the purchase and simultaneous agreement to sell similar securities ("reverse mortgage dollar rolls"). The securities traded are mortgage securities and bear the same interest rate but may be collateralized by different pools of mortgages. During the period between the sale and repurchase in a mortgage dollar roll transaction, a fund will not be entitled to receive interest and principal payments on the securities sold but will invest the proceeds of the sale in other securities which may enhance the yield and total return. In addition, the difference between the sale price and the future purchase price, including the associated financing cost, if any, is recorded as an adjustment to investment income. During the period between the purchase and subsequent sale in a reverse mortgage dollar roll transaction a fund is entitled to interest and principal payments on the securities purchased. The price differential between the purchase and sale is recorded as an adjustment to investment income. Losses may arise due to changes in the value of the securities or if the counterparty does not perform under the terms of the agreement. If the counterparty files for bankruptcy or becomes insolvent, a fund's right to repurchase or sell securities may be limited.

Not Part of Financial Report

Notes to Financial Statements - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities (including the Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $851,816,325 and $562,632,384, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FIMM provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with FIMM, FMR pays FIMM a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain exceptions such as interest expense.

7. Expense Reductions.

FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. During the period, this reimbursement reduced the Fund's expenses by $10,717.

In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's expenses by $14,266.

8. Other.

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

At the end of the period mutual funds managed by FMR or an FMR affiliate were the owners of record of all of the outstanding shares of the Fund according to the following schedule:

Fund

Ownership %

VIP Asset Manager Portfolio

21.5%

VIP Asset Manager: Growth Portfolio

1.4%

VIP Balanced Portfolio

6.9%

VIP Investment Grade Bond Portfolio

70.2%

9. Credit Risk.

The Fund may have direct or indirect exposure to securities of issuers that hold mortgage securities, including securities backed by subprime mortgage loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults, and may be adversely affected by shifts in the market's perception of the issuers and changes in interest rates.

Not Part of Financial Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Garrison Street Trust and Shareholders of Fidelity VIP Investment Grade Central Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity VIP Investment Grade Central Fund (the Fund), a fund of Fidelity Garrison Street Trust, including the schedule of investments, as of December 31, 2007, and the related statement of operations for the year then ended, and the statements of changes in net assets and the financial highlights for the year ended December 31, 2007 and for the period from June 23, 2006 (commencement of operations) to December 31, 2006. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2007, by correspondence with the custodians and brokers[; where replies were not received from brokers, we performed other auditing procedures]. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity VIP Investment Grade Central Fund as of December 31, 2007, the results of its operations for the year then ended, the changes in its net assets and the financial highlights for the year ended December 31, 2007 and for the period from June 23, 2006 (commencement of operations) to December 31, 2006, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 28, 2008

Not Part of Financial Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1986

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2006

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-
present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Fidelity Garrison Street Trust. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

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

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Garrison Street Trust. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Investment Grade Central Fund. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Boyce I. Greer (51)

Year of Election or Appointment: 2006

Vice President of VIP Investment Grade Central Fund. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Thomas J. Silvia (46)

Year of Election or Appointment: 2005

Vice President of VIP Investment Grade Central Fund. Mr. Silvia also serves as Vice President of Fidelity's Fixed-Income Funds (2005-present) and Senior Vice President and Bond Group Leader of the Fidelity Investments Fixed-Income Division (2005-
present). Previously, Mr. Silvia served as Vice President of certain Balanced Funds (2005-2007), certain Asset Allocation Funds (2005-2007), a Director of Fidelity's Taxable Bond portfolio managers (2002-2004) and a portfolio manager in the Bond Group (1997-2004).

Eric D. Roiter (59)

Year of Election or Appointment: 2006

Secretary of VIP Investment Grade Central Fund. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Investment Grade Central Fund. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of VIP Investment Grade Central Fund. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Investment Grade Central Fund. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2006

Chief Compliance Officer of VIP Investment Grade Central Fund. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-
present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2006

Deputy Treasurer of VIP Investment Grade Central Fund. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2006

Deputy Treasurer of VIP Investment Grade Central Fund. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2006

Assistant Treasurer of VIP Investment Grade Central Fund. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2006

Assistant Treasurer of VIP Investment Grade Central Fund. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Investment Grade Central Fund. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2006

Assistant Treasurer of VIP Investment Grade Central Fund. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Not Part of Financial Report

Distributions

The Board of Trustees of VIP Investment Grade Central Fund voted to pay on February 8, 2008, to shareholders of record at the opening of business on February 8, 2008, a distribution of $0.22 per share derived from capital gains realized from sales of portfolio securities.

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2007, $3,375,373, or, if subsequently determined to be different, the net capital gain of such year.

A total of 16.18% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Not Part of Financial Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

Fidelity Investments Money Management, Inc.

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

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

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPIGB-ANN-0208
1.540025.110

Fidelity® Variable Insurance Products:
Investor Freedom Funds -
Income, 2005, 2010, 2015, 2020, 2025, 2030

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investor Freedom Income Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Investor Freedom 2005 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Investor Freedom 2010 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Investor Freedom 2015 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Investor Freedom 2020 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Investor Freedom 2025 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Investor Freedom 2030 Portfolio

<Click Here>

Investment Changes

<Click Here>

Investments

<Click Here>

Financial Statements

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Investor Freedom Portfolios

VIP Investor Freedom Income Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Investor Freedom Income

6.08%

5.94%

A From August 3, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investor Freedom Income Portfolio on August 3, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman® Brothers U.S. Aggregate Index performed over the same period.



Annual Report

VIP Investor Freedom 2005 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Investor Freedom 2005

8.55%

8.58%

A From August 3, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investor Freedom 2005 Portfolio on August 3, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers U.S. Aggregate Index performed over the same period.



VIP Investor Freedom Portfolios

VIP Investor Freedom 2010 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Investor Freedom 2010

8.63%

8.61%

A From August 3, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investor Freedom 2010 Portfolio on August 3, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers U.S. Aggregate Index performed over the same period.



Annual Report

VIP Investor Freedom 2015 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Investor Freedom 2015

9.26%

9.71%

A From August 3, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investor Freedom 2015 Portfolio on August 3, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Standard & Poor's 500SM Index (S&P 500®) performed over the same period.



VIP Investor Freedom Portfolios

VIP Investor Freedom 2020 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Investor Freedom 2020

10.20%

10.66%

A From August 3, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investor Freedom 2020 Portfolio on August 3, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 performed over the same period.



Annual Report

VIP Investor Freedom 2025 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Investor Freedom 2025

10.39%

11.05%

A From August 3, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investor Freedom 2025 Portfolio on August 3, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 performed over the same period.



VIP Investor Freedom Portfolios

VIP Investor Freedom 2030 Portfolio

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of fund A

VIP Investor Freedom 2030

11.28%

11.91%

A From August 3, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Investor Freedom 2030 Portfolio on August 3, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 performed over the same period.



Annual Report

VIP Investor Freedom Portfolios

Management's Discussion of Fund Performance

Comments from Christopher Sharpe and Jonathan Shelon, Co-Portfolio Managers of VIP Investor Freedom Funds

U.S. equity markets, as measured by the bellwether Dow Jones Industrial AverageSM and the Standard & Poor's 500SM Index, registered their fifth consecutive year of positive returns in 2007, as the Dow rose 8.88% and the S&P 500® index advanced 5.49%. The tech-heavy NASDAQ Composite® Index did even better, increasing 10.55%. However, credit- and recession-related concerns carved deeply into stock prices late in 2007, pushing some major market measures into negative territory for the year overall, particularly smaller-cap and value-oriented benchmarks. Based largely on a weak U.S. dollar that boosted returns for U.S. investors, the Morgan Stanley Capital InternationalSM Europe, Australasia, and Far East (MSCI® EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - beat most domestic equity measures, gaining 11.33%. Several European countries had outstanding performance, including Finland and Germany, while Australia also did very well. However, fallout from the credit crunch and concerns about export growth tempered U.K. stocks, while fears that Japanese financial companies would become embroiled in the U.S. subprime mortgage crisis contributed to a loss of more than 4% for the Japanese portion of the index. The emerging-markets stock asset class soared 39.78% according to the MSCI Emerging Markets index. The U.S. investment-grade bond market climbed 6.97% as measured by the Lehman Brothers® U.S. Aggregate Index, beating the 2.53% gain for the Merrill Lynch® U.S. High Yield Master II Constrained Index. The emerging-markets bond category shook off a sluggish first half of 2007 to finish the year with a respectable gain of 6.28% as measured by the J.P. Morgan Emerging Markets Bond Index (EMBI) Global, while the Citigroup® Non-U.S. Group of 7 Index - representing the debt performance of major global economies, excluding the United States - rose 13.05%.

VIP Investor Freedom Funds all recorded positive results for the year. (For specific portfolio performance results, please refer to the performance section of this report.) On an absolute basis, these returns were consistent with the kind of performance we would expect to see from a series of portfolios with different asset-allocation levels based on age-appropriate risks. On a relative basis versus their individual composite indexes, the Funds also did well, with all of them beating their respective benchmarks for the period. Overall performance was led by the Funds' underlying domestic and international equity asset classes. Both equity classes outperformed their benchmarks - the Dow Jones Wilshire 5000 Composite IndexSM, which rose 5.62%, and the MSCI EAFE, respectively - thanks mostly to effective stock selection within their underlying funds. The Funds' investments in both short-term and high-yield bonds performed right in line with their respective benchmarks, with returns of 5.11% for the Lehman Brothers 3-Month Treasury Bill Index and 2.53% for the Merrill Lynch U.S. High Yield Master II Constrained Index. Meanwhile, the investment-grade bond class underperformed the 6.97% return of the Lehman Brothers U.S. Aggregate Index, in part because of its exposure to subprime-mortgage-backed securities, which saw their prices fall as the credit crunch worsened during the year.

Note to shareholders: Jonathan Shelon became Co-Portfolio Manager on September 4, 2007, replacing Ren Cheng, who was promoted to Chief Investment Officer of Fidelity's Global Asset Allocation Group.

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

VIP Investor Freedom Portfolios

VIP Investor Freedom Portfolios

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007).

Actual Expenses

The first line of the accompanying table for each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each fund provides information about hypothetical account values and hypothetical expenses based on a fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, each Fund, as a shareholder in underlying Fidelity Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Funds. These fees and expenses are not included in each Fund's annualized expense ratio used to calculate the expense estimates in the table below.

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007
to December 31, 2007

VIP Investor Freedom Income

Actual

$ 1,000.00

$ 1,025.80

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Investor Freedom 2005

Actual

$ 1,000.00

$ 1,024.20

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Investor Freedom 2010

Actual

$ 1,000.00

$ 1,024.20

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Investor Freedom 2015

Actual

$ 1,000.00

$ 1,023.60

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Investor Freedom 2020

Actual

$ 1,000.00

$ 1,021.50

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Investor Freedom 2025

Actual

$ 1,000.00

$ 1,021.30

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

VIP Investor Freedom 2030

Actual

$ 1,000.00

$ 1,018.50

$ .00

HypotheticalA

$ 1,000.00

$ 1,025.21

$ .00

A 5% return per year before expenses

* Expenses are equal to each Fund's annualized expense ratio of .00%; multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Annual Report

VIP Investor Freedom Income Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

3.2

3.2

VIP Equity-Income Portfolio Investor Class

3.3

3.6

VIP Growth & Income Portfolio Investor Class

3.6

3.6

VIP Growth Portfolio Investor Class

3.9

3.7

VIP Mid Cap Portfolio Investor Class

1.3

1.3

VIP Value Portfolio Investor Class

2.8

3.1

VIP Value Strategies Portfolio Investor Class

1.2

1.3

19.3

19.8

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

4.9

4.9

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

35.6

34.9

Short-Term Funds

VIP Money Market Portfolio Investor Class

40.2

40.4

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

19.3%

Investment Grade Fixed-Income Funds

35.6%

High Yield Fixed-Income Funds

4.9%

Short-Term Funds

40.2%

Six months ago

Domestic Equity Funds

19.8%

Investment Grade Fixed-Income Funds

34.9%

High Yield Fixed-Income Funds

4.9%

Short-Term Funds

40.4%

The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007.

VIP Investor Freedom Portfolios

VIP Investor Freedom Income Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 19.3%

Shares

Value

Domestic Equity Funds - 19.3%

VIP Contrafund Portfolio Investor Class

23,304

$ 648,314

VIP Equity-Income Portfolio Investor Class

27,969

667,058

VIP Growth & Income Portfolio
Investor Class

42,880

727,242

VIP Growth Portfolio Investor Class

17,244

775,994

VIP Mid Cap Portfolio Investor Class

7,157

258,149

VIP Value Portfolio Investor Class

43,197

565,446

VIP Value Strategies Portfolio
Investor Class

18,751

234,956

TOTAL EQUITY FUNDS

(Cost $3,776,826)

3,877,159

Fixed-Income Funds - 40.5%

High Yield Fixed - Income Funds - 4.9%

VIP High Income Portfolio Investor Class

165,444

986,049

Investment Grade Fixed - Income Funds - 35.6%

VIP Investment Grade Bond Portfolio Investor Class

561,715

7,150,631

TOTAL FIXED-INCOME FUNDS

(Cost $7,995,453)

8,136,680

Short-Term Funds - 40.2%

VIP Money Market Portfolio
Investor Class
(Cost $8,077,439)

8,077,439

8,077,439

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $19,849,718)

$ 20,091,278

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

Annual Report

VIP Investor Freedom Income Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $19,849,718) - See accompanying schedule

$ 20,091,278

Cash

41

Receivable for investments sold

13

Receivable for fund shares sold

390,807

Total assets

20,482,139

Liabilities

Payable for investments purchased

$ 391,826

Payable for fund shares redeemed

22

Total liabilities

391,848

Net Assets

$ 20,090,291

Net Assets consist of:

Paid in capital

$ 19,592,375

Accumulated undistributed net realized gain (loss) on investments

256,356

Net unrealized appreciation (depreciation) on investments

241,560

Net Assets, for 1,862,356 shares outstanding

$ 20,090,291

Net Asset Value, offering price
and redemption price
per share ($20,090,291 ÷ 1,862,356 shares)

$ 10.79

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 601,801

Interest

16

Total income

601,817

Expenses

Independent trustees' compensation

$ 51

Total expenses before reductions

51

Expense reductions

(51)

0

Net investment income (loss)

601,817

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(37,931)

Capital gain distributions from underlying funds

300,833

262,902

Change in net unrealized appreciation (depreciation) on underlying funds

(10,346)

Net gain (loss)

252,556

Net increase (decrease) in net assets resulting from operations

$ 854,373

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

VIP Investor Freedom Portfolios

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 601,817

$ 258,208

Net realized gain (loss)

262,902

56,826

Change in net unrealized appreciation (depreciation)

(10,346)

232,797

Net increase (decrease) in net assets resulting from operations

854,373

547,831

Distributions to shareholders from net investment income

(862,051)

(18,224)

Distributions to shareholders from net realized gain

(60,920)

-

Total distributions

(922,971)

(18,224)

Share transactions
Proceeds from sales of shares

13,765,869

10,394,809

Reinvestment of distributions

922,971

18,224

Cost of shares redeemed

(5,706,843)

(2,701,539)

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

8,981,997

7,711,494

Total increase (decrease) in net assets

8,913,399

8,241,101

Net Assets

Beginning of period

11,176,892

2,935,791

End of period (including undistributed net investment income of $0 and undistributed net investment income of $257,810, respectively)

$ 20,090,291

$ 11,176,892

Other Information

Shares

Sold

1,264,692

1,005,357

Issued in reinvestment of distributions

86,153

1,794

Redeemed

(525,477)

(259,623)

Net increase (decrease)

825,368

747,528

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 10.78

$ 10.14

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.42

.35

.16

Net realized and unrealized gain (loss)

.22

.34

(.02)

Total from investment operations

.64

.69

.14

Distributions from net investment income

(.58)

(.05)

-

Distributions from net realized gain

(.06)

-

-

Total distributions

(.63) I

(.05)

-

Net asset value, end of period

$ 10.79

$ 10.78

$ 10.14

Total Return B, C, D

6.08%

6.83%

1.40%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

3.90%

3.39%

4.04% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 20,090

$ 11,177

$ 2,936

Portfolio turnover rate

38%

40%

1%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period August 3, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

I Total distributions of $.630 per share is comprised of distributions from net investment income of $.575 and distributions from net realized gain of $.055 per share.

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

Annual Report

VIP Investor Freedom 2005 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

6.4

6.2

VIP Equity-Income Portfolio Investor Class

6.5

7.2

VIP Growth & Income Portfolio Investor Class

7.2

7.2

VIP Growth Portfolio Investor Class

7.7

7.3

VIP Mid Cap Portfolio Investor Class

2.6

2.6

VIP Value Portfolio Investor Class

5.6

6.1

VIP Value Strategies Portfolio Investor Class

2.3

2.6

38.3

39.2

International Equity Funds

VIP Overseas Portfolio Investor Class R

9.2

9.4

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

5.0

4.9

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

35.4

34.6

Short-Term Funds

VIP Money Market Portfolio Investor Class

12.1

11.9

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

38.3%

International Equity Funds

9.2%

Investment Grade Fixed-Income Funds

35.4%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

12.1%

Six months ago

Domestic Equity Funds

39.2%

International Equity Funds

9.4%

Investment Grade Fixed-Income Funds

34.6%

High Yield Fixed-Income Funds

4.9%

Short-Term Funds

11.9%

Expected

Domestic Equity Funds

38.8%

International Equity Funds

8.8%

Investment Grade Fixed-Income Funds

33.8%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

13.6%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Investor Freedom Portfolios

VIP Investor Freedom 2005 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 47.5%

Shares

Value

Domestic Equity Funds - 38.3%

VIP Contrafund Portfolio Investor Class

19,776

$ 550,178

VIP Equity-Income Portfolio Investor Class

23,523

561,014

VIP Growth & Income Portfolio
Investor Class

36,304

615,711

VIP Growth Portfolio Investor Class

14,691

661,104

VIP Mid Cap Portfolio Investor Class

6,059

218,561

VIP Value Portfolio Investor Class

36,323

475,462

VIP Value Strategies Portfolio
Investor Class

15,729

197,089

TOTAL DOMESTIC EQUITY FUNDS

3,279,119

International Equity Funds - 9.2%

VIP Overseas Portfolio Investor Class R

31,266

789,776

TOTAL EQUITY FUNDS

(Cost $3,880,836)

4,068,895

Fixed-Income Funds - 40.4%

High Yield Fixed - Income Funds - 5.0%

VIP High Income Portfolio Investor Class

71,043

423,419

Investment Grade Fixed - Income Funds - 35.4%

VIP Investment Grade Bond Portfolio Investor Class

238,454

3,035,523

TOTAL FIXED-INCOME FUNDS

(Cost $3,392,505)

3,458,942

Short-Term Funds - 12.1%

VIP Money Market Portfolio
Investor Class
(Cost $1,040,295)

1,040,295

1,040,295

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $8,313,636)

$ 8,568,132

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

Annual Report

VIP Investor Freedom 2005 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $8,313,636) - See accompanying schedule

$ 8,568,132

Cash

21

Receivable for investments sold

294,251

Total assets

8,862,404

Liabilities

Payable for investments purchased

$ 139

Payable for fund shares redeemed

294,248

Total liabilities

294,387

Net Assets

$ 8,568,017

Net Assets consist of:

Paid in capital

$ 8,014,313

Accumulated undistributed net realized gain (loss) on investments

299,208

Net unrealized appreciation (depreciation) on investments

254,496

Net Assets, for 743,010 shares outstanding

$ 8,568,017

Net Asset Value, offering price
and redemption price
per share ($8,568,017 ÷ 743,010 shares)

$ 11.53

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 209,218

Expenses

Independent trustees' compensation

$ 23

Total expenses before reductions

23

Expense reductions

(23)

0

Net investment income (loss)

209,218

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(433)

Capital gain distributions from underlying funds

303,406

302,973

Change in net unrealized appreciation (depreciation) on underlying funds

1,284

Net gain (loss)

304,257

Net increase (decrease) in net assets resulting from operations

$ 513,475

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

VIP Investor Freedom Portfolios

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 209,218

$ 81,848

Net realized gain (loss)

302,973

58,403

Change in net unrealized appreciation (depreciation)

1,284

213,905

Net increase (decrease) in net assets resulting from operations

513,475

354,156

Distributions to shareholders from net investment income

(292,539)

(11,222)

Distributions to shareholders from net realized gain

(57,227)

-

Total distributions

(349,766)

(11,222)

Share transactions
Proceeds from sales of shares

6,860,774

3,971,659

Reinvestment of distributions

349,766

11,222

Cost of shares redeemed

(3,656,735)

(1,494,728)

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

3,553,805

2,488,153

Total increase (decrease) in net assets

3,717,514

2,831,087

Net Assets

Beginning of period

4,850,503

2,019,416

End of period (including undistributed net investment income of $0 and undistributed net investment income of $80,117, respectively)

$ 8,568,017

$ 4,850,503

Other Information

Shares

Sold

591,396

378,785

Issued in reinvestment of distributions

30,834

1,090

Redeemed

(313,457)

(142,775)

Net increase (decrease)

308,773

237,100

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.17

$ 10.24

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.35

.26

.10

Net realized and unrealized gain (loss)

.59

.73

.14

Total from investment operations

.94

.99

.24

Distributions from net investment income

(.46)

(.06)

-

Distributions from net realized gain

(.12)

-

-

Total distributions

(.58)

(.06)

-

Net asset value, end of period

$ 11.53

$ 11.17

$ 10.24

Total Return B, C, D

8.55%

9.72%

2.40%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

3.02%

2.47%

2.45% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 8,568

$ 4,851

$ 2,019

Portfolio turnover rate

53%

55%

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period August 3, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Investor Freedom 2010 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

6.6

6.4

VIP Equity-Income Portfolio Investor Class

6.7

7.3

VIP Growth & Income Portfolio Investor Class

7.3

7.3

VIP Growth Portfolio Investor Class

7.8

7.5

VIP Mid Cap Portfolio Investor Class

2.6

2.6

VIP Value Portfolio Investor Class

5.7

6.3

VIP Value Strategies Portfolio Investor Class

2.4

2.6

39.1

40.0

International Equity Funds

VIP Overseas Portfolio Investor Class R

9.9

10.0

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

5.0

5.0

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

36.0

35.0

Short-Term Funds

VIP Money Market Portfolio Investor Class

10.0

10.0

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

39.1%

International Equity Funds

9.9%

Investment Grade Fixed-Income Funds

36.0%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

10.0%

Six months ago

Domestic Equity Funds

40.0%

International Equity Funds

10.0%

Investment Grade Fixed-Income Funds

35.0%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

10.0%

Expected

Domestic Equity Funds

40.0%

International Equity Funds

10.0%

Investment Grade Fixed-Income Funds

35.0%

High Yield Fixed-Income Funds

5.0%

Short-Term Funds

10.0%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Investor Freedom Portfolios

VIP Investor Freedom 2010 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 49.0%

Shares

Value

Domestic Equity Funds - 39.1%

VIP Contrafund Portfolio Investor Class

134,701

$ 3,747,373

VIP Equity-Income Portfolio Investor Class

161,648

3,855,306

VIP Growth & Income Portfolio
Investor Class

247,645

4,200,053

VIP Growth Portfolio Investor Class

99,648

4,484,156

VIP Mid Cap Portfolio Investor Class

41,365

1,492,047

VIP Value Portfolio Investor Class

249,639

3,267,774

VIP Value Strategies Portfolio
Investor Class

108,248

1,356,347

TOTAL DOMESTIC EQUITY FUNDS

22,403,056

International Equity Funds - 9.9%

VIP Overseas Portfolio Investor Class R

223,618

5,648,594

TOTAL EQUITY FUNDS

(Cost $26,864,603)

28,051,650

Fixed-Income Funds - 41.0%

High Yield Fixed - Income Funds - 5.0%

VIP High Income Portfolio Investor Class

477,755

2,847,418

Investment Grade Fixed - Income Funds - 36.0%

VIP Investment Grade Bond Portfolio Investor Class

1,616,393

20,576,684

TOTAL FIXED-INCOME FUNDS

(Cost $23,086,801)

23,424,102

Short-Term Funds - 10.0%

VIP Money Market Portfolio
Investor Class
(Cost $5,721,913)

5,721,913

5,721,913

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $55,673,317)

$ 57,197,665

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

Annual Report

VIP Investor Freedom 2010 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $55,673,317) - See accompanying schedule

$ 57,197,665

Receivable for fund shares sold

215,777

Total assets

57,413,442

Liabilities

Payable for investments purchased

$ 172,007

Payable for fund shares redeemed

44,562

Total liabilities

216,569

Net Assets

$ 57,196,873

Net Assets consist of:

Paid in capital

$ 53,794,524

Undistributed net investment income

12,319

Accumulated undistributed net realized gain (loss) on investments

1,865,682

Net unrealized appreciation (depreciation) on investments

1,524,348

Net Assets, for 4,945,800 shares outstanding

$ 57,196,873

Net Asset Value, offering price
and redemption price
per share ($57,196,873 ÷ 4,945,800 shares)

$ 11.56

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 1,276,170

Expenses

Independent trustees' compensation

$ 146

Total expenses before reductions

146

Expense reductions

(146)

0

Net investment income (loss)

1,276,170

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(86,778)

Capital gain distributions from underlying funds

1,952,467

1,865,689

Change in net unrealized appreciation (depreciation) on underlying funds

127,829

Net gain (loss)

1,993,518

Net increase (decrease) in net assets resulting from operations

$ 3,269,688

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

VIP Investor Freedom Portfolios

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,276,170

$ 517,238

Net realized gain (loss)

1,865,689

375,905

Change in net unrealized appreciation (depreciation)

127,829

1,261,094

Net increase (decrease) in net assets resulting from operations

3,269,688

2,154,237

Distributions to shareholders from net investment income

(1,766,359)

(47,558)

Distributions to shareholders from net realized gain

(384,887)

-

Total distributions

(2,151,246)

(47,558)

Share transactions
Proceeds from sales of shares

27,631,799

24,173,995

Reinvestment of distributions

2,151,246

47,558

Cost of shares redeemed

(5,164,429)

(4,860,534)

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

24,618,616

19,361,019

Total increase (decrease) in net assets

25,737,058

21,467,698

Net Assets

Beginning of period

31,459,815

9,992,117

End of period (including undistributed net investment income of $12,319 and undistributed net investment income of $511,501, respectively)

$ 57,196,873

$ 31,459,815

Other Information

Shares

Sold

2,396,351

2,296,621

Issued in reinvestment of distributions

189,419

4,604

Redeemed

(451,025)

(464,300)

Net increase (decrease)

2,134,745

1,836,925

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.19

$ 10.26

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.33

.24

.13

Net realized and unrealized gain (loss)

.62

.73

.13

Total from investment operations

.95

.97

.26

Distributions from net investment income

(.44)

(.04)

-

Distributions from net realized gain

(.14)

-

-

Total distributions

(.58)

(.04)

-

Net asset value, end of period

$ 11.56

$ 11.19

$ 10.26

Total Return B, C, D

8.63%

9.49%

2.60%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.90%

2.29%

3.14% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 57,197

$ 31,460

$ 9,992

Portfolio turnover rate

14%

29%

0%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period August 3, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Investor Freedom 2015 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio
Investor Class

7.4

7.2

VIP Equity-Income Portfolio Investor Class

7.6

8.2

VIP Growth & Income Portfolio Investor Class

8.2

8.3

VIP Growth Portfolio Investor Class

8.8

8.5

VIP Mid Cap Portfolio
Investor Class

2.9

3.0

VIP Value Portfolio Investor Class

6.4

7.1

VIP Value Strategies Portfolio Investor Class

2.7

2.9

44.0

45.2

International Equity Funds

VIP Overseas Portfolio
Investor Class R

11.2

11.3

High Yield Fixed-Income Funds

VIP High Income Portfolio
Investor Class

5.9

6.0

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

32.8

31.6

Short-Term Funds

VIP Money Market Portfolio Investor Class

6.1

5.9

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

44.0%

International Equity Funds

11.2%

Investment Grade Fixed-Income Funds

32.8%

High Yield Fixed-Income Funds

5.9%

Short-Term Funds

6.1%

Six months ago

Domestic Equity Funds

45.2%

International Equity Funds

11.3%

Investment Grade Fixed-Income Funds

31.6%

High Yield Fixed-Income Funds

6.0%

Short-Term Funds

5.9%

Expected

Domestic Equity Funds

43.3%

International Equity Funds

10.8%

Investment Grade Fixed-Income Funds

32.9%

High Yield Fixed-Income Funds

5.6%

Short-Term Funds

7.4%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Investor Freedom Portfolios

VIP Investor Freedom 2015 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 55.2%

Shares

Value

Domestic Equity Funds - 44.0%

VIP Contrafund Portfolio Investor Class

162,512

$ 4,521,078

VIP Equity-Income Portfolio Investor Class

194,375

4,635,844

VIP Growth & Income Portfolio
Investor Class

298,648

5,065,071

VIP Growth Portfolio Investor Class

120,542

5,424,382

VIP Mid Cap Portfolio Investor Class

49,993

1,803,262

VIP Value Portfolio Investor Class

299,925

3,926,022

VIP Value Strategies Portfolio
Investor Class

130,379

1,633,654

TOTAL DOMESTIC EQUITY FUNDS

27,009,313

International Equity Funds - 11.2%

VIP Overseas Portfolio Investor Class R

271,587

6,860,277

TOTAL EQUITY FUNDS

(Cost $31,918,869)

33,869,590

Fixed-Income Funds - 38.7%

High Yield Fixed - Income Funds - 5.9%

VIP High Income Portfolio Investor Class

607,032

3,617,913

Investment Grade Fixed - Income Funds - 32.8%

VIP Investment Grade Bond Portfolio Investor Class

1,579,717

20,109,798

TOTAL FIXED-INCOME FUNDS

(Cost $23,391,937)

23,727,711

Short-Term Funds - 6.1%

VIP Money Market Portfolio
Investor Class
(Cost $3,773,324)

3,773,324

3,773,324

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $59,084,130)

$ 61,370,625

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

Annual Report

VIP Investor Freedom 2015 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $59,084,130) - See accompanying schedule

$ 61,370,625

Cash

59

Receivable for fund shares sold

231,067

Total assets

61,601,751

Liabilities

Payable for investments purchased

$ 231,451

Payable for fund shares redeemed

114

Total liabilities

231,565

Net Assets

$ 61,370,186

Net Assets consist of:

Paid in capital

$ 56,505,129

Undistributed net investment income

40,432

Accumulated undistributed net realized gain (loss) on investments

2,538,130

Net unrealized appreciation (depreciation) on investments

2,286,495

Net Assets, for 5,173,737 shares outstanding

$ 61,370,186

Net Asset Value, offering price
and redemption price
per share ($61,370,186 ÷ 5,173,737 shares)

$ 11.86

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 1,453,553

Expenses

Independent trustees' compensation

$ 172

Total expenses before reductions

172

Expense reductions

(172)

0

Net investment income (loss)

1,453,553

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(23,166)

Capital gain distributions from underlying funds

2,575,705

2,552,539

Change in net unrealized appreciation (depreciation) on underlying funds

311,498

Net gain (loss)

2,864,037

Net increase (decrease) in net assets resulting from operations

$ 4,317,590

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

VIP Investor Freedom Portfolios

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,453,553

$ 497,927

Net realized gain (loss)

2,552,539

587,426

Change in net unrealized appreciation (depreciation)

311,498

1,825,450

Net increase (decrease) in net assets resulting from operations

4,317,590

2,910,803

Distributions to shareholders from net investment income

(1,911,585)

(37,916)

Distributions to shareholders from net realized gain

(593,638)

-

Total distributions

(2,505,223)

(37,916)

Share transactions
Proceeds from sales of shares

21,801,909

31,577,174

Reinvestment of distributions

2,505,223

37,916

Cost of shares redeemed

(4,587,140)

(1,589,486)

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

19,719,992

30,025,604

Total increase (decrease) in net assets

21,532,359

32,898,491

Net Assets

Beginning of period

39,837,827

6,939,336

End of period (including undistributed net investment income of $40,432 and undistributed net investment income of $494,279, respectively)

$ 61,370,186

$ 39,837,827

Other Information

Shares

Sold

1,853,399

2,966,727

Issued in reinvestment of distributions

215,521

3,635

Redeemed

(390,384)

(147,393)

Net increase (decrease)

1,678,536

2,822,969

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.40

$ 10.32

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.33

.20

.13

Net realized and unrealized gain (loss)

.71

.92

.19

Total from investment operations

1.04

1.12

.32

Distributions from net investment income

(.42)

(.04)

-

Distributions from net realized gain

(.16)

-

-

Total distributions

(.58)

(.04)

-

Net asset value, end of period

$ 11.86

$ 11.40

$ 10.32

Total Return B, C, D

9.26%

10.89%

3.20%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.83%

1.83%

3.24% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 61,370

$ 39,838

$ 6,939

Portfolio turnover rate

14%

15%

9%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period August 3, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Investor Freedom 2020 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

8.9

8.6

VIP Equity-Income Portfolio Investor Class

9.2

10.0

VIP Growth & Income Portfolio Investor Class

10.0

10.0

VIP Growth Portfolio Investor Class

10.7

10.2

VIP Mid Cap Portfolio Investor Class

3.6

3.6

VIP Value Portfolio Investor Class

7.8

8.5

VIP Value Strategies Portfolio Investor Class

3.2

3.6

53.4

54.5

International Equity Funds

VIP Overseas Portfolio Investor Class R

13.6

13.6

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

7.4

7.4

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

25.1

24.1

Short-Term Funds

VIP Money Market Portfolio Investor Class

0.5

0.4

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

53.4%

International Equity Funds

13.6%

Investment Grade Fixed-Income Funds

25.1%

High Yield Fixed-Income Funds

7.4%

Short-Term Funds

0.5%

Six months ago

Domestic Equity Funds

54.5%

International Equity Funds

13.6%

Investment Grade Fixed-Income Funds

24.1%

High Yield Fixed-Income Funds

7.4%

Short-Term Funds

0.4%

Expected

Domestic Equity Funds

53.2%

International Equity Funds

13.3%

Investment Grade Fixed-Income Funds

25.2%

High Yield Fixed-Income Funds

7.4%

Short-Term Funds

0.9%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Investor Freedom Portfolios

VIP Investor Freedom 2020 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 67.0%

Shares

Value

Domestic Equity Funds - 53.4%

VIP Contrafund Portfolio Investor Class

245,693

$ 6,835,166

VIP Equity-Income Portfolio Investor Class

293,083

6,990,032

VIP Growth & Income Portfolio
Investor Class

450,937

7,647,889

VIP Growth Portfolio Investor Class

182,211

8,199,511

VIP Mid Cap Portfolio Investor Class

75,344

2,717,672

VIP Value Portfolio Investor Class

452,481

5,922,971

VIP Value Strategies Portfolio
Investor Class

196,104

2,457,186

TOTAL DOMESTIC EQUITY FUNDS

40,770,427

International Equity Funds - 13.6%

VIP Overseas Portfolio Investor Class R

411,109

10,384,607

TOTAL EQUITY FUNDS

(Cost $48,604,820)

51,155,034

Fixed-Income Funds - 32.5%

High Yield Fixed - Income Funds - 7.4%

VIP High Income Portfolio Investor Class

953,930

5,685,424

Investment Grade Fixed - Income Funds - 25.1%

VIP Investment Grade Bond Portfolio Investor Class

1,504,921

19,157,642

TOTAL FIXED-INCOME FUNDS

(Cost $24,752,028)

24,843,066

Short-Term Funds - 0.5%

VIP Money Market Portfolio
Investor Class
(Cost $370,477)

370,477

370,477

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $73,727,325)

$ 76,368,577

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

Annual Report

VIP Investor Freedom 2020 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $73,727,325) - See accompanying schedule

$ 76,368,577

Cash

26

Receivable for investments sold

139,275

Total assets

76,507,878

Liabilities

Payable for investments purchased

$ 49

Payable for fund shares redeemed

139,277

Total liabilities

139,326

Net Assets

$ 76,368,552

Net Assets consist of:

Paid in capital

$ 69,998,381

Undistributed net investment income

54,133

Accumulated undistributed net realized gain (loss) on investments

3,674,786

Net unrealized appreciation (depreciation) on investments

2,641,252

Net Assets, for 6,318,619 shares outstanding

$ 76,368,552

Net Asset Value, offering price
and redemption price
per share ($76,368,552 ÷ 6,318,619 shares)

$ 12.09

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 1,658,457

Expenses

Independent trustees' compensation

$ 214

Total expenses before reductions

214

Expense reductions

(214)

0

Net investment income (loss)

1,658,457

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(88,663)

Capital gain distributions from underlying funds

3,763,746

3,675,083

Change in net unrealized appreciation (depreciation) on underlying funds

371,826

Net gain (loss)

4,046,909

Net increase (decrease) in net assets resulting from operations

$ 5,705,366

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

VIP Investor Freedom Portfolios

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,658,457

$ 611,389

Net realized gain (loss)

3,675,083

828,233

Change in net unrealized appreciation (depreciation)

371,826

2,045,711

Net increase (decrease) in net assets resulting from operations

5,705,366

3,485,333

Distributions to shareholders from net investment income

(2,207,958)

(71,710)

Distributions to shareholders from net realized gain

(824,330)

-

Total distributions

(3,032,288)

(71,710)

Share transactions
Proceeds from sales of shares

28,678,442

35,011,966

Reinvestment of distributions

3,032,288

71,710

Cost of shares redeemed

(5,344,248)

(2,226,832)

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

26,366,482

32,856,844

Total increase (decrease) in net assets

29,039,560

36,270,467

Net Assets

Beginning of period

47,328,992

11,058,525

End of period (including undistributed net investment income of $54,133 and undistributed net investment income of $599,942, respectively)

$ 76,368,552

$ 47,328,992

Other Information

Shares

Sold

2,401,033

3,240,573

Issued in reinvestment of distributions

257,210

6,843

Redeemed

(443,246)

(210,880)

Net increase (decrease)

2,214,997

3,036,536

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.53

$ 10.36

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.31

.22

.17

Net realized and unrealized gain (loss)

.84

1.00

.19

Total from investment operations

1.15

1.22

.36

Distributions from net investment income

(.40)

(.05)

-

Distributions from net realized gain

(.19)

-

-

Total distributions

(.59)

(.05)

-

Net asset value, end of period

$ 12.09

$ 11.53

$ 10.36

Total Return B, C, D

10.20%

11.82%

3.60%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.59%

2.04%

4.07% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 76,369

$ 47,329

$ 11,059

Portfolio turnover rate

12%

15%

2%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period August 3, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Investor Freedom 2025 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

9.4

9.0

VIP Equity-Income Portfolio Investor Class

9.7

10.4

VIP Growth & Income Portfolio Investor Class

10.5

10.4

VIP Growth Portfolio Investor Class

11.2

10.6

VIP Mid Cap Portfolio Investor Class

3.8

3.8

VIP Value Portfolio Investor Class

8.2

8.9

VIP Value Strategies Portfolio Investor Class

3.4

3.7

56.2

56.8

International Equity Funds

VIP Overseas Portfolio Investor Class R

14.2

14.2

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

7.5

7.5

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

22.1

21.5

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

56.2%

International Equity Funds

14.2%

Investment Grade Fixed-Income Funds

22.1%

High Yield Fixed-Income Funds

7.5%

Six months ago

Domestic Equity Funds

56.8%

International Equity Funds

14.2%

Investment Grade Fixed-Income Funds

21.5%

High Yield Fixed-Income Funds

7.5%

Expected

Domestic Equity Funds

56.1%

International Equity Funds

14.1%

Investment Grade Fixed-Income Funds

22.3%

High Yield Fixed-Income Funds

7.5%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Investor Freedom Portfolios

VIP Investor Freedom 2025 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 70.4%

Shares

Value

Domestic Equity Funds - 56.2%

VIP Contrafund Portfolio Investor Class

96,405

$ 2,681,996

VIP Equity-Income Portfolio Investor Class

116,109

2,769,188

VIP Growth & Income Portfolio
Investor Class

177,449

3,009,533

VIP Growth Portfolio Investor Class

71,290

3,208,060

VIP Mid Cap Portfolio Investor Class

29,680

1,070,543

VIP Value Portfolio Investor Class

179,345

2,347,621

VIP Value Strategies Portfolio
Investor Class

77,897

976,043

TOTAL DOMESTIC EQUITY FUNDS

16,062,984

International Equity Funds - 14.2%

VIP Overseas Portfolio Investor Class R

160,687

4,058,957

TOTAL EQUITY FUNDS

(Cost $19,392,637)

20,121,941

Fixed-Income Funds - 29.6%

High Yield Fixed - Income Funds - 7.5%

VIP High Income Portfolio Investor Class

359,880

2,144,885

Investment Grade Fixed - Income Funds - 22.1%

VIP Investment Grade Bond Portfolio Investor Class

496,516

6,320,652

TOTAL FIXED-INCOME FUNDS

(Cost $8,466,657)

8,465,537

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $27,859,294)

$ 28,587,478

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

Annual Report

VIP Investor Freedom 2025 Portfolio

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $27,859,294) - See accompanying schedule

$ 28,587,478

Cash

9

Receivable for fund shares sold

5,211

Total assets

28,592,698

Liabilities

Payable for investments purchased

$ 5,163

Payable for fund shares redeemed

48

Total liabilities

5,211

Net Assets

$ 28,587,487

Net Assets consist of:

Paid in capital

$ 26,528,697

Accumulated undistributed net realized gain (loss) on investments

1,330,606

Net unrealized appreciation (depreciation) on investments

728,184

Net Assets, for 2,341,655 shares outstanding

$ 28,587,487

Net Asset Value, offering price
and redemption price
per share ($28,587,487 ÷ 2,341,655 shares)

$ 12.21

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 563,625

Expenses

Independent trustees' compensation

$ 71

Total expenses before reductions

71

Expense reductions

(71)

0

Net investment income (loss)

563,625

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(27,064)

Capital gain distributions from underlying funds

1,376,480

1,349,416

Change in net unrealized appreciation (depreciation) on underlying funds

(38,670)

Net gain (loss)

1,310,746

Net increase (decrease) in net assets resulting from operations

$ 1,874,371

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

VIP Investor Freedom Portfolios

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 563,625

$ 177,339

Net realized gain (loss)

1,349,416

267,312

Change in net unrealized appreciation (depreciation)

(38,670)

708,052

Net increase (decrease) in net assets resulting from operations

1,874,371

1,152,703

Distributions to shareholders from net investment income

(744,559)

(16,468)

Distributions to shareholders from net realized gain

(279,578)

-

Total distributions

(1,024,137)

(16,468)

Share transactions
Proceeds from sales of shares

13,502,471

11,868,095

Reinvestment of distributions

1,024,137

16,468

Cost of shares redeemed

(1,419,458)

(814,667)

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

13,107,150

11,069,896

Total increase (decrease) in net assets

13,957,384

12,206,131

Net Assets

Beginning of period

14,630,103

2,423,972

End of period (including undistributed net investment income of $0 and undistributed net investment income of $174,692, respectively)

$ 28,587,487

$ 14,630,103

Other Information

Shares

Sold

1,114,177

1,099,971

Issued in reinvestment of distributions

85,983

1,564

Redeemed

(117,721)

(75,678)

Net increase (decrease)

1,082,439

1,025,857

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.62

$ 10.39

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.32

.21

.14

Net realized and unrealized gain (loss)

.86

1.06

.25

Total from investment operations

1.18

1.27

.39

Distributions from net investment income

(.38)

(.04)

-

Distributions from net realized gain

(.21)

-

-

Total distributions

(.59)

(.04)

-

Net asset value, end of period

$ 12.21

$ 11.62

$ 10.39

Total Return B, C, D

10.39%

12.26%

3.90%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.62%

1.95%

3.47% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 28,587

$ 14,630

$ 2,424

Portfolio turnover rate

10%

18%

2%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period August 3, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

VIP Investor Freedom 2030 Portfolio

Investment Changes

Fund Holdings as of December 31, 2007

% of fund's investments

% of fund's investments 6 months ago

Domestic Equity Funds

VIP Contrafund Portfolio Investor Class

10.9

10.4

VIP Equity-Income Portfolio Investor Class

11.1

12.0

VIP Growth & Income Portfolio Investor Class

12.2

12.0

VIP Growth Portfolio Investor Class

13.0

12.3

VIP Mid Cap Portfolio Investor Class

4.3

4.3

VIP Value Portfolio Investor Class

9.5

10.3

VIP Value Strategies Portfolio Investor Class

3.9

4.3

64.9

65.6

International Equity Funds

VIP Overseas Portfolio Investor Class R

16.5

16.4

High Yield Fixed-Income Funds

VIP High Income Portfolio Investor Class

7.6

7.5

Investment Grade Fixed-Income Funds

VIP Investment Grade Bond Portfolio Investor Class

11.0

10.5

100.0

100.0

Asset Allocation (% of fund's investments)

Current

Domestic Equity Funds

64.9%

International Equity Funds

16.5%

Investment Grade Fixed-Income Funds

11.0%

High Yield Fixed-Income Funds

7.6%

Six months ago

Domestic Equity Funds

65.6%

International Equity Funds

16.4%

Investment Grade Fixed-Income Funds

10.5%

High Yield Fixed-Income Funds

7.5%

Expected

Domestic Equity Funds

64.6%

International Equity Funds

16.2%

Investment Grade Fixed-Income Funds

11.7%

High Yield Fixed-Income Funds

7.5%

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2007. The current allocation is based on the fund's holdings as of December 31, 2007. The expected allocation represents the fund's anticipated allocation at June 30, 2008.

VIP Investor Freedom Portfolios

VIP Investor Freedom 2030 Portfolio

Investments December 31, 2007

Showing Percentage of Total Value of Investment in Securities

Equity Funds - 81.4%

Shares

Value

Domestic Equity Funds - 64.9%

VIP Contrafund Portfolio Investor Class

122,489

$ 3,407,654

VIP Equity-Income Portfolio Investor Class

146,728

3,499,455

VIP Growth & Income Portfolio
Investor Class

225,141

3,818,389

VIP Growth Portfolio Investor Class

90,718

4,082,313

VIP Mid Cap Portfolio Investor Class

37,605

1,356,415

VIP Value Portfolio Investor Class

226,666

2,967,051

VIP Value Strategies Portfolio
Investor Class

98,366

1,232,520

TOTAL DOMESTIC EQUITY FUNDS

20,363,797

International Equity Funds - 16.5%

VIP Overseas Portfolio Investor Class R

204,762

5,172,285

TOTAL EQUITY FUNDS

(Cost $24,573,951)

25,536,082

Fixed-Income Funds - 18.6%

High Yield Fixed - Income Funds - 7.6%

VIP High Income Portfolio Investor Class

396,591

2,363,679

Investment Grade Fixed - Income Funds - 11.0%

VIP Investment Grade Bond Portfolio Investor Class

271,389

3,454,777

TOTAL FIXED-INCOME FUNDS

(Cost $5,901,188)

5,818,456

TOTAL INVESTMENT IN SECURITIES - 100%

(Cost $30,475,139)

$ 31,354,538

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

Annual Report

VIP Investor Freedom 2030 Portfolios

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value
(cost $30,475,139) - See accompanying schedule

$ 31,354,538

Cash

47

Receivable for investments sold

7,963

Total assets

31,362,548

Liabilities

Payable for investments purchased

$ 31

Payable for fund shares redeemed

7,963

Total liabilities

7,994

Net Assets

$ 31,354,554

Net Assets consist of:

Paid in capital

$ 28,637,439

Undistributed net investment income

187,593

Accumulated undistributed net realized gain (loss) on investments

1,650,123

Net unrealized appreciation (depreciation) on investments

879,399

Net Assets, for 2,512,888 shares outstanding

$ 31,354,554

Net Asset Value, offering price
and redemption price
per share ($31,354,554 ÷ 2,512,888 shares)

$ 12.48

Statement of Operations

Year ended December 31, 2007

Investment Income

Income distributions from underlying funds

$ 584,841

Expenses

Independent trustees' compensation

$ 80

Total expenses before reductions

80

Expense reductions

(80)

0

Net investment income (loss)

584,841

Realized and Unrealized Gain (Loss)

Realized gain (loss) on sale of underlying fund shares

(59,509)

Capital gain distributions from underlying funds

1,716,807

1,657,298

Change in net unrealized appreciation (depreciation) on underlying funds

53,600

Net gain (loss)

1,710,898

Net increase (decrease) in net assets resulting from operations

$ 2,295,739

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

VIP Investor Freedom Portfolios

Statement of Changes in Net Assets

Year ended
December 31,
2007

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 584,841

$ 179,772

Net realized gain (loss)

1,657,298

325,802

Change in net unrealized appreciation (depreciation)

53,600

707,059

Net increase (decrease) in net assets resulting from operations

2,295,739

1,212,633

Distributions to shareholders from net investment income

(576,568)

(27,477)

Distributions to shareholders from net realized gain

(332,759)

-

Total distributions

(909,327)

(27,477)

Share transactions
Proceeds from sales of shares

16,624,940

11,916,673

Reinvestment of distributions

909,327

27,477

Cost of shares redeemed

(2,293,642)

(3,100,146)

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

15,240,625

8,844,004

Total increase (decrease) in net assets

16,627,037

10,029,160

Net Assets

Beginning of period

14,727,517

4,698,357

End of period (including undistributed net investment income of $187,593 and undistributed net investment income of $179,319, respectively)

$ 31,354,554

$ 14,727,517

Other Information

Shares

Sold

1,365,083

1,090,895

Issued in reinvestment of distributions

75,740

2,602

Redeemed

(184,626)

(287,600)

Net increase (decrease)

1,256,197

805,897

Financial Highlights

Years ended December 31,

2007

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 11.72

$ 10.42

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.30

.20

.15

Net realized and unrealized gain (loss)

.99

1.16

.27

Total from investment operations

1.29

1.36

.42

Distributions from net investment income

(.29)

(.06)

-

Distributions from net realized gain

(.24)

-

-

Total distributions

(.53)

(.06)

-

Net asset value, end of period

$ 12.48

$ 11.72

$ 10.42

Total Return B, C, D

11.28%

13.12%

4.20%

Ratios to Average Net Assets F, H

Expenses before reductions

.00%

.00%

.00% A

Expenses net of fee waivers, if any

.00%

.00%

.00% A

Expenses net of all reductions

.00%

.00%

.00% A

Net investment income (loss)

2.41%

1.84%

3.69% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 31,355

$ 14,728

$ 4,698

Portfolio turnover rate

12%

36%

1%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F Amounts do not include the activity of the underlying funds.

G For the period August 3, 2005 (commencement of operations) to December 31, 2005.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund but do not include expenses of the investment companies in which the Fund invests.

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP Investor Freedom Income Portfolio, VIP Investor Freedom 2005 Portfolio, VIP Investor Freedom 2010 Portfolio, VIP Investor Freedom 2015 Portfolio, VIP Investor Freedom 2020 Portfolio, VIP Investor Freedom 2025 Portfolio and VIP Investor Freedom 2030 Portfolio (the Funds) are funds of Variable Insurance Products Fund V (formerly of Variable Insurance Products Fund IV). Effective April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Funds reorganized into Variable Insurance Products Fund V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Funds' investment strategies or Fidelity Management & Research Company's (FMR) management of the Funds. The Variable Insurance Products Fund V (the trust) (referred to in this report as Fidelity Variable Insurance Products) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. The Funds invest primarily in a combination of other VIP equity, fixed income, and short-term funds (the Underlying Funds) managed by Fidelity Management & Research Company (FMR). Shares of each Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts.

2. Significant Accounting Policies.

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

Security Valuation. Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Investments in the Underlying Funds are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost, which approximates value.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Income and capital gain distributions from the Underlying Funds, if any, are recorded on the ex-dividend date. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each fund in the trust. Expenses included in the accompanying financial statements reflect the expenses of each Fund and do not include any expenses associated with the Underlying Funds. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Income Tax Information and Distributions to Shareholders. Each year, each Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. Each Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Funds' federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds and losses deferred due to wash sales.

VIP Investor Freedom Portfolios

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows for each Fund:

Cost for Federal
Income Tax Purposes

Unrealized
Appreciation

Unrealized
Depreciation

Net Unrealized
Appreciation/
(Depreciation)

VIP Investor Freedom Income

$ 19,849,725

$ 462,459

$ (220,906)

$ 241,553

VIP Investor Freedom 2005

8,313,652

418,544

(164,064)

254,480

VIP Investor Freedom 2010

55,673,494

2,678,809

(1,154,638)

1,524,171

VIP Investor Freedom 2015

59,084,183

3,464,378

(1,177,936)

2,286,442

VIP Investor Freedom 2020

73,728,104

4,686,488

(2,046,015)

2,640,473

VIP Investor Freedom 2025

27,859,395

1,611,635

(883,552)

728,083

VIP Investor Freedom 2030

30,475,611

1,958,573

(1,079,646)

878,927

Undistributed
Ordinary Income

Undistributed Long-term Capital Gain

VIP Investor Freedom Income

$ 90,215

$ 166,146

VIP Investor Freedom 2005

93,894

205,327

VIP Investor Freedom 2010

537,232

1,340,947

VIP Investor Freedom 2015

751,938

1,826,677

VIP Investor Freedom 2020

1,084,559

2,645,141

VIP Investor Freedom 2025

355,833

974,874

VIP Investor Freedom 2030

640,782

1,197,406

The tax character of distributions paid was as follows:

December 31, 2007

Ordinary Income

Long-term
Capital Gains

Total

VIP Investor Freedom Income

$ 867,589

$ 55,382

$ 922,971

VIP Investor Freedom 2005

297,308

52,458

349,766

VIP Investor Freedom 2010

1,809,124

342,122

2,151,246

VIP Investor Freedom 2015

1,948,688

556,535

2,505,223

VIP Investor Freedom 2020

2,273,037

759,251

3,032,288

VIP Investor Freedom 2025

771,186

252,951

1,024,137

VIP Investor Freedom 2030

604,298

305,029

909,327

December 31, 2006

Ordinary Income

VIP Investor Freedom Income

$ 18,224

VIP Investor Freedom 2005

11,222

VIP Investor Freedom 2010

47,558

VIP Investor Freedom 2015

37,916

VIP Investor Freedom 2020

71,710

VIP Investor Freedom 2025

16,468

VIP Investor Freedom 2030

27,477

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Funds' financial statement disclosures.

3. Operating Policies.

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

Annual Report

Notes to Financial Statements - continued

4. Purchases and Sales of Investments.

Purchases and redemptions of the Underlying Fund shares are noted in the table below.

Purchases ($)

Redemptions ($)

VIP Investor Freedom Income

14,819,295

5,855,376

VIP Investor Freedom 2005

7,421,387

3,704,442

VIP Investor Freedom 2010

31,924,746

6,227,125

VIP Investor Freedom 2015

28,475,628

7,230,576

VIP Investor Freedom 2020

36,119,559

7,363,080

VIP Investor Freedom 2025

16,280,490

2,257,371

VIP Investor Freedom 2030

19,431,952

2,798,975

5. Fees and Other Transactions with Affiliates.

Management Fee. Strategic Advisers, Inc. (Strategic Advisers), an affiliate of FMR, provides the Funds with investment management related services. The Funds do not pay any fees for these services.

Other Transactions. Strategic Advisers has entered into an administration agreement with FMR under which FMR provides management and administrative services (other than investment advisory services) necessary for the operation of each Fund. Pursuant to this agreement, FMR pays all expenses of each Fund, excluding the compensation of the independent Trustees and certain other expenses such as interest expense. FMR also contracts with other Fidelity companies to perform the services necessary for the operation of each Fund. The Funds do not pay any fees for these services.

6. Expense Reductions.

FMR voluntarily agreed to reimburse Funds to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

The following Funds were in reimbursement during the period:

Expense
Limitations

Reimbursement
from adviser

VIP Investor Freedom Income

0%

$ 51

VIP Investor Freedom 2005

0%

23

VIP Investor Freedom 2010

0%

146

VIP Investor Freedom 2015

0%

172

VIP Investor Freedom 2020

0%

214

VIP Investor Freedom 2025

0%

71

VIP Investor Freedom 2030

0%

80

7. Other.

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

At the end of the period, FMR or its affiliates were owners of record of more than 10% of the outstanding shares of the following funds:

Affiliated %

VIP Investor Freedom Income

100%

VIP Investor Freedom 2005

100%

VIP Investor Freedom 2010

100%

VIP Investor Freedom 2015

100%

VIP Investor Freedom 2020

100%

VIP Investor Freedom 2025

100%

VIP Investor Freedom 2030

100%

VIP Investor Freedom Portfolios

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products V and the Shareholders of VIP Investor Freedom Income Portfolio, VIP Investor Freedom 2005 Portfolio, VIP Investor Freedom 2010 Portfolio, VIP Investor Freedom 2015 Portfolio, VIP Investor Freedom 2020 Portfolio, VIP Investor Freedom 2025 Portfolio, VIP Investor Freedom 2030 Portfolio:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of VIP Investor Freedom Income Portfolio, VIP Investor Freedom 2005 Portfolio, VIP Investor Freedom 2010 Portfolio, VIP Investor Freedom 2015 Portfolio, VIP Investor Freedom 2020 Portfolio, VIP Investor Freedom 2025 Portfolio and VIP Investor Freedom 2030 Portfolio (the Funds), each a fund of Variable Insurance Products V Trust at December 31, 2007, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2007 by correspondence with the transfer agent provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts
February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. If the interests of a fund and an underlying Fidelity fund were to diverge, a conflict of interest could arise and affect how the Trustees and Members of the Advisory Board fulfill their fiduciary duties to the affected funds. Strategic Advisers has structured the funds to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers, the Trustees, and Members of the Advisory Board would take reasonable steps to minimize and, if possible, eliminate the conflict. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-208-0098.

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Edward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2006

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Ren Y. Cheng (50)

Year of Election or Appointment: 2007

Vice President of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Cheng also serves as Vice President of certain Asset Allocation Funds (2007-present). Mr. Cheng is Chief Investment Officer of the Global Asset Allocation group (2007-present). Mr. Cheng also serves as Vice President of FMR and FMR Co., Inc. Mr. Cheng served as Managing Director of the Global Asset Allocation group (2005-2007). Previously, Mr. Cheng served as a portfolio manager for the Fidelity Freedom Funds.

Boyce I. Greer (51)

Year of Election or Appointment: 2005

Vice President of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Eric D. Roiter (59)

Year of Election or Appointment: 2005

Secretary of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2005

Chief Compliance Officer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Investor Freedom Income, VIP Investor Freedom 2005, VIP Investor Freedom 2010, VIP Investor Freedom 2015, VIP Investor Freedom 2020, VIP Investor Freedom 2025, and VIP Investor Freedom 2030. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annusl Report

Distributions

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

Pay Date

Record Date

Dividends

Capital Gains

VIP Investor Freedom Income Portfolio

02/15/08

02/15/08

$0.000

$0.140

VIP Investor Freedom 2005 Portfolio

02/15/08

02/15/08

$0.000

$0.425

VIP Investor Freedom 2010 Portfolio

02/15/08

02/15/08

$0.000

$0.380

VIP Investor Freedom 2015 Portfolio

02/15/08

02/15/08

$0.010

$0.500

VIP Investor Freedom 2020 Portfolio

02/15/08

02/15/08

$0.010

$0.585

VIP Investor Freedom 2025 Portfolio

02/15/08

02/15/08

$0.000

$0.590

VIP Investor Freedom 2030 Portfolio

02/15/08

02/15/08

$0.070

$0.620

The funds hereby designate as capital gain dividend the amounts noted below for the taxable year ended December 31, 2007, or, if subsequently determined to be different, the net capital gain of such year.

Fund

VIP Investor Freedom Income Portfolio

$ 169,402

VIP Investor Freedom 2005 Portfolio

$ 206,231

VIP Investor Freedom 2010 Portfolio

$ 1,340,947

VIP Investor Freedom 2015 Portfolio

$ 1,841,087

VIP Investor Freedom 2020 Portfolio

$ 2,645,141

VIP Investor Freedom 2025 Portfolio

$ 980,947

VIP Investor Freedom 2030 Portfolio

$ 1,201,162

A percentage of the dividends distributed during the fiscal year for the following funds qualifies for the dividends-received deduction for corporate shareholders:

VIP Investor Freedom Income Portfolio

02/09/07

7%

12/28/07

6%

VIP Investor Freedom 2005 Portfolio

02/09/07

17%

12/28/07

16%

VIP Investor Freedom 2010 Portfolio

02/09/07

18%

12/28/07

17%

VIP Investor Freedom 2015 Portfolio

02/09/07

25%

12/28/07

20%

VIP Investor Freedom 2020 Portfolio

02/09/07

30%

12/28/07

26%

VIP Investor Freedom 2025 Portfolio

02/09/07

32%

12/28/07

27%

VIP Investor Freedom 2030 Portfolio

02/09/07

32%

12/28/07

32%

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

VIP Investor Freedom Portfolios

Board Approval of Investment Advisory Contracts and Management Fees

VIP Investor Freedom Funds

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and administration agreement (together, the Advisory Contracts) for each fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Equity Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its July 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for each fund. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contracts is consistent with Fidelity's fiduciary duty under applicable law. In reaching its determination, the Board is aware that shareholders in each fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that each fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in that fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Strategic Advisers, Inc. (Strategic Advisers), and the administrator, FMR, including the backgrounds of the funds' portfolio managers and the funds' investment objectives and disciplines. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of Strategic Advisers' investment staff, their use of technology, and Strategic Advisers' and FMR's approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by FMR and its affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for each fund; (ii) the nature and extent of FMR's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, each fund's compliance policies and procedures.

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in July 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance and Compliance. The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance, as well as each fund's relative investment performance measured against a proprietary custom index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare any of the funds' performance. Because each fund had been in existence less than three calendar years, for each fund the following chart considered by the Board shows, for the one-year period ended December 31, 2006, the fund's total return and the total return of a proprietary custom index ("benchmark"). For each fund, the proprietary custom index is an index developed by FMR that represents the performance of the fund's asset classes according to their respective weightings, (for each fund other than VIP Investor Freedom Income Portfolio) adjusted on June 30 and December 31 of each calendar year to reflect the fund's increasingly conservative asset allocations.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Investor Freedom 2005 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Investor Freedom 2010 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Investor Freedom Portfolios

VIP Investor Freedom 2015 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Investor Freedom 2020 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Investor Freedom 2025 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Investor Freedom 2030 Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

VIP Investor Freedom Portfolios

VIP Investor Freedom Income Portfolio



The Board stated that the relative investment performance of the fund was lower than its benchmark for the period shown. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board noted that the funds do not pay Strategic Advisers a management fee for investment advisory services. The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how each fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Investor Freedom 2005 Portfolio



VIP Investor Freedom 2010 Portfolio



VIP Investor Freedom Portfolios

VIP Investor Freedom 2015 Portfolio



VIP Investor Freedom 2020 Portfolio



Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Investor Freedom 2025 Portfolio



VIP Investor Freedom 2030 Portfolio



VIP Investor Freedom Portfolios

VIP Investor Freedom Income Portfolio



The Board noted that each fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006.

In its review of each fund's total expenses, the Board noted that each fund invests in Investor Class of the underlying fund to avoid charging fund-paid 12b-1 fees at both fund levels. The Board considered that the funds do not pay transfer agency fees. Instead, Investor Class of each underlying fund bears its pro rata portion of each fund's transfer agency fee according to the percentage of each fund's assets invested in that underlying fund. The Board further noted that FMR pays all other expenses of each fund, with limited exceptions.

The Board noted that each fund's total expenses ranked below its competitive median for 2006.

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

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

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each underlying fund.

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

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of each fund were not relevant to the renewal of each fund's Advisory Contracts because the funds do not pay management fees and FMR pays all other expenses of each fund, with limited exceptions.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of each fund's Advisory Contracts because the funds do not pay management fees and FMR pays all other expenses of each fund, with limited exceptions.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) Fidelity's portfolio manager compensation structure, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (iii) Fidelity's fee structures; (iv) the funds' sub-advisory arrangements; and (v) accounts managed by Fidelity other than the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

VIP Investor Freedom Portfolios

Annual Report

VIP Investor Freedom Portfolios

Annual Report

Investment Adviser

Strategic Advisers, Inc.
Boston, MA

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

VIPIFF-ANN-0208
1.814507.102

Fidelity® Variable Insurance Products:
Strategic Income Portfolio

Annual Report

December 31, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

Trustees and Officers

<Click Here>

Distributions

<Click Here>

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

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. Performance numbers are net of all underlying fund operating expenses, but do not include any insurance charges imposed by your insurance company's separate account. If performance information included the effect of these additional charges, the total returns would have been lower. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended December 31, 2007

Past 1
year

Life of
fund
A

VIP Strategic Income - Initial Class

5.59%

6.24%

VIP Strategic Income - Service Class B

5.51%

6.12%

VIP Strategic Income - Service Class 2 C

5.45%

5.97%

VIP Strategic Income - Investor Class D

5.55%

6.21%

A From December 23, 2003.

B Performance for Service Class shares reflects an asset-based service fee (12b-1 fee).

C Performance for Service Class 2 shares reflects an asset-based service fee (12b-1 fee).

D The initial offering of Investor Class shares took place on July 21, 2005. Returns prior to July 21, 2005 are those of Initial Class. If Investor Class's transfer agent fee had been reflected, returns prior to July 21, 2005 would have been lower.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Strategic Income Portfolio - Initial Class on December 23, 2003, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Merrill Lynch U.S. High Yield Master II Constrained Index performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Derek Young, who became sole Lead Manager of VIP Strategic Income Portfolio on September 4, 2007

It was a year of contrasts in the bond markets. Robust global economic growth during the first half of the year ending December 31, 2007, boosted yields and pushed bond prices lower across the world's four major bond categories. By midyear, however, concerns about a weaker U.S. economy, the subprime-mortgage-related "credit crunch" and the Federal Reserve Board's moves to reduce interest rates sparked a flight to higher-quality fixed-income securities. Against this volatile backdrop, the U.S. government debt market, as represented by the Lehman Brothers® U.S. Government Index, gained 8.66%. The Citigroup® Non-U.S. Group of 7 Index - a gauge of the debt performance of major economies outside the United States - rose 13.05%. Emerging-markets debt results were slightly more muted, as the J.P. Morgan Emerging Markets Bond Index Global rose 6.28%. U.S. high-yield bonds fared worst, with the market's diminishing appetite for risk causing prices to fall, as demonstrated by the anemic 2.53% increase of the Merrill Lynch® U.S. High Yield Master II Constrained Index.

During the past year, the portfolio lagged slightly behind the 6.52% return of the Fidelity Strategic Income Composite Index. (For specific portfolio performance results, please refer to the performance section of this report.) Each of the four debt categories had positive absolute returns, and a defensive strategy of underweighting the higher-risk areas of high-yield and emerging-markets debt helped relative results. However, during a highly volatile period in the bond markets, each of the individual subportfolios underperformed its respective benchmark due to sub-par security selection. In the case of the high-yield allocation, an underweighting helped, although the small portion of high-yield assets that was allocated to the Fidelity® Floating Rate Central Fund - a group of assets that is better collateralized than high yield but tends to fare less well when interest rates are falling - offset most of the positive effects of that underweighting. On average, the fund maintained more or less neutral weightings in both the U.S. government and developed-markets debt categories, although those weightings were increased as the period progressed in order to impart a greater quality bias to the fund's asset allocation strategy. Favorable currency movements also helped absolute performance.

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

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2007 to December 31, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The estimate of expenses does not include any fees or other expenses of any variable annuity or variable life insurance product. If they were, the estimate of expenses you paid during the period would be higher, and your ending account value would be lower. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

Beginning
Account Value
July 1, 2007

Ending
Account Value
December 31, 2007

Expenses Paid
During Period
*
July 1, 2007 to
December 31, 2007

Initial Class

Actual

$ 1,000.00

$ 1,037.40

$ 3.59

HypotheticalA

$ 1,000.00

$ 1,021.68

$ 3.57

Service Class

Actual

$ 1,000.00

$ 1,037.60

$ 4.11

HypotheticalA

$ 1,000.00

$ 1,021.17

$ 4.08

Service Class 2

Actual

$ 1,000.00

$ 1,036.90

$ 4.88

HypotheticalA

$ 1,000.00

$ 1,020.42

$ 4.84

Investor Class

Actual

$ 1,000.00

$ 1,038.00

$ 4.01**

HypotheticalA

$ 1,000.00

$ 1,021.27

$ 3.97**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Annualized
Expense Ratio

Initial Class

.70%

Service Class

.80%

Service Class 2

.95%

Investor Class

.78%**

** If changes to transfer agent contracts, effective February 1, 2008 had been in effect during the entire period, the annualized expense ratio would have been .74% and the expenses paid in the actual and hypothetical examples above would have been $3.80 and $3.77, respectively.

Annual Report

Investment Changes

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each Fidelity Central Fund.

Top Five Holdings as of December 31, 2007

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

U.S. Treasury Obligations

15.9

12.1

Fannie Mae

9.9

10.8

Freddie Mac

5.8

5.5

German Federal Republic

3.3

0.2

Japan Government

2.7

2.2

37.6

Top Five Market Sectors as of December 31, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

7.7

8.6

Financials

5.5

6.0

Information Technology

4.8

4.3

Telecommunication Services

4.7

5.1

Energy

3.5

3.3

Quality Diversification (% of fund's net assets) as of December 31, 2007

As of December 31, 2007

As of June 30, 2007

U.S. Government
and U.S. Government Agency Obligations 34.6%

U.S. Government
and U.S. Government Agency Obligations 30.3%

AAA,AA,A 13.9%

AAA,AA,A 13.4%

BBB 5.2%

BBB 4.3%

BB 14.0%

BB 14.8%

B 17.8%

B 16.7%

CCC,CC,C 5.5%

CCC,CC,C 5.9%

D 0.0%

D 0.1%

Not Rated 1.4%

Not Rated 3.8%

Equities 0.3%

Equities 0.5%

Short-Term
Investments and
Net Other Assets 7.3%

Short-Term
Investments and
Net Other Assets 10.2%

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

Asset Allocation (% of fund's net assets)

As of December 31, 2007 *

As of June 30, 2007 * *

Preferred Securities 0.7%

Preferred Securities 0.7%

Corporate Bonds 29.3%

Corporate Bonds 28.1%

U.S. Government
and U.S. Government Agency Obligations 34.6%

U.S. Government
and U.S. Government Agency Obligations 30.3%

Foreign Government & Government Agency Obligations 18.9%

Foreign Government & Government Agency Obligations 19.7%

Floating Rate Loans 8.4%

Floating Rate Loans 10.2%

Stocks 0.3%

Stocks 0.5%

Other Investments 0.5%

Other Investments 0.3%

Short-Term
Investments and
Net Other Assets 7.3%

Short-Term
Investments and
Net Other Assets 10.2%

* Foreign investments

30.3%

* * Foreign investments

27.7%

* Swaps

4.1%

** Swaps

1.4%

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds is available at advisor.fidelity.com.

Annual Report

Investments December 31, 2007

Showing Percentage of Net Assets

Corporate Bonds - 29.0%

Principal Amount (d)

Value

Convertible Bonds - 0.0%

INFORMATION TECHNOLOGY - 0.0%

Semiconductors & Semiconductor Equipment - 0.0%

ON Semiconductor Corp. 0% 4/15/24

$ 20,000

$ 21,676

Nonconvertible Bonds - 29.0%

CONSUMER DISCRETIONARY - 4.6%

Auto Components - 0.1%

Affinia Group, Inc. 9% 11/30/14

170,000

149,600

Visteon Corp. 7% 3/10/14

400,000

300,000

449,600

Automobiles - 0.3%

DaimlerChrysler NA Holding Corp. 4.375% 3/16/10

EUR

100,000

144,107

General Motors Corp.:

7.125% 7/15/13

330,000

286,275

7.2% 1/15/11

345,000

317,400

8.375% 7/5/33

EUR

50,000

56,582

8.375% 7/15/33

530,000

427,975

1,232,339

Diversified Consumer Services - 0.1%

Affinion Group, Inc. 11.5% 10/15/15

175,000

171,500

Hotels, Restaurants & Leisure - 0.9%

Cap Cana SA 9.625% 11/3/13 (g)

100,000

96,500

Carrols Corp. 9% 1/15/13

355,000

322,163

Gaylord Entertainment Co.:

6.75% 11/15/14

130,000

122,525

8% 11/15/13

100,000

99,625

Mandalay Resort Group:

6.375% 12/15/11

80,000

78,800

6.5% 7/31/09

20,000

20,000

MGM Mirage, Inc.:

6% 10/1/09

40,000

39,600

6.625% 7/15/15

235,000

219,725

6.75% 9/1/12

45,000

43,875

6.75% 4/1/13

50,000

48,250

6.875% 4/1/16

75,000

70,500

7.5% 6/1/16

110,000

108,350

8.5% 9/15/10

50,000

51,750

Mohegan Tribal Gaming Authority 6.875% 2/15/15

100,000

94,000

OSI Restaurant Partners, Inc. 10% 6/15/15 (g)

655,000

494,525

Scientific Games Corp. 6.25% 12/15/12

40,000

38,600

Principal Amount (d)

Value

Shingle Springs Tribal Gaming Authority 9.375% 6/15/15 (g)

$ 100,000

$ 97,000

Six Flags, Inc.:

8.875% 2/1/10

245,000

198,450

9.625% 6/1/14

75,000

55,875

9.75% 4/15/13

470,000

359,550

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

95,000

93,575

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

23,000

21,850

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

45,000

46,800

Vail Resorts, Inc. 6.75% 2/15/14

225,000

221,625

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

0% 1/15/13 (e)

230,000

154,100

9% 1/15/12

30,000

24,000

Waterford Gaming LLC/Waterford Gaming Finance Corp. 8.625% 9/15/14 (g)

88,000

86,680

3,308,293

Household Durables - 0.0%

Urbi, Desarrollos Urbanos, SA de CV 8.5% 4/19/16 (g)

115,000

117,300

Leisure Equipment & Products - 0.0%

Riddell Bell Holdings, Inc. 8.375% 10/1/12

40,000

36,500

Media - 2.3%

AMC Entertainment, Inc. 11% 2/1/16

120,000

126,000

BSkyB Finance UK Ltd. (Reg. S) 5.75% 10/20/17

GBP

75,000

143,615

Cablemas SA de CV 9.375% 11/15/15 (Reg. S)

300,000

322,500

CanWest Media, Inc. 8% 9/15/12

40,000

37,800

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

11% 10/1/15

865,000

704,975

11% 10/1/15

85,000

68,000

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

Series B, 10.25% 9/15/10

180,000

176,400

10.25% 9/15/10

130,000

126,750

CSC Holdings, Inc.:

6.75% 4/15/12

70,000

67,550

7.625% 7/15/18

130,000

119,438

7.875% 2/15/18

286,000

263,478

EchoStar Communications Corp.:

6.375% 10/1/11

45,000

44,663

6.625% 10/1/14

790,000

780,125

7.125% 2/1/16

270,000

272,700

Haights Cross Communications, Inc. 0% 8/15/11 (e)

20,000

16,800

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - continued

iesy Repository GmbH 10.375% 2/15/15 (g)

$ 50,000

$ 52,000

Lamar Media Corp. 6.625% 8/15/15 (g)

770,000

739,200

Liberty Media Corp.:

5.7% 5/15/13

300,000

275,625

8.25% 2/1/30

320,000

307,085

8.5% 7/15/29

980,000

959,903

MediMedia USA, Inc. 11.375% 11/15/14 (g)

50,000

51,500

PanAmSat Corp.:

9% 8/15/14

285,000

286,425

9% 6/15/16

120,000

120,600

Rainbow National LLC & RNS Co. Corp.:

8.75% 9/1/12 (g)

110,000

112,750

10.375% 9/1/14 (g)

385,000

416,763

The Reader's Digest Association, Inc. 9% 2/15/17 (g)

160,000

135,200

TL Acquisitions, Inc. 10.5% 1/15/15 (g)

1,290,000

1,238,400

Videotron Ltee 6.875% 1/15/14

125,000

121,563

WPP Group plc 6% 4/4/17

GBP

75,000

147,427

8,235,235

Multiline Retail - 0.1%

The Bon-Ton Department Stores, Inc. 10.25% 3/15/14

445,000

340,425

Specialty Retail - 0.6%

AutoNation, Inc.:

7% 4/15/14

255,000

242,250

7.2425% 4/15/13 (j)

60,000

56,250

Burlington Coat Factory Warehouse Corp. 11.125% 4/15/14

260,000

208,650

Claire's Stores, Inc.:

9.25% 6/1/15 (g)

315,000

218,138

9.625% 6/1/15 pay-in-kind (g)

360,000

230,400

Michaels Stores, Inc.:

0% 11/1/16 (e)

30,000

16,800

10% 11/1/14

260,000

249,600

11.375% 11/1/16

785,000

730,050

1,952,138

Textiles, Apparel & Luxury Goods - 0.2%

Levi Strauss & Co.:

8.875% 4/1/16

385,000

373,450

9.75% 1/15/15

290,000

289,275

662,725

TOTAL CONSUMER DISCRETIONARY

16,506,055

Principal Amount (d)

Value

CONSUMER STAPLES - 0.5%

Beverages - 0.0%

Cerveceria Nacional Dominicana C por A 16% 3/27/12 (g)

$ 100,000

$ 99,960

Food & Staples Retailing - 0.1%

Rite Aid Corp.:

9.375% 12/15/15

170,000

139,825

9.5% 6/15/17

250,000

206,875

346,700

Food Products - 0.2%

Bertin Ltda. 10.25% 10/5/16 (g)

100,000

105,000

Gruma SA de CV 7.75%

335,000

328,300

Hines Nurseries, Inc. 10.25% 10/1/11

120,000

90,900

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

25,000

23,750

Reddy Ice Holdings, Inc. 0% 11/1/12 (e)

130,000

120,900

Smithfield Foods, Inc. 7.75% 7/1/17

170,000

164,475

833,325

Household Products - 0.1%

Central Garden & Pet Co. 9.125% 2/1/13

75,000

65,250

Procter & Gamble Co. 4.875% 10/24/11

EUR

100,000

145,939

211,189

Personal Products - 0.0%

Elizabeth Arden, Inc. 7.75% 1/15/14

40,000

39,200

Tobacco - 0.1%

BAT Holdings BV 4.375% 9/15/14

EUR

115,000

156,014

TOTAL CONSUMER STAPLES

1,686,388

ENERGY - 2.9%

Energy Equipment & Services - 0.2%

CHC Helicopter Corp. 7.375% 5/1/14

240,000

226,200

Complete Production Services, Inc. 8% 12/15/16

130,000

125,450

Helix Energy Solutions Group, Inc. 9.5% 1/15/16 (g)

240,000

244,200

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

60,000

63,300

Seabulk International, Inc. 9.5% 8/15/13

135,000

142,763

801,913

Oil, Gas & Consumable Fuels - 2.7%

ANR Pipeline, Inc. 7.375% 2/15/24

115,000

125,876

Atlas Pipeline Partners LP 8.125% 12/15/15

70,000

69,300

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Berry Petroleum Co. 8.25% 11/1/16

$ 150,000

$ 153,000

Chaparral Energy, Inc.:

8.5% 12/1/15

130,000

116,675

8.875% 2/1/17 (g)

110,000

99,275

Chesapeake Energy Corp.:

6.5% 8/15/17

460,000

443,900

6.875% 11/15/20

390,000

374,400

7.5% 9/15/13

40,000

41,000

7.5% 6/15/14

35,000

35,700

7.625% 7/15/13

430,000

445,050

Colorado Interstate Gas Co. 6.8% 11/15/15

260,000

273,650

Connacher Oil and Gas Ltd. 10.25% 12/15/15 (g)

270,000

269,676

Drummond Co., Inc. 7.375% 2/15/16 (g)

140,000

129,850

ENI SpA 4.75% 11/14/17

EUR

300,000

420,495

EXCO Resources, Inc. 7.25% 1/15/11

10,000

9,625

Gaz Capital SA (Luxembourg):

6.58% 10/31/13

GBP

50,000

94,823

6.605% 2/13/18

EUR

50,000

70,261

Harvest Operations Corp. 7.875% 10/15/11

50,000

47,000

InterNorth, Inc. 9.625% 3/16/06 (c)

100,000

18,000

Mariner Energy, Inc. 8% 5/15/17

80,000

76,200

Massey Energy Co. 6.875% 12/15/13

425,000

401,625

OPTI Canada, Inc. 7.875% 12/15/14 (g)

310,000

303,428

Pan American Energy LLC 7.75% 2/9/12 (g)

240,000

236,400

Peabody Energy Corp.:

7.375% 11/1/16

300,000

306,000

7.875% 11/1/26

300,000

304,500

Pemex Project Funding Master Trust:

5.75% 3/1/18 (g)

110,000

109,670

6.625% 6/15/35

260,000

271,050

6.625% 6/15/35 (g)

75,000

78,300

Petrohawk Energy Corp. 9.125% 7/15/13

310,000

326,275

Petroleos de Venezuela SA:

5.25% 4/12/17

825,000

588,638

5.375% 4/12/27

905,000

552,050

Petrozuata Finance, Inc.:

7.63% 4/1/09 (g)

378,879

379,826

8.22% 4/1/17 (g)

425,000

442,000

Range Resources Corp. 7.375% 7/15/13

100,000

102,000

Principal Amount (d)

Value

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

$ 145,000

$ 147,175

Southern Star Central Corp. 6.75% 3/1/16

90,000

86,850

Targa Resources, Inc./Targa Resources Finance Corp. 8.5% 11/1/13 (g)

70,000

67,550

Tennessee Gas Pipeline Co.:

7% 10/15/28

20,000

20,642

7.5% 4/1/17

445,000

487,231

7.625% 4/1/37

50,000

55,465

8.375% 6/15/32

40,000

46,350

TNK-BP Finance SA 6.875% 7/18/11 (g)

300,000

296,640

Venoco, Inc. 8.75% 12/15/11

70,000

69,300

W&T Offshore, Inc. 8.25% 6/15/14 (g)

310,000

291,400

YPF SA 10% 11/2/28

240,000

267,600

9,551,721

TOTAL ENERGY

10,353,634

FINANCIALS - 4.9%

Capital Markets - 0.2%

Lehman Brothers Holdings, Inc. 5.375% 10/17/12

EUR

100,000

138,895

Morgan Stanley 4.953% 7/20/12 (j)

EUR

150,000

207,899

Nuveen Investments, Inc. 10.5% 11/15/15 (g)

340,000

336,600

683,394

Commercial Banks - 1.1%

Alliance & Leicester PLC 4.25% 12/30/08

GBP

70,000

134,878

Banca Popolare di Bergamo 8.364% (j)

EUR

125,000

194,166

Banca Popolare di Lodi Investor Trust III 6.742% (j)

EUR

50,000

69,212

Bancaja Emisiones SA 4.625% (j)

EUR

100,000

111,418

Banco de Credito Del Peru 7.17% 10/15/22 (g)(j)

PEN

430,000

144,863

City of Kiev 8.75% 8/8/08 (Issued by Dresdner Bank AG for City of Kiev)

100,000

100,880

Development Bank of Philippines 8.375% (j)

300,000

312,000

Eksportfinans AS 4.375% 9/20/10

EUR

200,000

290,421

EXIM of Ukraine 7.75% 9/23/09 (Issued by Dresdner Bank AG for EXIM Ukraine)

200,000

202,500

Export-Import Bank of India 1.5081% 6/7/12 (j)

JPY

20,000,000

178,613

Intesa Sanpaolo SpA 6.375% 11/12/17 (j)

GBP

100,000

195,075

JPMorgan Chase Bank 4.375% 11/30/21 (j)

EUR

100,000

126,413

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Commercial Banks - continued

Kyivstar GSM:

7.75% 4/27/12 (Issued by Dresdner Bank AG for Kyivstar GSM) (g)

$ 200,000

$ 199,500

10.375% 8/17/09 (Issued by Dresdner Bank AG for Kyivstar GSM) (g)

400,000

420,000

Rabobank Nederland 4.125% 4/4/12

EUR

500,000

714,457

Russian Standard Finance SA 6.825% 9/16/09

EUR

50,000

67,174

Standard Chartered Bank 5.065% 3/28/18 (j)

EUR

100,000

139,052

Vimpel Communications:

8% 2/11/10 (Issued by UBS Luxembourg SA for Vimpel Communications)

200,000

202,250

10% 6/16/09 (Issued by UBS Luxembourg SA for Vimpel Communications)

100,000

103,750

3,906,622

Consumer Finance - 0.6%

ACE Cash Express, Inc. 10.25% 10/1/14 (g)

80,000

77,000

Ford Motor Credit Co. LLC:

5.8% 1/12/09

30,000

28,476

7.375% 10/28/09

135,000

127,068

7.875% 6/15/10

165,000

152,240

9.875% 8/10/11

380,000

359,415

GE Capital European Funding 4.75% 9/28/12

EUR

100,000

143,844

General Motors Acceptance Corp.:

6.875% 9/15/11

295,000

250,750

6.875% 8/28/12

360,000

301,667

HSBC Finance Corp. 4.875% 5/30/17

EUR

150,000

202,958

SLM Corp.:

5.098% 6/15/09 (j)

EUR

50,000

69,686

5.148% 12/15/10 (j)

EUR

100,000

137,424

Toyota Motor Credit Corp. 5.25% 12/10/10

GBP

200,000

396,647

2,247,175

Diversified Financial Services - 1.8%

AB Svensk Exportkredit 4.5% 6/7/10

EUR

200,000

291,906

BA Covered Bond 4.125% 4/5/12

EUR

300,000

425,500

Banca Italease SpA 4.803% 2/2/10 (j)

EUR

200,000

276,326

C10-EUR CAPITAL SPV Ltd. 6.277% 5/9/49 (j)

EUR

65,000

79,996

Principal Amount (d)

Value

Canada Housing Trust No.1 4.65% 9/15/09

CAD

550,000

$ 558,924

CCO Holdings LLC/CCO Holdings Capital Corp. 8.75% 11/15/13

$ 185,000

177,600

CEMEX Finance Europe BV 4.75% 3/5/14

EUR

50,000

65,059

Dexia Municipal Agency 4.5% 11/13/17

EUR

600,000

858,915

Ex-Im Ukraine 7.65% 9/7/11 (Issued by Credit Suisse London Branch for Ex-Im Ukraine)

400,000

403,060

GE Capital UK Funding 5.875% 11/1/12

GBP

450,000

905,205

Getin Finance PLC 6.589% 5/13/09 (j)

EUR

50,000

69,934

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

238,000

221,638

IFIL Finanziaria di Partecipazioni SpA 5.375% 6/12/17

EUR

50,000

68,506

KAR Holdings, Inc.:

8.75% 5/1/14 (g)

120,000

111,300

10% 5/1/15 (g)

120,000

107,400

NCO Group, Inc. 11.875% 11/15/14

160,000

148,800

OAO TMK 8.5% 9/29/09 (Issued by TMK Capital SA for OAO TMK)

900,000

909,000

Pakistan International Sukuk Co. Ltd. 7.5703% 1/27/10 (j)

200,000

190,000

Red Arrow International Leasing PLC 8.375% 3/31/12

RUB

1,660,777

68,298

TransCapitalInvest Ltd. (Reg. S) 5.381% 6/27/12

EUR

150,000

213,980

WaMu Covered Bond Program 4.375% 5/19/14

EUR

200,000

276,279

6,427,626

Insurance - 0.2%

Eureko BV 5.125% (j)

EUR

100,000

134,615

JPMorgan Bank Luxembourg SA 5% (j)

EUR

100,000

129,303

Muenchener Rueckversicherungs-Gesellschaft AG 5.767% (j)

EUR

100,000

133,929

Old Mutual plc 4.5% 1/18/17 (j)

EUR

50,000

68,169

Resolution PLC 6.5864% (j)

GBP

80,000

134,400

600,416

Real Estate Investment Trusts - 0.2%

BF Saul REIT 7.5% 3/1/14

95,000

89,063

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

330,000

303,600

Senior Housing Properties Trust:

7.875% 4/15/15

180,000

185,400

8.625% 1/15/12

280,000

298,200

876,263

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Management & Development - 0.7%

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

7.125% 2/15/13

$ 170,000

$ 158,525

8.125% 6/1/12

100,000

97,000

Inversiones y Representaciones SA 8.5% 2/2/17 (g)

325,000

276,250

Realogy Corp.:

10.5% 4/15/14 (g)

1,340,000

1,018,400

11% 4/15/14 pay-in-kind (g)

1,020,000

724,200

12.375% 4/15/15 (g)

115,000

74,750

WT Finance (Aust) Pty Ltd./Westfield Europe Finance PLC/WEA Finance 3.625% 6/27/12

EUR

75,000

98,791

2,447,916

Thrifts & Mortgage Finance - 0.1%

Compagnie de Financement Foncier 4.625% 9/23/17

EUR

325,000

469,092

TOTAL FINANCIALS

17,658,504

HEALTH CARE - 1.3%

Health Care Equipment & Supplies - 0.0%

Bausch & Lomb, Inc. 9.875% 11/1/15 (g)

130,000

131,625

Invacare Corp. 9.75% 2/15/15

90,000

91,125

222,750

Health Care Providers & Services - 1.2%

Cardinal Health, Inc. 9.5% 4/15/15 pay-in-kind (g)

300,000

276,000

CRC Health Group, Inc. 10.75% 2/1/16

90,000

92,700

DaVita, Inc. 6.625% 3/15/13

40,000

39,600

Fresenius Medical Care Capital Trust IV 7.875% 6/15/11

125,000

129,688

HCA, Inc.:

9.125% 11/15/14

320,000

332,400

9.25% 11/15/16

560,000

588,000

9.625% 11/15/16 pay-in-kind

580,000

614,800

IASIS Healthcare LLC/IASIS Capital Corp. 8.75% 6/15/14

90,000

89,100

Rural/Metro Corp. 9.875% 3/15/15

80,000

76,400

Skilled Healthcare Group, Inc. 11% 1/15/14

78,000

83,460

Sun Healthcare Group, Inc. 9.125% 4/15/15

30,000

30,150

Team Finance LLC/Health Finance Corp. 11.25% 12/1/13

650,000

676,000

Principal Amount (d)

Value

Tenet Healthcare Corp.:

9.25% 2/1/15

$ 390,000

$ 362,700

9.875% 7/1/14

350,000

334,250

U.S. Oncology, Inc. 9% 8/15/12

150,000

147,000

Vanguard Health Holding Co. I 0% 10/1/15 (e)

40,000

29,600

Vanguard Health Holding Co. II LLC 9% 10/1/14

335,000

322,438

4,224,286

Life Sciences Tools & Services - 0.0%

Bio-Rad Laboratories, Inc. 7.5% 8/15/13

70,000

70,700

Pharmaceuticals - 0.1%

Elan Finance PLC/Elan Finance Corp. 7.75% 11/15/11

65,000

61,100

Leiner Health Products, Inc. 11% 6/1/12

90,000

61,200

Schering-Plough Corp. 5.375% 10/1/14

EUR

130,000

185,742

308,042

TOTAL HEALTH CARE

4,825,778

INDUSTRIALS - 1.9%

Aerospace & Defense - 0.1%

Alion Science & Technology Corp. 10.25% 2/1/15

50,000

42,250

Hexcel Corp. 6.75% 2/1/15

100,000

96,000

Orbimage Holdings, Inc. 14.88% 7/1/12 (j)

100,000

108,000

246,250

Airlines - 0.4%

Continental Airlines, Inc. 6.903% 4/19/22

50,000

44,250

Delta Air Lines, Inc.:

7.9% 12/15/09 (a)

750,000

33,750

10% 8/15/08 (a)

70,000

3,150

Delta Air Lines, Inc. pass thru trust certificates:

6.821% 8/10/22 (g)

655,000

660,062

8.021% 8/10/22 (g)

330,000

322,575

Northwest Airlines Corp. 10% 2/1/09 (a)

105,000

3,150

Northwest Airlines, Inc.:

7.875% 3/15/08 (a)

90,000

2,250

8.875% 6/1/06 (a)

80,000

2,400

Northwest Airlines, Inc. pass thru trust certificates:

7.027% 11/1/19

132,000

126,720

8.028% 11/1/17

70,000

67,900

1,266,207

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

INDUSTRIALS - continued

Building Products - 0.1%

Compagnie de St. Gobain 5.004% 4/11/12 (j)

EUR

100,000

$ 140,946

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

$ 455,000

270,725

411,671

Commercial Services & Supplies - 0.3%

ALH Finance LLC/ALH Finance Corp. 8.5% 1/15/13

10,000

9,600

Allied Security Escrow Corp. 11.375% 7/15/11

100,000

93,000

Allied Waste North America, Inc. 7.125% 5/15/16

295,000

292,788

Browning-Ferris Industries, Inc.:

7.4% 9/15/35

75,000

69,000

9.25% 5/1/21

100,000

100,500

FTI Consulting, Inc.:

7.625% 6/15/13

50,000

51,000

7.75% 10/1/16

80,000

83,400

Mac-Gray Corp. 7.625% 8/15/15

40,000

39,600

West Corp. 9.5% 10/15/14

475,000

466,688

1,205,576

Construction & Engineering - 0.1%

Blount, Inc. 8.875% 8/1/12

50,000

50,125

Obrascon Huarte Lain SA 5% 5/18/12

EUR

100,000

139,825

189,950

Electrical Equipment - 0.0%

Coleman Cable, Inc. 9.875% 10/1/12

60,000

56,400

General Cable Corp. 7.125% 4/1/17

40,000

39,300

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

60,000

58,650

154,350

Industrial Conglomerates - 0.1%

Hutchison Whampoa Finance 06 Ltd. 4.625% 9/21/16

EUR

150,000

200,340

Siemens Financieringsmaatschap NV 6.125% 9/14/66 (j)

GBP

50,000

93,313

293,653

Machinery - 0.2%

Chart Industries, Inc. 9.125% 10/15/15

60,000

61,200

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

4,000

4,220

RBS Global, Inc. / Rexnord Corp.:

8.875% 9/1/16

50,000

48,000

9.5% 8/1/14

350,000

346,500

11.75% 8/1/16

300,000

297,750

757,670

Principal Amount (d)

Value

Marine - 0.1%

Navios Maritime Holdings, Inc. 9.5% 12/15/14

$ 230,000

$ 236,325

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

80,000

76,000

US Shipping Partners LP 13% 8/15/14

170,000

166,600

478,925

Road & Rail - 0.2%

Kansas City Southern de Mexico, SA de CV:

7.375% 6/1/14 (g)

100,000

99,375

7.625% 12/1/13

100,000

97,500

Kansas City Southern Railway Co.:

7.5% 6/15/09

340,000

340,000

9.5% 10/1/08

45,000

46,013

TFM SA de CV 9.375% 5/1/12

300,000

313,500

896,388

Trading Companies & Distributors - 0.3%

Glencore Finance (Europe) SA:

5.375% 9/30/11

EUR

50,000

72,250

6.5% 2/27/19

GBP

200,000

382,512

Penhall International Corp. 12% 8/1/14 (g)

80,000

73,200

VWR Funding, Inc. 10.25% 7/15/15 (g)

435,000

413,250

941,212

TOTAL INDUSTRIALS

6,841,852

INFORMATION TECHNOLOGY - 3.5%

Communications Equipment - 0.7%

Hughes Network Systems LLC / HNS Finance Corp. 9.5% 4/15/14

320,000

322,400

Lucent Technologies, Inc.:

6.45% 3/15/29

820,000

672,400

6.5% 1/15/28

415,000

340,300

Nortel Networks Corp.:

9.4925% 7/15/11 (g)(j)

190,000

184,300

10.125% 7/15/13 (g)

190,000

197,600

10.75% 7/15/16 (g)

690,000

724,500

2,441,500

Electronic Equipment & Instruments - 0.3%

NXP BV 9.5% 10/15/15

580,000

530,700

Texas Competitive Electric Holdings Co. LLC Series A 10.25% 11/1/15 (g)

565,000

559,350

1,090,050

IT Services - 0.8%

Ceridian Corp.:

11.25% 11/15/15 (g)

300,000

278,625

12.25% 11/15/15 pay-in-kind (g)

400,000

373,500

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

INFORMATION TECHNOLOGY - continued

IT Services - continued

Iron Mountain, Inc.:

6.625% 1/1/16

$ 480,000

$ 457,200

7.75% 1/15/15

180,000

181,800

8.625% 4/1/13

185,000

187,313

8.75% 7/15/18

785,000

826,213

SunGard Data Systems, Inc.:

9.125% 8/15/13

260,000

263,900

10.25% 8/15/15

180,000

184,725

2,753,276

Office Electronics - 0.4%

Xerox Capital Trust I 8% 2/1/27

480,000

477,600

Xerox Corp.:

6.4% 3/15/16

600,000

611,928

7.625% 6/15/13

290,000

304,500

1,394,028

Semiconductors & Semiconductor Equipment - 1.3%

Amkor Technology, Inc. 9.25% 6/1/16

455,000

457,275

ASML Holding NV 5.75% 6/13/17

EUR

100,000

129,836

Avago Technologies Finance Ltd.:

10.125% 12/1/13

695,000

726,275

10.6238% 6/1/13 (j)

44,000

44,660

11.875% 12/1/15

475,000

507,063

Freescale Semiconductor, Inc.:

8.875% 12/15/14

690,000

615,825

9.125% 12/15/14 pay-in-kind

1,990,000

1,696,475

10.125% 12/15/16

545,000

448,263

MagnaChip Semiconductor SA/MagnaChip Semiconductor Finance Co. 8.2406% 12/15/11 (j)

40,000

34,800

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

105,000

80,850

Viasystems, Inc. 10.5% 1/15/11

140,000

140,700

4,882,022

Software - 0.0%

Open Solutions, Inc. 9.75% 2/1/15 (g)

50,000

45,500

TOTAL INFORMATION TECHNOLOGY

12,606,376

MATERIALS - 2.8%

Chemicals - 0.6%

America Rock Salt Co. LLC 9.5% 3/15/14

225,000

229,500

Bayer AG:

4.867% 4/10/10 (j)

EUR

50,000

72,437

5.625% 5/23/18

GBP

50,000

95,657

Huntsman LLC 11.625% 10/15/10

182,000

192,920

Principal Amount (d)

Value

JohnsonDiversey Holdings, Inc. 10.67% 5/15/13

$ 235,000

$ 238,525

MacDermid, Inc. 9.5% 4/15/17 (g)

40,000

37,200

Momentive Performance Materials, Inc.:

9.75% 12/1/14 (g)

230,000

211,600

10.125% 12/1/14 pay-in-kind (g)

520,000

473,200

11.5% 12/1/16 (g)

345,000

296,700

SABIC Europe BV 4.5% 11/28/13

EUR

50,000

68,436

Sterling Chemicals, Inc. 10.25% 4/1/15 (g)

90,000

91,350

2,007,525

Construction Materials - 0.1%

Imerys 5% 4/18/17

EUR

50,000

67,763

Lafarge SA 6.625% 11/29/17

GBP

100,000

194,479

262,242

Containers & Packaging - 0.5%

AEP Industries, Inc. 7.875% 3/15/13

40,000

37,600

BWAY Corp. 10% 10/15/10

90,000

89,100

Constar International, Inc. 11% 12/1/12

170,000

127,500

Crown Cork & Seal, Inc.:

7.5% 12/15/96

160,000

128,000

8% 4/15/23

235,000

225,600

Owens-Brockway Glass Container, Inc.:

6.75% 12/1/14

105,000

103,950

8.25% 5/15/13

195,000

197,925

8.875% 2/15/09

36,000

36,135

Rexam PLC 4.375% 3/15/13 (g)

EUR

100,000

138,274

Tekni-Plex, Inc. 10.875% 8/15/12

60,000

65,400

Vitro SAB de CV:

8.625% 2/1/12

525,000

496,125

9.125% 2/1/17

120,000

110,400

1,756,009

Metals & Mining - 1.6%

Aleris International, Inc. 9% 12/15/14

150,000

125,250

CAP SA 7.375% 9/15/36 (g)

100,000

95,000

Compass Minerals International, Inc. 0% 6/1/13 (e)

360,000

367,200

Corporacion Nacional del Cobre (Codelco) 6.15% 10/24/36 (g)

225,000

222,223

CSN Islands VIII Corp. 9.75% 12/16/13 (g)

315,000

353,588

Evraz Group SA (Reg. S) 8.25% 11/10/15

200,000

198,760

Evraz Securities SA 10.875% 8/3/09

400,000

420,520

FMG Finance Property Ltd.:

10% 9/1/13 (g)

225,000

247,219

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

MATERIALS - continued

Metals & Mining - continued

FMG Finance Property Ltd.: - continued

10.625% 9/1/16 (g)

$ 207,000

$ 238,050

Freeport-McMoRan Copper & Gold, Inc.:

6.875% 2/1/14

370,000

378,325

8.25% 4/1/15

220,000

233,200

8.375% 4/1/17

1,115,000

1,193,050

8.3944% 4/1/15 (j)

405,000

410,063

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

70,000

73,675

Gerdau SA 8.875% (g)

125,000

129,375

GTL Trade Finance, Inc. 7.25% 10/20/17 (g)

135,000

135,000

International Steel Group, Inc. 6.5% 4/15/14

445,000

451,675

Ispat Inland ULC 9.75% 4/1/14

20,000

21,725

PNA Intermediate Holding Corp. 11.8688% 2/15/13 pay-in-kind (g)(j)

90,000

81,000

RathGibson, Inc. 11.25% 2/15/14

305,000

301,950

Ryerson Tull, Inc. 12.6188% 11/1/14 (g)(j)

25,000

24,125

5,700,973

Paper & Forest Products - 0.0%

Glatfelter 7.125% 5/1/16

40,000

39,600

NewPage Corp. 11.1613% 5/1/12 (j)

90,000

92,700

132,300

TOTAL MATERIALS

9,859,049

TELECOMMUNICATION SERVICES - 4.0%

Diversified Telecommunication Services - 2.9%

British Telecommunications PLC 7.75% 12/7/16

GBP

60,000

135,064

Citizens Communications Co.:

7.875% 1/15/27

200,000

189,500

9% 8/15/31

500,000

497,500

Deutsche Telekom International Finance BV 6.625% 7/11/11 (j)

EUR

50,000

75,867

Embarq Corp.:

7.082% 6/1/16

55,000

56,671

7.995% 6/1/36

478,000

503,734

Indosat Finance Co. BV 7.75% 11/5/10

150,000

150,000

Intelsat Ltd.:

9.25% 6/15/16

120,000

120,450

Principal Amount (d)

Value

11.25% 6/15/16

$ 535,000

$ 546,369

Koninklijke KPN NV 5% 11/13/12

EUR

100,000

142,198

Level 3 Financing, Inc.:

8.75% 2/15/17

460,000

396,750

12.25% 3/15/13

490,000

494,288

Nordic Telephone Co. Holdings ApS 8.875% 5/1/16 (g)

285,000

291,413

NTL Cable PLC:

8.75% 4/15/14

245,000

241,325

9.125% 8/15/16

175,000

172,813

Qwest Capital Funding, Inc.:

7.625% 8/3/21

25,000

22,500

7.75% 2/15/31

25,000

22,250

Qwest Corp.:

7.5% 10/1/14

50,000

50,625

7.875% 9/1/11

320,000

330,000

8.2406% 6/15/13 (j)

350,000

357,000

8.875% 3/15/12

1,370,000

1,465,900

Telecom Egypt SAE 9.672% 2/4/10 (j)

EGP

157,040

29,581

Telecom Italia SpA 6.375% 6/24/19

GBP

50,000

97,874

Telefonica Emisiones SAU 5.375% 2/2/26

GBP

50,000

90,314

U.S. West Capital Funding, Inc.:

6.5% 11/15/18

20,000

16,900

6.875% 7/15/28

120,000

101,400

U.S. West Communications:

6.875% 9/15/33

2,615,000

2,412,338

7.2% 11/10/26

5,000

4,650

7.25% 9/15/25

35,000

33,425

7.25% 10/15/35

155,000

145,700

7.5% 6/15/23

25,000

23,938

Wind Acquisition Finance SA 10.75% 12/1/15 (g)

865,000

951,500

10,169,837

Wireless Telecommunication Services - 1.1%

American Tower Corp. 7.125% 10/15/12

685,000

708,975

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

440,000

457,600

Centennial Communications Corp./Centennial Cellular Operating Co. LLC/Centennial Puerto Rico Operations Corp. 8.125% 2/1/14

270,000

265,275

Digicel Group Ltd. 9.25% 9/1/12 (g)

300,000

306,750

MetroPCS Wireless, Inc. 9.25% 11/1/14

300,000

282,750

Millicom International Cellular SA 10% 12/1/13

695,000

741,913

Mobile Telesystems Finance SA:

8.375% 10/14/10 (g)

215,000

221,730

Corporate Bonds - continued

Principal Amount (d)

Value

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Mobile Telesystems Finance SA: - continued

9.75% 1/30/08 (Reg. S)

$ 185,000

$ 185,370

Pakistan Mobile Communications Ltd. 8.625% 11/13/13 (g)

200,000

176,000

Telecom Personal SA 9.25% 12/22/10 (g)

590,000

598,113

3,944,476

TOTAL TELECOMMUNICATION SERVICES

14,114,313

UTILITIES - 2.6%

Electric Utilities - 1.4%

Abu Dhabi National Energy Co. Pjsc 4.375% 10/28/13

EUR

100,000

137,613

AES Gener SA 7.5% 3/25/14

200,000

209,500

Chivor SA E.S.P. 9.75% 12/30/14 (g)

200,000

215,000

Edison Mission Energy:

7.5% 6/15/13

490,000

497,350

7.75% 6/15/16

275,000

283,250

Energy Future Holdings:

10.875% 11/1/17 (g)

900,000

906,750

11.25% 11/1/17 pay-in-kind (g)

460,000

463,450

Intergen NV 9% 6/30/17 (g)

450,000

472,500

National Power Corp. 6.875% 11/2/16 (g)

300,000

304,500

Reliant Energy, Inc.:

7.625% 6/15/14

270,000

265,950

7.875% 6/15/17

1,220,000

1,201,700

4,957,563

Gas Utilities - 0.4%

Intergas Finance BV (Reg. S) 6.375% 5/14/17

500,000

448,750

Southern Natural Gas Co.:

7.35% 2/15/31

190,000

197,125

8% 3/1/32

410,000

453,563

Transportadora de Gas del Sur SA 7.875% 5/14/17 (g)

460,000

398,475

1,497,913

Independent Power Producers & Energy Traders - 0.7%

AES Corp.:

7.75% 10/15/15 (g)

820,000

840,500

8% 10/15/17 (g)

790,000

811,725

Enron Corp. 7.625% 9/10/04 (c)

400,000

75,000

NRG Energy, Inc.:

7.25% 2/1/14

40,000

39,000

Principal Amount (d)

Value

7.375% 2/1/16

$ 580,000

$ 566,950

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

92,430

90,120

2,423,295

Multi-Utilities - 0.1%

Aquila, Inc. 14.875% 7/1/12

120,000

150,600

Utilicorp United, Inc. 9.95% 2/1/11 (j)

3,000

3,240

Veolia Environnement 6.125% 10/29/37

GBP

50,000

101,215

255,055

TOTAL UTILITIES

9,133,826

TOTAL NONCONVERTIBLE BONDS

103,585,775

TOTAL CORPORATE BONDS

(Cost $106,029,131)

103,607,451

U.S. Government and Government Agency Obligations - 20.4%

U.S. Government Agency Obligations - 4.5%

Fannie Mae:

4.125% 5/15/10

2,320,000

2,349,606

4.25% 5/15/09

40,000

40,288

5.125% 9/2/08

950,000

955,132

6.625% 9/15/09

2,745,000

2,881,001

Freddie Mac:

3.625% 9/15/08

2,582,000

2,570,657

4.125% 11/30/09

5,900,000

5,959,614

4.75% 11/3/09

1,295,000

1,321,660

5.25% 7/18/11

5,000

5,254

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS

16,083,212

U.S. Treasury Inflation Protected Obligations - 0.7%

U.S. Treasury Inflation-Indexed Notes:

2% 1/15/14

56,535

58,442

2.5% 7/15/16

2,069,020

2,208,201

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

2,266,643

U.S. Treasury Obligations - 15.2%

U.S. Treasury Bonds:

4.75% 2/15/37

250,000

261,641

6.125% 8/15/29

5,621,000

6,876,501

6.25% 8/15/23

4,200,000

5,028,517

stripped principal 0% 11/15/15

390,000

283,559

U.S. Treasury Notes:

3.125% 11/30/09 (h)

9,402,000

9,407,787

3.375% 11/30/12 (h)

14,268,000

14,217,493

U.S. Government and Government Agency Obligations - continued

Principal Amount (d)

Value

U.S. Treasury Obligations - continued

U.S. Treasury Notes: - continued

3.875% 10/31/12

$ 2,000,000

$ 2,039,218

4.125% 8/31/12

1,000,000

1,029,609

4.25% 11/15/17

1,500,000

1,526,133

4.5% 11/15/15

6,150,000

6,408,011

4.5% 5/15/17 (h)

3,895,000

4,036,749

4.625% 7/31/12

1,500,000

1,575,000

4.75% 8/15/17

1,600,000

1,689,875

TOTAL U.S. TREASURY OBLIGATIONS

54,380,093

TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $71,440,737)

72,729,948

U.S. Government Agency - Mortgage Securities - 10.9%

Fannie Mae - 7.9%

3.587% 9/1/33 (j)

40,050

40,116

3.718% 6/1/33 (j)

125,544

126,476

3.75% 4/1/34 (j)

101,799

101,166

3.782% 6/1/33 (j)

144,408

144,798

3.892% 5/1/33 (j)

41,589

41,775

3.901% 5/1/34 (j)

58,942

58,744

3.919% 9/1/33 (j)

115,267

115,832

3.936% 5/1/34 (j)

45,303

45,139

3.965% 8/1/33 (j)

55,769

56,046

3.967% 9/1/33 (j)

70,854

71,105

4% 9/1/13 to 10/1/20

279,459

270,791

4% 3/1/34 (j)

118,730

118,739

4% 4/1/34 (j)

125,440

125,105

4.026% 6/1/34 (j)

89,075

88,866

4.028% 3/1/34 (j)

228,321

228,115

4.053% 6/1/33 (j)

141,412

142,470

4.065% 3/1/35 (j)

160,869

160,736

4.116% 4/1/34 (j)

147,023

146,569

4.123% 5/1/34 (j)

118,683

118,547

4.159% 9/1/33 (j)

79,086

79,593

4.162% 8/1/33 (j)

58,627

58,837

4.186% 11/1/34 (j)

114,678

114,917

4.204% 6/1/34 (j)

98,177

97,995

4.288% 6/1/34 (j)

121,969

121,879

4.313% 1/1/35 (j)

107,345

107,409

4.344% 10/1/19 (j)

11,748

11,738

4.366% 11/1/35 (j)

364,067

365,033

4.405% 10/1/33 (j)

62,397

62,296

4.423% 8/1/34 (j)

259,080

259,056

4.445% 5/1/35 (j)

176,603

178,300

4.453% 11/1/33 (j)

13,218

13,270

4.457% 8/1/35 (j)

195,661

196,257

Principal Amount (d)

Value

4.482% 1/1/35 (j)

$ 70,414

$ 70,484

4.49% 12/1/34 (j)

8,607

8,613

4.493% 3/1/35 (j)

335,858

336,171

4.5% 3/1/18 to 9/1/18

340,812

336,696

4.561% 8/1/34 (j)

238,151

239,380

4.569% 1/1/35 (j)

109,629

109,843

4.592% 2/1/36 (j)

177,104

177,716

4.599% 8/1/35 (j)

146,940

148,930

4.642% 1/1/35 (j)

70,557

70,752

4.645% 10/1/34 (j)

40,510

40,643

4.664% 6/1/35 (j)

50,761

51,213

4.675% 8/1/35 (j)

65,334

65,796

4.682% 9/1/34 (j)

176,959

177,873

4.69% 2/1/35 (j)

172,120

172,718

4.715% 2/1/35 (j)

84,428

84,787

4.727% 12/1/35 (j)

389,603

391,206

4.744% 3/1/35 (j)

68,611

68,918

4.75% 7/1/35 (j)

45,933

46,088

4.761% 1/1/35 (j)

59,750

59,913

4.773% 7/1/35 (j)

47,984

48,209

4.774% 12/1/35 (j)

39,906

40,153

4.792% 7/1/35 (j)

52,036

52,261

4.793% 6/1/35 (j)

66,999

67,198

4.795% 4/1/35 (j)

111,722

112,617

4.822% 12/1/34 (j)

133,674

134,264

4.825% 9/1/34 (j)

57,647

57,939

4.842% 9/1/34 (j)

120,218

120,777

4.843% 10/1/34 (j)

116,509

117,087

4.844% 11/1/35 (j)

91,662

92,266

4.852% 7/1/35 (j)

78,030

78,448

4.861% 7/1/34 (j)

48,736

48,966

4.87% 1/1/35 (j)

46,793

47,066

4.882% 10/1/35 (j)

16,967

17,088

4.883% 5/1/35 (j)

16,555

16,659

4.884% 11/1/35 (j)

99,356

100,183

4.91% 3/1/33 (j)

38,494

38,768

4.93% 8/1/34 (j)

115,452

116,213

4.948% 2/1/35 (j)

70,998

71,453

4.95% 3/1/35 (j)

64,143

64,524

4.997% 2/1/34 (j)

93,497

94,244

5% 6/1/14 to 10/1/37 (i)

10,827,960

10,607,897

5% 1/14/38 (i)

1,450,000

1,414,935

5.019% 5/1/35 (j)

126,589

127,693

5.023% 12/1/32 (j)

77,785

78,364

5.064% 10/1/35 (j)

78,293

78,987

5.081% 7/1/34 (j)

19,611

19,748

5.103% 10/1/35 (j)

41,943

42,371

5.121% 8/1/34 (j)

78,025

78,779

5.132% 10/1/35 (j)

45,859

46,283

5.135% 8/1/36 (j)

268,522

270,399

5.161% 3/1/36 (j)

128,712

130,464

5.188% 7/1/35 (j)

157,938

159,744

5.249% 11/1/36 (j)

20,969

21,194

U.S. Government Agency - Mortgage Securities - continued

Principal Amount (d)

Value

Fannie Mae - continued

5.261% 4/1/36 (j)

$ 54,133

$ 55,278

5.262% 5/1/35 (j)

54,581

55,167

5.284% 7/1/35 (j)

331,243

334,794

5.299% 12/1/36 (j)

28,087

28,292

5.308% 3/1/36 (j)

347,754

352,971

5.334% 2/1/36 (j)

16,146

16,290

5.34% 1/1/36 (j)

144,369

145,625

5.363% 2/1/36 (j)

88,132

88,891

5.376% 3/1/37 (j)

448,544

454,056

5.393% 7/1/35 (j)

22,480

22,713

5.396% 2/1/37 (j)

161,818

163,653

5.398% 2/1/37 (j)

32,446

32,797

5.48% 6/1/47 (j)

27,742

28,080

5.482% 2/1/37 (j)

228,641

231,861

5.5% 12/1/13 to 4/1/19

1,378,214

1,403,089

5.52% 11/1/36 (j)

41,690

42,162

5.618% 2/1/36 (j)

42,299

42,966

5.645% 4/1/37 (j)

153,470

155,732

5.65% 4/1/36 (j)

144,765

147,353

5.66% 6/1/36 (j)

91,773

93,338

5.792% 3/1/36 (j)

310,697

316,192

5.797% 5/1/36 (j)

30,205

30,680

5.8% 1/1/36 (j)

31,493

32,046

5.821% 5/1/36 (j)

217,529

221,212

5.86% 6/1/35 (j)

123,917

126,063

5.893% 12/1/36 (j)

58,264

59,417

5.903% 9/1/36 (j)

65,312

66,283

5.938% 5/1/36 (j)

98,309

100,138

5.966% 5/1/36 (j)

36,081

36,830

6% 5/1/12 to 6/1/30

858,727

878,337

6.017% 4/1/36 (j)

572,794

584,235

6.102% 3/1/37 (j)

62,364

63,722

6.159% 4/1/36 (j)

65,558

66,889

6.224% 6/1/36 (j)

10,619

10,779

6.226% 3/1/37 (j)

19,991

20,456

6.5% 12/1/08 to 9/1/32

275,690

285,032

7.5% 5/1/37

44,273

46,431

TOTAL FANNIE MAE

27,978,546

Freddie Mac - 3.0%

3.376% 7/1/33 (j)

104,480

104,280

3.995% 5/1/33 (j)

186,367

187,779

4% 5/1/19 to 11/1/20

284,822

274,437

4.004% 4/1/34 (j)

200,386

199,178

4.075% 7/1/35 (j)

90,068

90,253

4.178% 1/1/35 (j)

184,055

184,368

4.35% 6/1/35 (j)

445,001

444,662

4.5% 2/1/18 to 8/1/33

346,311

340,458

Principal Amount (d)

Value

4.584% 6/1/33 (j)

$ 57,211

$ 57,215

4.645% 5/1/35 (j)

124,227

124,475

4.665% 2/1/35 (j)

458,346

458,528

4.697% 9/1/36 (j)

35,939

35,961

4.704% 9/1/35 (j)

200,923

201,656

4.79% 2/1/36 (j)

16,902

16,922

4.807% 3/1/35 (j)

34,561

34,600

4.819% 5/1/35 (j)

430,904

431,703

4.851% 10/1/35 (j)

72,912

73,484

4.897% 10/1/36 (j)

178,343

179,269

5% 7/1/18 to 7/1/19

326,633

329,076

5.01% 7/1/35 (j)

198,743

199,655

5.02% 1/1/37 (j)

297,946

299,659

5.021% 4/1/35 (j)

4,703

4,723

5.024% 4/1/35 (j)

135,873

136,942

5.034% 10/1/36 (j)

81,473

82,115

5.042% 4/1/35 (j)

144,745

145,555

5.115% 7/1/35 (j)

47,702

48,097

5.332% 9/1/35 (j)

40,095

40,459

5.43% 3/1/37 (j)

25,541

25,724

5.5% 8/1/14 to 6/1/20

946,858

962,634

5.501% 1/1/36 (j)

42,316

42,790

5.542% 4/1/37 (j)

38,108

38,517

5.585% 3/1/36 (j)

240,185

243,016

5.648% 8/1/36 (j)

251,002

253,899

5.758% 10/1/35 (j)

16,598

16,813

5.763% 5/1/37 (j)

280,547

283,846

5.773% 1/1/36 (j)

24,468

24,746

5.786% 3/1/37 (j)

132,559

134,109

5.794% 4/1/37 (j)

128,165

129,714

5.822% 5/1/37 (j)

27,219

27,573

5.829% 5/1/37 (j)

41,697

42,186

5.839% 5/1/37 (j)

164,683

166,840

5.839% 6/1/37 (j)

100,770

102,146

5.871% 7/1/36 (j)

770,224

782,650

5.95% 4/1/36 (j)

328,077

333,253

6% 10/1/16 to 2/1/19

415,117

426,608

6.015% 6/1/36 (j)

44,637

45,305

6.033% 1/1/37 (j)

124,438

126,521

6.141% 2/1/37 (j)

34,851

35,352

6.154% 12/1/36 (j)

302,021

306,232

6.19% 7/1/36 (j)

172,860

176,167

6.226% 5/1/36 (j)

35,536

36,190

6.271% 6/1/37 (j)

26,391

26,787

6.362% 7/1/36 (j)

46,566

47,464

6.417% 6/1/37 (j)

9,966

10,167

6.496% 9/1/36 (j)

226,791

231,344

6.5% 12/1/14 to 3/1/36

824,140

852,804

U.S. Government Agency - Mortgage Securities - continued

Principal Amount (d)

Value

Freddie Mac - continued

6.725% 8/1/37 (j)

$ 72,540

$ 74,116

7.581% 4/1/37 (j)

10,000

10,250

TOTAL FREDDIE MAC

10,741,272

TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES

(Cost $38,126,608)

38,719,818

Asset-Backed Securities - 0.3%

FCC SPARC Series 2005-1 Class B, 5.102% 7/15/11 (j)

EUR

100,000

143,386

Provide Bricks Series 2007-1 Class B, 4.965% 1/30/40 (j)

EUR

50,000

70,825

Red & Black Consumer PLC Series 2006-1 Class C, 4.775% 5/15/21 (j)

EUR

200,000

291,150

Smile Synthetic BV Series 2005 Class C, 5.023% 1/20/15 (j)

EUR

80,440

112,014

South East Water Ltd. Class 2A, 5.5834% 3/29/29

GBP

165,000

320,946

TOTAL ASSET-BACKED SECURITIES

(Cost $949,266)

938,321

Collateralized Mortgage Obligations - 3.3%

Private Sponsor - 0.0%

Arkle Master Issuer PLC Series 2006-1X Class 2C, 4.93% 2/17/52 (j)

EUR

50,000

71,642

Fosse Master Issuer PLC floater Series 2007-1X Class M3, 5.005% 10/18/54 (j)

EUR

50,000

69,270

Gracechurch Mortgage Financing PLC Series 2007-1X Class 2D2, 4.984% 11/20/56 (j)

EUR

50,000

68,336

TOTAL PRIVATE SPONSOR

209,248

U.S. Government Agency - 3.3%

Fannie Mae:

floater Series 2007-95 Class A1, 5.115% 8/27/36 (j)

738,504

738,266

planned amortization class Series 2002-83 Class ME, 5% 12/25/17

450,000

445,302

Fannie Mae subordinate REMIC pass-thru certificates:

planned amortization class:

Series 2001-68 Class QZ, 5.5% 12/25/16

76,796

77,626

Series 2002-11:

Class QC, 5.5% 3/25/17

195,219

197,662

Principal Amount (d)

Value

Class UC, 6% 3/25/17

$ 136,560

$ 139,861

Series 2002-18 Class PC, 5.5% 4/25/17

855,000

867,852

Series 2002-61 Class PG, 5.5% 10/25/17

270,000

276,158

Series 2002-71 Class UC, 5% 11/25/17

430,000

428,564

Series 2002-9 Class PC, 6% 3/25/17

12,877

13,160

Series 2003-113:

Class PD, 4% 2/25/17

260,000

255,571

Class PE, 4% 11/25/18

80,000

75,277

Series 2003-122 Class OL, 4% 12/25/18

1,000,000

947,126

Series 2003-70 Class BJ, 5% 7/25/33

45,000

42,718

Series 2003-85 Class GD, 4.5% 9/25/18

60,000

58,830

Series 2004-80 Class LD, 4% 1/25/19

100,000

97,718

Series 2004-81:

Class KC, 4.5% 4/25/17

70,000

69,959

Class KD, 4.5% 7/25/18

165,000

163,687

Series 2005-52 Class PB, 6.5% 12/25/34

261,342

268,047

sequential payer:

Series 2003-18 Class EY, 5% 6/25/17

171,337

171,899

Series 2004-95 Class AN, 5.5% 1/25/25

119,000

120,427

Series 2005-117, Class JN, 4.5% 1/25/36

40,000

35,989

Series 2005-47 Class AK, 5% 6/25/20

370,000

365,813

Freddie Mac planned amortization class:

Series 2101 Class PD, 6% 11/15/28

24,997

25,507

Series 2115 Class PE, 6% 1/15/14

8,851

9,050

Freddie Mac Multi-class participation certificates guaranteed:

floater:

Series 2577 Class FW, 5.5275% 1/15/30 (j)

349,426

350,270

Series 2630 Class FL, 5.5275% 6/15/18 (j)

4,163

4,210

planned amortization class:

Series 2376 Class JE, 5.5% 11/15/16

53,129

54,243

Series 2378 Class PE, 5.5% 11/15/16

304,659

309,344

Series 2381 Class OG, 5.5% 11/15/16

41,710

42,360

Series 2390 Class CH, 5.5% 12/15/16

137,655

139,797

Collateralized Mortgage Obligations - continued

Principal Amount (d)

Value

U.S. Government Agency - continued

Freddie Mac Multi-class participation certificates guaranteed: - continued

Series 2425 Class JH, 6% 3/15/17

$ 72,130

$ 73,987

Series 2628 Class OP, 3.5% 11/15/13

57,430

57,062

Series 2695 Class DG, 4% 10/15/18

220,000

208,854

Series 2773 Class EG, 4.5% 4/15/19

725,000

707,343

Series 2831 Class PB, 5% 7/15/19

200,000

198,535

Series 2866 Class XE, 4% 12/15/18

250,000

244,675

Series 2996 Class MK, 5.5% 6/15/35

43,029

43,795

sequential payer:

Series 2303 Class ZV, 6% 4/15/31

69,667

71,332

Series 2467 Class NB, 5% 7/15/17

95,000

95,194

Series 2569 Class HB, 5% 9/15/16

333,226

333,130

Series 2570 Class CU, 4.5% 7/15/17

17,123

17,012

Series 2572 Class HK, 4% 2/15/17

24,792

24,378

Series 2617 Class GW, 3.5% 6/15/16

21,778

21,571

Series 2685 Class ND, 4% 10/15/18

85,000

79,918

Series 2773 Class TA, 4% 11/15/17

146,330

143,886

Series 2849 Class AL, 5% 5/15/18

75,593

75,742

Series 2860 Class CP, 4% 10/15/17

24,292

23,911

Series 2930 Class KT, 4.5% 2/15/20

450,000

424,564

Series 2937 Class HJ, 5% 10/15/19

83,463

83,685

Series 3266 Class D, 5% 1/15/22

900,000

885,848

Series 2715 Class NG, 4.5% 12/15/18

1,000,000

969,706

Series 2863 Class DB, 4% 9/15/14

12,602

12,270

Series 2975 Class NA, 5% 7/15/23

86,234

86,452

TOTAL U.S. GOVERNMENT AGENCY

11,675,143

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $11,703,686)

11,884,391

Commercial Mortgage Securities - 0.1%

Principal Amount (d)

Value

Canary Wharf Finance II plc Series 3MUK Class C2, 6.8256% 10/22/37 (j)

GBP

50,000

$ 91,077

Skyline BV floater Series 2007-1 Class B, 4.903% 7/22/43 (j)

EUR

100,000

139,956

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $237,522)

231,033

Foreign Government and Government Agency Obligations - 19.3%

Arab Republic 8.75% 7/18/12 (g)

EGP

960,000

178,677

Argentine Republic:

discount (with partial capitalization through 12/31/13) 8.28% 12/31/33

$ 243,125

233,400

5.389% 8/3/12 (j)

1,146,875

1,010,868

7% 3/28/11

2,515,000

2,314,149

7% 9/12/13

1,695,000

1,449,460

Belgian Kingdom 5% 3/28/35

EUR

80,000

121,142

Brazilian Federative Republic:

6% 9/15/13

200,000

199,740

7.125% 1/20/37

305,000

346,938

8.25% 1/20/34

280,000

353,920

8.75% 2/4/25

255,000

326,018

10% 1/1/10

BRL

154,000

82,415

12.25% 3/6/30

495,000

856,350

12.5% 1/5/16

BRL

250,000

152,528

12.75% 1/15/20

235,000

370,713

British Columbia Province 5.7% 6/18/29

CAD

750,000

870,152

Canadian Government:

4% 6/1/17

CAD

7,300,000

7,352,534

5% 6/1/37

CAD

850,000

988,637

Central Bank of Nigeria promissory note 5.092% 1/5/10

123,261

122,164

Chilean Republic 5.5% 1/15/13

175,000

180,093

Colombian Republic:

7.375% 9/18/37

305,000

339,313

11.75% 2/25/20

95,000

141,550

Democratic Socialist Republic of Sri Lanka 8.25% 10/24/12 (g)

65,000

62,075

Dominican Republic:

Brady 6.3125% 8/30/09 (j)

51,655

51,526

Brady 5.7188% 8/30/24 (j)

750,000

746,250

9.04% 1/23/18 (g)

349,753

396,095

9.5% 9/27/11 (Reg. S)

210,787

222,380

Ecuador Republic:

10% 8/15/30 (Reg. S)

500,000

482,500

euro par 5% 2/28/25

76,000

55,982

French Republic:

4.75% 4/25/35

EUR

1,800,000

2,659,757

5.5% 4/25/29

EUR

330,000

536,023

Gabonese Republic 8.2% 12/12/17 (g)

530,000

551,200

Foreign Government and Government Agency Obligations - continued

Principal Amount (d)

Value

German Federal Republic:

2.25% 4/15/13

EUR

4,852,863

$ 7,180,383

3.25% 7/4/15

EUR

110,000

150,218

4.25% 7/4/17

EUR

1,900,000

2,758,469

4.25% 7/4/39

EUR

1,120,000

1,540,412

4.5% 1/4/13

EUR

150,000

222,568

Ghana Republic 8.5% 10/4/17 (g)

$ 335,000

352,588

Indonesian Republic:

6.625% 2/17/37 (g)

525,000

500,063

6.75% 3/10/14 (Reg. S)

165,000

170,363

8.5% 10/12/35

100,000

117,130

Irish Republic 4.5% 10/18/18

EUR

500,000

729,576

Islamic Republic of Pakistan:

6.75% 2/19/09

385,000

362,863

7.125% 3/31/16 (g)

200,000

174,500

Italian Republic 6% 5/1/31

EUR

60,000

100,410

Japan Government:

0.5703% 1/15/08

JPY

150,000,000

1,344,774

0.9% 12/22/08

JPY

50,000,000

449,549

0.92% 11/20/20 (j)

JPY

200,000,000

1,728,557

0.93% 7/20/20 (j)

JPY

50,000,000

422,723

1.5% 3/20/14

JPY

185,000,000

1,697,590

2.5% 9/20/37

JPY

300,000,000

2,771,466

Real Return Bond 1.1% 12/10/16

JPY

125,000,000

1,127,315

Lebanese Republic:

7.125% 3/5/10

40,000

39,000

7.875% 5/20/11 (Reg. S)

270,000

262,575

8.1563% 11/30/09 (g)(j)

115,000

113,563

8.1563% 11/30/09 (Reg. S) (j)

535,000

528,313

8.625% 6/20/13 (Reg. S)

345,000

339,825

Peruvian Republic:

6.4375% 3/7/27 (j)

70,000

69,125

euro Brady past due interest 6.4375% 3/7/17 (j)

66,500

66,334

Philippine Republic:

8.25% 1/15/14

170,000

191,250

9.5% 2/2/30

230,000

312,225

9.875% 1/15/19

135,000

176,850

10.625% 3/16/25

205,000

295,200

Republic of Fiji 6.875% 9/13/11

200,000

180,000

Republic of Serbia 3.75% 11/1/24 (f)(g)

165,000

153,038

Russian Federation:

7.5% 3/31/30 (Reg. S)

3,009,600

3,434,706

12.75% 6/24/28 (Reg. S)

485,000

888,763

South African Republic 6.5% 6/2/14

150,000

159,375

Principal Amount (d)

Value

Turkish Republic:

6.75% 4/3/18

$ 330,000

$ 338,745

6.875% 3/17/36

700,000

687,750

7% 9/26/16

200,000

212,500

7.375% 2/5/25

415,000

439,900

11% 1/14/13

230,000

282,440

11.875% 1/15/30

415,000

653,003

UK Treasury GILT:

4% 9/7/16

GBP

50,000

95,796

4.25% 12/7/27

GBP

650,000

1,255,679

4.25% 6/7/32

GBP

50,000

97,475

4.25% 3/7/36

GBP

90,000

176,903

4.25% 12/7/46

GBP

1,170,000

2,318,571

4.5% 12/7/42

GBP

400,000

825,735

8% 6/7/21

GBP

425,000

1,133,200

Ukraine Cabinet of Ministers 6.58% 11/21/16 (g)

150,000

147,375

Ukraine Government 6.75% 11/14/17 (g)

360,000

353,700

United Mexican States:

6.75% 9/27/34

80,000

88,360

7.5% 4/8/33

370,000

441,965

8.3% 8/15/31

410,000

529,515

Uruguay Republic:

5% 9/14/18

UYU

2,148,478

107,366

8% 11/18/22

163,878

183,543

Venezuelan Republic:

5.375% 8/7/10

240,000

225,600

6.18% 4/20/11 (j)

480,000

433,440

7.65% 4/21/25

145,000

123,975

8.5% 10/8/14

390,000

376,350

9.25% 9/15/27

975,000

972,563

9.375% 1/13/34

225,000

223,875

10.75% 9/19/13

610,000

652,700

13.625% 8/15/18

396,000

507,870

Vietnamese Socialist Republic Brady par 4% 3/12/28 (f)

90,000

76,050

TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $67,256,954)

68,828,152

Supranational Obligations - 0.0%

Inter-American Development Bank 6.625% 4/17/17 (Cost $92,436)

PEN

300,000

100,966

Common Stocks - 0.2%

Shares

CONSUMER DISCRETIONARY - 0.0%

Auto Components - 0.0%

Intermet Corp. (a)(l)

6,092

0

Remy International, Inc. (a)

2,065

65,048

65,048

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - 0.0%

Centerplate, Inc. unit

10,000

$ 90,200

TOTAL CONSUMER DISCRETIONARY

155,248

INDUSTRIALS - 0.2%

Airlines - 0.2%

Delta Air Lines, Inc. (a)

29,356

437,111

Northwest Airlines Corp. (a)

7,780

112,888

549,999

INFORMATION TECHNOLOGY - 0.0%

Semiconductors & Semiconductor Equipment - 0.0%

ASAT Holdings Ltd. warrants 2/1/11 (a)(l)

27,300

1,260

UTILITIES - 0.0%

Electric Utilities - 0.0%

Portland General Electric Co.

140

3,889

TOTAL COMMON STOCKS

(Cost $893,011)

710,396

Preferred Stocks - 0.1%

Convertible Preferred Stocks - 0.0%

MATERIALS - 0.0%

Chemicals - 0.0%

Celanese Corp. 4.25%

300

16,287

Nonconvertible Preferred Stocks - 0.1%

CONSUMER DISCRETIONARY - 0.0%

Media - 0.0%

Spanish Broadcasting System, Inc. Class B, 10.75%

68

68,000

TELECOMMUNICATION SERVICES - 0.1%

Wireless Telecommunication Services - 0.1%

Rural Cellular Corp. 12.25% pay-in-kind

255

318,750

TOTAL NONCONVERTIBLE PREFERRED STOCKS

386,750

TOTAL PREFERRED STOCKS

(Cost $360,931)

403,037

Floating Rate Loans - 3.8%

Principal Amount (d)

Value

CONSUMER DISCRETIONARY - 1.3%

Auto Components - 0.1%

Dana Corp. term loan 7.98% 4/13/08 (j)

$ 140,000

$ 139,300

Lear Corp. term loan 7.6042% 4/25/12 (j)

128,830

125,287

264,587

Automobiles - 0.4%

AM General LLC:

Tranche B, term loan 8.1766% 9/30/13 (j)

182,903

178,331

8.2425% 9/30/12 (j)

6,774

6,605

Ford Motor Co. term loan 8% 12/15/13 (j)

1,257,300

1,163,003

General Motors Corp. term loan 7.615% 11/29/13 (j)

59,550

55,828

1,403,767

Diversified Consumer Services - 0.0%

Affinion Group Holdings, Inc. term loan 11.6775% 3/1/12 (j)

220,000

202,400

Hotels, Restaurants & Leisure - 0.0%

Green Valley Ranch Gaming LLC Tranche 1LN, term loan 6.9923% 2/16/14 (j)

19,123

18,023

OSI Restaurant Partners, Inc.:

term loan 7.125% 6/14/14 (j)

35,581

32,868

7.1275% 6/14/13 (j)

3,008

2,778

Six Flags, Inc. Tranche B, term loan 7.2495% 4/30/15 (j)

49,750

45,521

99,190

Media - 0.5%

Advanstar, Inc. Tranche 2LN, term loan 9.8425% 11/30/14 (j)

30,000

27,600

Charter Communications Operating LLC Tranche B 1LN, term loan 6.99% 3/6/14 (j)

1,346,000

1,256,828

CSC Holdings, Inc. Tranche B, term loan 6.8963% 3/31/13 (j)

304,575

287,443

Discovery Communications, Inc. term loan 6.83% 5/14/14 (j)

69,650

67,473

1,639,344

Multiline Retail - 0.0%

Neiman Marcus Group, Inc. term loan 6.9392% 4/6/13 (j)

98,734

94,785

Specialty Retail - 0.2%

Claire's Stores, Inc. term loan 7.5905% 5/29/14 (j)

268,650

227,681

Michaels Stores, Inc. term loan 7.6136% 10/31/13 (j)

288,543

266,902

Floating Rate Loans - continued

Principal Amount (d)

Value

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

Sally Holdings LLC Tranche B, term loan 7.5194% 11/16/13 (j)

$ 49,375

$ 46,413

Toys 'R' US, Inc. term loan 8.225% 12/9/08 (j)

290,000

281,300

822,296

Textiles, Apparel & Luxury Goods - 0.1%

Hanesbrands, Inc.:

term loan 8.815% 3/5/14 (j)

90,000

89,663

Tranche B 1LN, term loan 6.7789% 9/5/13 (j)

188,277

182,864

272,527

TOTAL CONSUMER DISCRETIONARY

4,798,896

CONSUMER STAPLES - 0.1%

Beverages - 0.0%

Constellation Brands, Inc. Tranche B, term loan 6.5964% 6/5/13 (j)

64,000

62,400

Food & Staples Retailing - 0.1%

Rite Aid Corp. Tranche ABL, term loan 6.8002% 6/4/14 (j)

160,000

149,200

TOTAL CONSUMER STAPLES

211,600

ENERGY - 0.1%

Energy Equipment & Services - 0.0%

Compagnie Generale de Geophysique SA term loan 6.845% 1/12/14 (j)

35,600

34,710

Helix Energy Solutions Group, Inc. term loan 7.0727% 7/1/13 (j)

40,567

39,147

73,857

Oil, Gas & Consumable Fuels - 0.1%

Coffeyville Resources LLC:

Credit-Linked Deposit 8.5806% 12/28/10 (j)

27,568

26,741

Tranche D, term loan 8.4811% 12/28/13 (j)

89,907

87,210

SandRidge Energy, Inc. term loan 8.625% 4/1/15 (j)

230,000

229,425

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

Credit-Linked Deposit 7.3231% 10/31/12 (j)

29,032

28,306

term loan 6.9198% 10/31/12 (j)

51,743

50,449

Venoco, Inc. Tranche 2LN, term loan 8.9375% 5/7/14 (j)

30,000

29,250

451,381

TOTAL ENERGY

525,238

Principal Amount (d)

Value

FINANCIALS - 0.2%

Real Estate Investment Trusts - 0.1%

Capital Automotive (REIT) Tranche B, term loan 6.98% 12/16/10 (j)

$ 167,447

$ 163,889

Real Estate Management & Development - 0.1%

Realogy Corp.:

Tranche B, term loan 8.24% 10/10/13 (j)

360,612

315,536

8.24% 10/10/13 (j)

97,088

84,952

400,488

TOTAL FINANCIALS

564,377

HEALTH CARE - 0.3%

Health Care Equipment & Supplies - 0.0%

Bausch & Lomb, Inc. term loan:

4/26/15 (j)(m)

12,000

11,925

8.08% 4/26/15 (j)

48,000

47,700

59,625

Health Care Providers & Services - 0.3%

Community Health Systems, Inc.:

term loan 7.3313% 7/25/14 (j)

350,611

334,834

Tranche DD, term loan 7/25/14 (j)(m)

17,633

16,840

HCA, Inc. Tranche B, term loan 7.08% 11/17/13 (j)

742,500

716,513

Health Management Associates, Inc. Tranche B, term loan 6.5802% 2/28/14 (j)

59,550

55,456

1,123,643

TOTAL HEALTH CARE

1,183,268

INDUSTRIALS - 0.2%

Aerospace & Defense - 0.0%

DeCrane Aircraft Holdings, Inc.:

Tranche 1LN, term loan 7.9963% 2/21/13 (j)

9,412

9,177

Tranche 2LN, term loan 12.2438% 2/21/14 (j)

20,000

19,500

Wesco Aircraft Hardware Corp.:

Tranche 1LN, term loan 7.45% 9/29/13 (j)

19,450

19,110

Tranche 2LN, term loan 10.95% 3/28/14 (j)

10,000

9,950

57,737

Commercial Services & Supplies - 0.1%

Allied Waste Industries, Inc.:

Credit-Linked Deposit 6.6206% 3/28/14 (j)

28,213

27,014

term loan 6.586% 3/28/14 (j)

46,926

44,932

ARAMARK Corp.:

term loan 6.83% 1/26/14 (j)

107,784

102,395

Floating Rate Loans - continued

Principal Amount (d)

Value

INDUSTRIALS - continued

Commercial Services & Supplies - continued

ARAMARK Corp.: - continued

6.83% 1/26/14 (j)

$ 7,703

$ 7,318

Brand Energy & Infrastructure Services, Inc. Tranche 2LN, term loan 11.1% 2/7/15 (j)

40,000

36,900

218,559

Electrical Equipment - 0.0%

Baldor Electric Co. term loan 6.9634% 1/31/14 (j)

23,430

23,020

Industrial Conglomerates - 0.0%

Walter Industries, Inc. term loan 6.8026% 10/3/12 (j)

9,712

9,323

Machinery - 0.1%

Chart Industries, Inc. Tranche B, term loan 7.1484% 10/17/12 (j)

8,889

8,711

Dresser, Inc.:

Tranche 2LN, term loan 11.1288% 5/4/15 pay-in-kind (j)

230,000

218,500

Tranche B 1LN, term loan 7.4463% 5/4/14 (j)

39,285

37,615

Navistar International Corp.:

term loan 8.2338% 1/19/12 (j)

124,667

119,057

Credit-Linked Deposit 8.2793% 1/19/12 (j)

45,333

43,293

427,176

Trading Companies & Distributors - 0.0%

Neff Corp. Tranche 2LN, term loan 8.4038% 11/30/14 (j)

50,000

40,000

VWR Funding, Inc. term loan 7.6981% 6/29/14 (j)

90,000

85,275

125,275

TOTAL INDUSTRIALS

861,090

INFORMATION TECHNOLOGY - 0.7%

Electronic Equipment & Instruments - 0.2%

Flextronics International Ltd.:

Tranche B-A, term loan 7.3944% 10/1/14 (j)

309,985

301,460

Tranche B-A1, term loan 7.455% 10/1/14 (j)

89,063

86,613

Tranche B-B, term loan 7.455% 10/1/12 (j)

399,000

389,524

777,597

IT Services - 0.2%

Affiliated Computer Services, Inc. Tranche B2, term loan 7.044% 3/20/13 (j)

187,388

182,703

SunGard Data Systems, Inc. term loan 6.8975% 2/28/14 (j)

536,630

517,847

700,550

Principal Amount (d)

Value

Semiconductors & Semiconductor Equipment - 0.2%

Freescale Semiconductor, Inc. term loan 6.975% 12/1/13 (j)

$ 696,217

$ 645,741

Software - 0.1%

Kronos, Inc. Tranche 1LN, term loan 7.08% 6/11/14 (j)

227,207

212,439

Open Solutions, Inc. term loan 7.275% 1/23/14 (j)

19,904

18,510

230,949

TOTAL INFORMATION TECHNOLOGY

2,354,837

MATERIALS - 0.4%

Chemicals - 0.0%

Celanese Holding LLC:

Revolving Credit-Linked Deposit 6.975% 4/2/13 (j)

12,308

11,862

term loan 6.9788% 4/2/14 (j)

67,354

64,912

Momentive Performance Materials, Inc. Tranche B1, term loan 7.125% 12/4/13 (j)

59,400

57,024

Solutia, Inc. Tranche B, term loan 8.06% 3/31/08 (j)

18,903

18,856

152,654

Containers & Packaging - 0.1%

Berry Plastics Holding Corp. Tranche C, term loan 7.16% 4/3/15 (j)

267,975

249,217

Metals & Mining - 0.1%

Aleris International, Inc. term loan 7.0032% 12/19/13 (j)

148,500

135,506

Novelis Corp. term loan 7.2% 7/6/14 (j)

268,650

250,516

386,022

Paper & Forest Products - 0.2%

Georgia-Pacific Corp. Tranche B1, term loan 6.8657% 12/23/12 (j)

560,025

534,124

TOTAL MATERIALS

1,322,017

TELECOMMUNICATION SERVICES - 0.3%

Diversified Telecommunication Services - 0.3%

Intelsat Bermuda Ltd. term loan 7.725% 1/12/14 (j)

100,000

98,250

Level 3 Communications, Inc. term loan 7.4925% 3/13/14 (j)

440,000

416,350

Paetec Communications, Inc. Tranche B, term loan 7.3219% 2/28/13 (j)

19,280

18,895

Wind Telecomunicazioni SpA:

term loan 12.4488% 12/12/11 pay-in-kind (j)

198,733

192,588

Tranche 2, term loan 11.3194% 3/21/15 (j)

140,000

142,100

Floating Rate Loans - continued

Principal Amount (d)

Value

TELECOMMUNICATION SERVICES - continued

Diversified Telecommunication Services - continued

Wind Telecomunicazioni SpA: - continued

Tranche B, term loan 7.5694% 9/21/13 (j)

$ 70,000

$ 68,950

Tranche C, term loan 8.3194% 9/21/14 (j)

70,000

68,950

1,006,083

Wireless Telecommunication Services - 0.0%

Leap Wireless International, Inc. Tranche B, term loan 7.83% 6/16/13 (j)

39,400

38,858

MetroPCS Wireless, Inc. Tranche B, term loan 7.3027% 11/3/13 (j)

79,000

75,741

114,599

TOTAL TELECOMMUNICATION SERVICES

1,120,682

UTILITIES - 0.2%

Independent Power Producers & Energy Traders - 0.2%

Boston Generating LLC Tranche B 1LN, term loan 7.08% 12/20/13 (j)

136

128

Calpine Corp. Tranche D, term loan 7.08% 3/29/09 (j)

416,850

403,302

NRG Energy, Inc.:

term loan 6.9481% 2/1/13 (j)

258,832

245,891

6.8481% 2/1/13 (j)

119,502

113,527

762,848

TOTAL FLOATING RATE LOANS

(Cost $14,421,308)

13,704,853

Sovereign Loan Participations - 0.1%

Indonesian Republic loan participation:

- Citibank:

6.25% 3/28/13 (j)

36,364

35,636

6.25% 12/14/19 (j)

71,410

66,590

- Credit Suisse First Boston 6.25% 3/28/13 (j)

144,607

141,715

- Deutsche Bank 1.407% 3/28/13 (j)

JPY

2,029,270

17,469

TOTAL SOVEREIGN LOAN PARTICIPATIONS

(Cost $252,471)

261,410

Commercial Paper - 0.8%

Cancara Asset Securitisation Ltd. 4.65% 1/29/08

EUR

500,000

727,112

DEPFA BANK PLC 4.57% 1/30/08

EUR

500,000

727,068

Principal Amount (d)

Value

Grampian Funding Ltd. 4.65% 1/25/08

EUR

500,000

$ 726,907

HSH Nordbank AG 4.58% 1/30/08

EUR

500,000

726,921

TOTAL COMMERCIAL PAPER

(Cost $2,868,423)

2,908,008

Fixed-Income Funds - 5.2%

Shares

Fidelity Floating Rate Central Fund (k)
(Cost $19,680,777)

195,466

18,711,933

Preferred Securities - 0.7%

Principal Amount (d)

CONSUMER DISCRETIONARY - 0.4%

Media - 0.4%

Globo Comunicacoes e Participacoes SA 9.375%

$ 800,000

824,878

Net Servicos de Comunicacao SA 9.25% (g)

400,000

410,319

1,235,197

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Pemex Project Funding Master Trust 7.75%

1,214,000

1,228,388

FINANCIALS - 0.0%

Diversified Financial Services - 0.0%

MUFG Capital Finance 2 Ltd. 4.85% (j)

EUR

50,000

62,932

TOTAL PREFERRED SECURITIES

(Cost $2,521,916)

2,526,517

Other - 0.0%

Delta Air Lines ALPA Claim (a) (Cost $5,668)

470,000

22,325

Money Market Funds - 11.8%

Shares

Fidelity Cash Central Fund, 4.58% (b)
(Cost $42,125,340)

42,125,340

42,125,340

TOTAL INVESTMENT PORTFOLIO - 106.0%

(Cost $378,966,185)

378,413,899

NET OTHER ASSETS - (6.0)%

(21,399,022)

NET ASSETS - 100%

$ 357,014,877

Swap Agreements

Expiration Date

Notional Amount

Value

Interest Rate Swaps

Receive semi-annually a fixed rate equal to 4.807% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.

Sept. 2009

$ 2,000,000

$ 53,045

Receive semi-annually a fixed rate equal to 3.967% and pay quarterly a floating rate based on 3-month LIBOR with Citibank

Dec. 2009

600,000

1,401

Receive semi-annually a fixed rate equal to 4.64% and pay quarterly a floating rate based on 3-month LIBOR with Morgan Stanley, Inc.

Oct. 2009

3,700,000

43,250

Receive semi-annually a fixed rate equal to 4.681% and pay quarterly a floating rate based on a 3-month LIBOR with JPMorgan Chase, Inc.

Sept. 2009

1,800,000

43,565

Receive semi-annually a fixed rate equal to 4.915% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

August 2009

4,500,000

129,672

Receive semi-annually a fixed rate equal to 5.37% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

July 2009

1,600,000

57,207

$ 14,200,000

$ 328,140

Currency Abbreviations

BRL

-

Brazilian real

CAD

-

Canadian dollar

EGP

-

Egyptian pound

EUR

-

European Monetary Unit

GBP

-

British pound

JPY

-

Japanese yen

PEN

-

Peruvian new sol

RUB

-

Russian ruble

UYU

-

Uruguay peso

Legend

(a) Non-income producing

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

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

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

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

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

(g) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $28,655,999 or 8.0% of net assets.

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

(i) A portion of the security is subject to a forward commitment to sell.

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

(k) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's web site at www.sec.gov. A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

(l) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $1,260 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

ASAT Holdings Ltd. warrants 2/1/11

11/15/07

$ 0

Intermet Corp.

11/09/05

115,372

(m) Position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $29,633 and $28,765, respectively. The coupon rate will be determined at time of settlement.

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,693,754

Fidelity Floating Rate Central Fund

1,261,953

Total

$ 2,955,707

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value,
beginning of period

Purchases

Sales Proceeds

Value,
end of
period

% ownership, end of
period

Fidelity Floating Rate Central Fund

$ 6,927,920

$ 12,774,734

$ -

$ 18,711,933

0.8%

Other Information

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

United States of America

69.7%

Germany

3.8%

Canada

3.4%

United Kingdom

2.9%

Japan

2.7%

Argentina

2.0%

Venezuela

1.6%

Russia

1.6%

France

1.4%

Brazil

1.1%

Luxembourg

1.1%

Others (individually less than 1%)

8.7%

100.0%

The information in the above table is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

December 31, 2007

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $317,160,068)

$ 317,576,626

Fidelity Central Funds (cost $61,806,117)

60,837,273

Total Investments (cost $378,966,185)

$ 378,413,899

Commitment to sell securities on a delayed delivery basis

(10,635,672)

Receivable for securities sold on a delayed delivery basis

10,669,438

33,766

Receivable for investments sold, regular delivery

548,273

Foreign currency held at value (cost $7,799)

7,800

Receivable for fund shares sold

425,173

Dividends receivable

1,860

Interest receivable

4,457,922

Distributions receivable from Fidelity Central Funds

260,941

Swap agreements, at value

328,140

Prepaid expenses

1,048

Other receivables

1,458

Total assets

384,480,280

Liabilities

Payable to custodian bank

$ 8,091

Payable for investments purchased
Regular delivery

1,555,876

Delayed delivery

25,613,308

Payable for fund shares redeemed

691

Accrued management fee

165,221

Distribution fees payable

1,282

Other affiliated payables

45,220

Other payables and accrued expenses

75,714

Total liabilities

27,465,403

Net Assets

$ 357,014,877

Net Assets consist of:

Paid in capital

$ 354,955,443

Undistributed net investment income

212,070

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

2,026,179

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

(178,815)

Net Assets

$ 357,014,877

Statement of Assets and Liabilities - continued

December 31, 2007

Initial Class:
Net Asset Value
, offering price and redemption price per share ($119,524,382 ÷ 11,239,246 shares)

$ 10.63

Service Class:
Net Asset Value
, offering price and redemption price per share ($4,444,508 ÷ 418,914 shares)

$ 10.61

Service Class 2:
Net Asset Value
, offering price and redemption price per share ($4,417,780 ÷ 416,522 shares)

$ 10.61

Investor Class:
Net Asset Value
, offering price and redemption price per share ($228,628,207 ÷ 21,530,245 shares)

$ 10.62

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

Annual Report

Financial Statements - continued

Statement of Operations

Year ended December 31, 2007

Investment Income

Dividends

$ 243,679

Interest

15,837,175

Income from Fidelity Central Funds

2,955,707

Total income

19,036,561

Expenses

Management fee

$ 1,729,962

Transfer agent fees

337,366

Distribution fees

15,047

Accounting fees and expenses

126,840

Custodian fees and expenses

50,596

Independent trustees' compensation

1,027

Audit

63,074

Legal

2,642

Interest

2,956

Miscellaneous

42,341

Total expenses before reductions

2,371,851

Expense reductions

(4,410)

2,367,441

Net investment income

16,669,120

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

5,286,934

Foreign currency transactions

162,256

Swap agreements

(27,115)

Total net realized gain (loss)

5,422,075

Change in net unrealized appreciation (depreciation) on:

Investment securities

(5,870,492)

Assets and liabilities in foreign currencies

3,298

Swap agreements

328,140

Delayed delivery commitments

33,766

Total change in net unrealized appreciation (depreciation)

(5,505,288)

Net gain (loss)

(83,213)

Net increase (decrease) in net assets resulting from operations

$ 16,585,907

Statement of Changes in Net Assets

Year ended
December 31, 2007

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 16,669,120

$ 10,601,704

Net realized gain (loss)

5,422,075

881,056

Change in net unrealized appreciation (depreciation)

(5,505,288)

3,792,585

Net increase (decrease) in net assets resulting from operations

16,585,907

15,275,345

Distributions to shareholders from net investment income

(16,342,786)

(10,266,586)

Distributions to shareholders from net realized gain

(4,239,380)

(522,209)

Total distributions

(20,582,166)

(10,788,795)

Share transactions - net increase (decrease)

124,454,523

66,412,828

Total increase (decrease) in net assets

120,458,264

70,899,378

Net Assets

Beginning of period

236,556,613

165,657,235

End of period (including undistributed net investment income of $212,070 and undistributed net investment
income of $434,688, respectively)

$ 357,014,877

$ 236,556,613

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,

2007

2006

2005

2004

2003 H

Selected Per-Share Data

Net asset value, beginning of period

$ 10.70

$ 10.40

$ 10.61

$ 10.00

$ 10.00

Income from Investment Operations

Net investment income E

.600

.579

.552

.510

.003

Net realized and unrealized gain (loss)

(.007)

.239

(.226)

.355

(.003)

Total from investment operations

.593

.818

.326

.865

-

Distributions from net investment income

(.523)

(.493)

(.451)

(.245)

-

Distributions from net realized gain

(.140)

(.025)

(.085)

(.010)

-

Total distributions

(.663)

(.518)

(.536)

(.255)

-

Net asset value, end of period

$ 10.63

$ 10.70

$ 10.40

$ 10.61

$ 10.00

Total Return B,C,D

5.59%

7.87%

3.10%

8.66%

.00%

Ratios to Average Net Assets F,I

Expenses before reductions

.73%

.74%

.75%

.85%

10.00% A

Expenses net of fee waivers, if any

.73%

.74%

.75%

.85%

1.00% A

Expenses net of all reductions

.73%

.74%

.75%

.84%

1.00% A

Net investment income

5.49%

5.40%

5.19%

5.02%

1.36% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 119,524

$ 123,870

$ 135,352

$ 94,154

$ 3,001

Portfolio turnover rate G

152%

83%

100%

78%

0%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to December 31, 2003.

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

Financial Highlights - Service Class

Years ended December 31,

2007

2006

2005

2004

2003 H

Selected Per-Share Data

Net asset value, beginning of period

$ 10.68

$ 10.38

$ 10.59

$ 10.00

$ 10.00

Income from Investment Operations

Net investment income E

.588

.567

.541

.485

.003

Net realized and unrealized gain (loss)

(.005)

.241

(.225)

.355

(.003)

Total from investment operations

.583

.808

.316

.840

-

Distributions from net investment income

(.513)

(.483)

(.441)

(.240)

-

Distributions from net realized gain

(.140)

(.025)

(.085)

(.010)

-

Total distributions

(.653)

(.508)

(.526)

(.250)

-

Net asset value, end of period

$ 10.61

$ 10.68

$ 10.38

$ 10.59

$ 10.00

Total Return B,C,D

5.51%

7.78%

3.01%

8.41%

.00%

Ratios to Average Net Assets F,I

Expenses before reductions

.83%

.84%

.85%

1.15%

10.10% A

Expenses net of fee waivers, if any

.83%

.84%

.85%

1.10%

1.10% A

Expenses net of all reductions

.82%

.84%

.85%

1.10%

1.10% A

Net investment income

5.39%

5.30%

5.09%

4.77%

1.26% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,445

$ 4,211

$ 3,907

$ 3,795

$ 3,501

Portfolio turnover rate G

152%

83%

100%

78%

0%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to December 31, 2003.

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

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,

2007

2006

2005

2004

2003 I

Selected Per-Share Data

Net asset value, beginning of period

$ 10.67

$ 10.38

$ 10.59

$ 10.00

$ 10.00

Income from Investment Operations

Net investment income E

.571

.551

.524

.469

.003

Net realized and unrealized gain (loss)

.005 H

.232

(.224)

.356

(.003)

Total from investment operations

.576

.783

.300

.825

-

Distributions from net investment income

(.496)

(.468)

(.425)

(.225)

-

Distributions from net realized gain

(.140)

(.025)

(.085)

(.010)

-

Total distributions

(.636)

(.493)

(.510)

(.235)

-

Net asset value, end of period

$ 10.61

$ 10.67

$ 10.38

$ 10.59

$ 10.00

Total Return B,C,D

5.45%

7.54%

2.86%

8.26%

.00%

Ratios to Average Net Assets F,J

Expenses before reductions

.98%

.99%

1.00%

1.30%

10.25% A

Expenses net of fee waivers, if any

.98%

.99%

1.00%

1.25%

1.25% A

Expenses net of all reductions

.97%

.99%

1.00%

1.25%

1.25% A

Net investment income

5.24%

5.15%

4.94%

4.62%

1.11% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,418

$ 4,192

$ 3,895

$ 3,789

$ 3,500

Portfolio turnover rate G

152%

83%

100%

78%

0%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

I For the period December 23, 2003 (commencement of operations) to December 31, 2003.

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

Financial Highlights - Investor Class

Years ended December 31,

2007

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 10.69

$ 10.39

$ 10.69

Income from Investment Operations

Net investment income E

.591

.570

.235

Net realized and unrealized gain (loss)

(.003)

.246

(.065)

Total from investment operations

.588

.816

.170

Distributions from net investment income

(.518)

(.491)

(.450)

Distributions from net realized gain

(.140)

(.025)

(.020)

Total distributions

(.658)

(.516)

(.470)

Net asset value, end of period

$ 10.62

$ 10.69

$ 10.39

Total Return B,C,D

5.55%

7.85%

1.59%

Ratios to Average Net Assets F,I

Expenses before reductions

.80%

.82%

.86% A

Expenses net of fee waivers, if any

.80%

.82%

.85% A

Expenses net of all reductions

.80%

.82%

.85% A

Net investment income

5.41%

5.32%

5.09% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 228,628

$ 104,283

$ 22,502

Portfolio turnover rate G

152%

83%

100%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period July 21, 2005 (commencement of sale of shares) to December 31, 2005.

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

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2007

1. Organization.

VIP Strategic Income Portfolio (the Fund) is a fund of Variable Insurance Products Fund V (the trust) (formerly of Variable Insurance Products IV) and is authorized to issue an unlimited number of shares. Effective, April 19, 2007, the Board of Trustees approved an Agreement and Plan of Reorganization whereby the Fund reorganized into Variable Insurance Products Fund V effective June 29, 2007 (Trust Reorganization). The Trust Reorganization does not impact the Fund's investment strategies or Fidelity Management & Research Company's (FMR) management of the Fund. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

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

Based on their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The following summarizes the Fund's investment in each Fidelity Central Fund.

Central Fund

Investment Adviser

Investment Objective

Investment Practices

Fidelity Floating Rate Central Fund

Fidelity Management and Research Company, Inc. (FMRC)

Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

Loans & Direct Debt Instruments

Repurchase Agreements

Restricted Securities

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at advisor.fidelity.com. A complete list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known. All legal and other expenses associated with the Trust Reorganization will be paid by FMR.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48), on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Capital accounts within the financial statements are adjusted for permanent book-tax differences. Certain adjustments have been made to the accounts relating to prior periods. Collectively, these adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to swap agreements, foreign currency transactions, market discount, partnerships (including allocations from Fidelity Central Funds) and losses deferred due to wash sales and excise tax regulations.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 7,070,437

Unrealized depreciation

(6,751,715)

Net unrealized appreciation (depreciation)

318,722

Undistributed ordinary income

1,313,011

Undistributed long-term capital gain

427,710

Cost for federal income tax purposes

$ 378,095,177

The tax character of distributions paid was as follows:

December 31, 2007

December 31, 2006

Ordinary Income

$ 20,234,768

$ 10,475,470

Long-term Capital Gains

347,398

313,325

Total

$ 20,582,166

$ 10,788,795

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

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

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in each applicable Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. The payables and receivables associated with the purchases and sales of delayed delivery securities having the same coupon, settlement date and broker are offset. Delayed delivery or when-issued securities that have been purchased from and sold to different brokers are reflected as both payables and receivables in the Fund's Statement of Assets and Liabilities under the caption "Delayed delivery." Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

Loans and Other Direct Debt Instruments. The Fund may invest in loans and loan participations, trade claims or other receivables. These investments may include standby financing commitments, including revolving credit facilities, that obligate the Fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary. The Fund may be contractually obligated to receive approval from the agent bank and/or borrower prior to the sale of these investments.

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Interest rate swaps are agreements to exchange cash flows periodically based on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. The primary risk associated with interest rate swaps is that unfavorable changes in the fluctuation of interest rates could adversely impact a fund.

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Swap Agreements - continued

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Periodic payments received or made by the Fund are recorded in the accompanying Statement of Operations as realized gains or losses, respectively. Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements".

5. Purchases and Sales of Investments.

Purchases and sales of securities (including the Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $208,100,289 and $145,320,242, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .56% of the Fund's average net assets.

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

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

Service Class

$ 4,315

Service Class 2

10,732

$ 15,047

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class with the exception of Investor Class pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of average net assets. Investor Class pays a monthly asset-based transfer agent fee of .14% of average net assets. The total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class

$ 84,510

Service Class

2,849

Service Class 2

2,833

Investor Class

247,174

$ 337,366

Effective February 1, 2008, the Board of Trustees approved a decrease to Investor Class' asset-based fee from .14% to .10% of average net assets.

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

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $567 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $6,450,000. The weighted average interest rate was 5.50%. The interest expense amounted to $2,956 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

9. Expense Reductions.

Through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $4,358.

10. Credit Risk.

The Fund's relatively large investment in countries with limited or developing capital markets may involve greater risks than investments in more developed markets and the prices of such investments may be volatile. The yields of emerging market debt obligations reflect, among other things, perceived credit risk. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of the Fund's investments and the income they generate, as well as the Fund's ability to repatriate such amounts.

11. Other.

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

At the end of the period, FMR or its affiliates were the owners of record of 99% of the total outstanding shares of the Fund.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,

2007

2006

From net investment income

Initial Class

$ 5,533,184

$ 5,433,880

Service Class

202,728

181,865

Service Class 2

195,187

175,714

Investor Class

10,411,687

4,475,127

Total

$ 16,342,786

$ 10,266,586

From net realized gain

Initial Class

$ 1,495,459

$ 275,552

Service Class

55,311

9,413

Service Class 2

55,078

9,386

Investor Class

2,633,532

227,858

Total

$ 4,239,380

$ 522,209

Annual Report

Notes to Financial Statements - continued

13. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended December 31,

2007

2006

2007

2006

Initial Class

Shares sold

1,666,991

1,325,177

$ 18,233,357

$ 14,237,932

Reinvestment of distributions

664,643

533,592

7,028,643

5,709,432

Shares redeemed

(2,671,377)

(3,298,485)

(29,204,426)

(35,422,894)

Net increase (decrease)

(339,743)

(1,439,716)

$ (3,942,426)

$ (15,475,530)

Service Class

Reinvestment of distributions

24,471

17,910

$ 258,039

$ 191,278

Net increase (decrease)

24,471

17,910

$ 258,039

$ 191,278

Service Class 2

Reinvestment of distributions

23,734

17,331

$ 250,265

$ 185,100

Net increase (decrease)

23,734

17,331

$ 250,265

$ 185,100

Investor Class

Shares sold

11,377,853

7,406,250

$ 124,056,046

$ 79,510,385

Reinvestment of distributions

1,236,181

439,942

13,045,219

4,702,985

Shares redeemed

(842,096)

(252,931)

(9,212,620)

(2,701,390)

Net increase (decrease)

11,771,938

7,593,261

$ 127,888,645

$ 81,511,980

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and the Shareholders of VIP Strategic Income Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of VIP Strategic Income Portfolio (a fund of Variable Insurance Products Fund V) at December 31, 2007, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the VIP Strategic Income Portfolio's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2007 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 28, 2008

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 373 funds advised by FMR or an affiliate. Mr. Curvey oversees 368 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1989

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL). Mr. Eward C. Johnson 3d and Mr. Arthur E. Johnson are not related.

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

Year of Election or Appointment: 2006

Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (61)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

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

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Mr. Wolfe is Chairman and a Director of Hershey Foods Corporation (2007-present), where prior to his retirement in 2001, he was Chairman and Chief Executive Officer. Mr. Wolfe currently serves as a member of the board of Revlon Inc. (2004-present). Previously, Mr. Wolfe served as a member of the boards of Adelphia Communications Corporation (2003-2006) and Bausch & Lomb, Inc. (1993-2007).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello, Mr. Thomas, Mr. Wiley, Mr. Lacy, and Mr. Arthur Johnson may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Arthur E. Johnson (60)

Year of Election or Appointment: 2008

Member of the Advisory Board of Fidelity Variable Insurance Products Fund V. Mr. Johnson serves as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor). In addition, Mr. Johnson serves as a member of the Board of Directors of AGL Resources, Inc. (holding company, 2002-present), and IKON Office Solutions, Inc. (document management systems and services). Mr. Arthur E. Johnson and Mr. Edward C. Johnson 3d are not related.

Alan J. Lacy (54)

Year of Election or Appointment: 2008

Member of the Advisory Board of Fidelity Variable Insurance Products Fund V. Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Vice Chairman and Chief Executive Officer of Sears Holdings Corporation and Sears, Roebuck and Co. (retail, 2005-2006; 2000-2005). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Variable Insurance Products Fund V. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

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

David M. Thomas (58)

Year of Election or Appointment: 2007

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

Michael E. Wiley (57)

Year of Election or Appointment: 2007

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

Kimberley H. Monasterio (44)

Year of Election or Appointment: 2007

President and Treasurer of VIP Strategic Income. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Ren Y. Cheng (50)

Year of Election or Appointment: 2007

Vice President of VIP Strategic Income. Mr. Cheng also serves as Vice President of certain Asset Allocation Funds (2007-present). Mr. Cheng is Chief Investment Officer of the Global Asset Allocation group (2007-present). Mr. Cheng also serves as Vice President of FMR and FMR Co., Inc. Mr. Cheng served as Managing Director of the Global Asset Allocation group (2005-2007). Previously, Mr. Cheng served as a portfolio manager for the Fidelity Freedom Funds.

Boyce I. Greer (51)

Year of Election or Appointment: 2006

Vice President of VIP Strategic Income. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Eric D. Roiter (59)

Year of Election or Appointment: 2003

Secretary of VIP Strategic Income. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

John B. McGinty, Jr. (45)

Year of Election or Appointment: 2008

Assistant Secretary of VIP Strategic Income. Mr. McGinty also serves as Assistant Secretary of other Fidelity funds (2008-present) and is an employee of FMR LLC (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of VIP Strategic Income. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of VIP Strategic Income. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2004

Chief Compliance Officer of VIP Strategic Income. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Strategic Income. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of VIP Strategic Income. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (41)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Strategic Income. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2004

Assistant Treasurer of VIP Strategic Income. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of VIP Strategic Income. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of VIP Strategic Income. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The Board of Trustees of VIP V Strategic Income Portfolio voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities:

Pay Date

Record Date

Capital Gains

Initial Class

02/15/08

02/15/08

$0.055

Service Class

02/15/08

02/15/08

$0.055

Service Class 2

02/15/08

02/15/08

$0.055

Investor Class

02/15/08

02/15/08

$0.055

The fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2007, $497,575 or, if subsequently determined to be different, the net capital gain of such year.

A total of 6.55% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

Fidelity Investments Money Management, Inc.

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

VIPSI-ANN-0208
1.796350.105

Item 2. Code of Ethics

As of the end of the period, December 31, 2007, Variable Insurance Products Fund V (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that Marie L. Knowles is an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Knowles is independent for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services

(a) Audit Fees.

For the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Audit Fees billed by PricewaterhouseCoopers LLP (PwC) for professional services rendered for the audits of the financial statements, or services that are normally provided in connection with statutory and regulatory filings or engagements for those fiscal years, for FundsManager 20% Portfolio, FundsManager 50% Portfolio, FundsManager 60%, FundsManager 70% Portfolio, FundsManager 85% Portfolio, Investor Freedom 2005 Portfolio, Investor Freedom 2010 Portfolio, Investor Freedom 2015 Portfolio, Investor Freedom 2020 Portfolio, Investor Freedom 2025 Portfolio, Investor Freedom 2030 Portfolio, Investor Freedom Income Portfolio, and Strategic Income Portfolio, (the funds) and for all funds in the Fidelity Group of Funds are shown in the table below.

Fund

2007A

2006A,B,C

FundsManager 20% Portfolio

$23,000

$22,000

FundsManager 50% Portfolio

$24,000

$22,000

FundsManager 60% Portfolio

$20,000

$0

FundsManager 70% Portfolio

$24,000

$22,000

FundsManager 85% Portfolio

$23,000

$22,000

Investor Freedom 2005 Portfolio

$24,000

$21,000

Investor Freedom 2010 Portfolio

$24,000

$21,000

Investor Freedom 2015 Portfolio

$24,000

$21,000

Investor Freedom 2020 Portfolio

$24,000

$21,000

Investor Freedom 2025 Portfolio

$24,000

$21,000

Investor Freedom 2030 Portfolio

$24,000

$21,000

Investor Freedom Income Portfolio

$24,000

$21,000

Strategic Income Portfolio

$53,000

$46,000

All funds in the Fidelity Group of Funds audited by PwC

$14,700,000

$13,900,000

A

Aggregate amounts may reflect rounding.

B

No Audit Fees were billed by PwC for professional services rendered for the audit of the annual financial statements, or services that are normally provided in connection with statutory and regulatory filings or engagements to FundsManager 60% Portfolio, as the fund did not commence operations until August 22, 2007.

C

FundsManager 20% Portfolio, FundsManager 50% Portfolio, FundsManager 70% Portfolio, and FundsManager 85% Portfolio commenced operations on April 13, 2006.

For the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Audit Fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") for professional services rendered for the audits of the financial statements, or services that are normally provided in connection with statutory and regulatory filings or engagements for those fiscal years, for Asset Manager Portfolio, Asset Manager: Growth Portfolio, Freedom 2005 Portfolio, Freedom 2010 Portfolio, Freedom 2015 Portfolio, Freedom 2020 Portfolio, Freedom 2025 Portfolio, Freedom 2030 Portfolio, Freedom Income Portfolio, Freedom Lifetime Income I Portfolio, Freedom Lifetime Income II Portfolio, Freedom Lifetime Income III Portfolio and Investment Grade Bond Portfolio (the funds) and for all funds in the Fidelity Group of Funds are shown in the table below.

Fund

2007A

2006A

Asset Manager Portfolio

$54,000

$65,000

Asset Manager: Growth Portfolio

$52,000

$59,000

Freedom 2005 Portfolio

$18,000

$17,000

Freedom 2010 Portfolio

$18,000

$17,000

Freedom 2015 Portfolio

$18,000

$17,000

Freedom 2020 Portfolio

$18,000

$17,000

Freedom 2025 Portfolio

$18,000

$17,000

Freedom 2030 Portfolio

$18,000

$17,000

Freedom Income Portfolio

$19,000

$18,000

Freedom Lifetime Income I Portfolio

$16,000

$14,000

Freedom Lifetime Income II Portfolio

$16,000

$14,000

Freedom Lifetime Income III Portfolio

$16,000

$14,000

Investment Grade Bond Portfolio

$38,000

$38,000

All funds in the Fidelity Group of Funds audited by Deloitte Entities

$7,500,000

$6,700,000

A

Aggregate amounts may reflect rounding.

(b) Audit-Related Fees.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Audit-Related Fees billed by PwC for services rendered for assurance and related services to each fund that are reasonably related to the performance of the audit or review of the fund's financial statements, but not reported as Audit Fees, are shown in the table below.

Fund

2007A

2006 A,B,C

FundsManager 20% Portfolio

$0

$0

FundsManager 50% Portfolio

$0

$0

FundsManager 60% Portfolio

$0

$0

FundsManager 70% Portfolio

$0

$0

FundsManager 85% Portfolio

$0

$0

Investor Freedom 2005 Portfolio

$0

$0

Investor Freedom 2010 Portfolio

$0

$0

Investor Freedom 2015 Portfolio

$0

$0

Investor Freedom 2020 Portfolio

$0

$0

Investor Freedom 2025 Portfolio

$0

$0

Investor Freedom 2030 Portfolio

$0

$0

Investor Freedom Income Portfolio

$0

$0

Strategic Income Portfolio

$0

$0

A

Aggregate amounts may reflect rounding.

B

No Audit-Related Fees were billed by PwC for services rendered for assurance and related services to FundsManager 60% that are reasonably related to the performance of the audit or review of the fund's financial statements, but not reported as Audit Fees, as the fund did not commence operations until August 22, 2007.

C

FundsManager 20% Portfolio, FundsManager 50% Portfolio, FundsManager 70% Portfolio, and FundsManager 85% Portfolio commenced operations on April 13, 2006.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Audit-Related Fees billed by Deloitte Entities for services rendered for assurance and related services to each fund that are reasonably related to the performance of the audit or review of the fund's financial statements, but not reported as Audit Fees, are shown in the table below.

Fund

2007A

2006 A

Asset Manager Portfolio

$0

$0

Asset Manager: Growth Portfolio

$0

$0

Freedom 2005 Portfolio

$0

$0

Freedom 2010 Portfolio

$0

$0

Freedom 2015 Portfolio

$0

$0

Freedom 2020 Portfolio

$0

$0

Freedom 2025 Portfolio

$0

$0

Freedom 2030 Portfolio

$0

$0

Freedom Income Portfolio

$0

$0

Freedom Lifetime Income I Portfolio

$0

$0

Freedom Lifetime Income II Portfolio

$0

$0

Freedom Lifetime Income III Portfolio

$0

$0

Investment Grade Bond Portfolio

$0

$0

A

Aggregate amounts may reflect rounding.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Audit-Related Fees that were billed by PwC and Deloitte Entities that were required to be approved by the Audit Committee for services rendered on behalf of Fidelity Management & Research Company (FMR) and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the funds ("Fund Service Providers") for assurance and related services that relate directly to the operations and financial reporting of each fund that are reasonably related to the performance of the audit or review of the fund's financial statements, but not reported as Audit Fees, are shown in the table below.

Billed By

2007 A

2006A

PwC

$0

$0

Deloitte Entities

$0

$0

A

Aggregate amounts may reflect rounding.

Fees included in the audit-related category comprise assurance and related services (e.g., due diligence services) that are traditionally performed by the independent registered public accounting firm. These audit-related services include due diligence related to mergers and acquisitions, accounting consultations and audits in connection with acquisitions, internal control reviews, attest services that are not required by statute or regulation and consultation concerning financial accounting and reporting standards.

(c) Tax Fees.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Tax Fees billed by PwC for professional services rendered for tax compliance, tax advice, and tax planning for each fund is shown in the table below.

Fund

2007A

2006A,B,C

FundsManager 20% Portfolio

$1,600

$1,600

FundsManager 50% Portfolio

$1,600

$1,600

FundsManager 60% Portfolio

$1,600

$0

FundsManager 70% Portfolio

$1,600

$1,600

FundsManager 85% Portfolio

$1,600

$1,600

Investor Freedom 2005 Portfolio

$1,700

$1,500

Investor Freedom 2010 Portfolio

$1,700

$1,500

Investor Freedom 2015 Portfolio

$1,700

$1,500

Investor Freedom 2020 Portfolio

$1,700

$1,500

Investor Freedom 2025 Portfolio

$1,700

$1,500

Investor Freedom 2030 Portfolio

$1,700

$1,500

Investor Freedom Income Portfolio

$1,700

$1,500

Strategic Income Portfolio

$2,700

$2,600

A

Aggregate amounts may reflect rounding.

B

No Tax Fees were billed by PwC for services rendered for tax compliance, tax advice, and tax planning for FundsManager 60% Portfolio, as the fund did not commence operations until August 22, 2007.

C

FundsManager 20% Portfolio, FundsManager 50% Portfolio, FundsManager 70% Portfolio, and FundsManager 85% Portfolio commenced operations on April 13, 2006.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Tax Fees billed by Deloitte Entities for professional services rendered for tax compliance, tax advice, and tax planning for each fund is shown in the table below.

Fund

2007A

2006A

Asset Manager Portfolio

$6,200

$4,600

Asset Manager: Growth Portfolio

$4,200

$4,600

Freedom 2005 Portfolio

$4,200

$1,800

Freedom 2010 Portfolio

$4,200

$1,800

Freedom 2015 Portfolio

$4,200

$1,800

Freedom 2020 Portfolio

$4,200

$1,800

Freedom 2025 Portfolio

$4,200

$1,800

Freedom 2030 Portfolio

$4,200

$1,800

Freedom Income Portfolio

$4,200

$2,000

Freedom Lifetime Income I Portfolio

$4,200

$2,000

Freedom Lifetime Income II Portfolio

$4,200

$2,000

Freedom Lifetime Income III Portfolio

$4,200

$2,000

Investment Grade Bond Portfolio

$5,200

$4,600

A

Aggregate amounts may reflect rounding.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Tax Fees billed by PwC and Deloitte Entities that were required to be approved by the Audit Committee for professional services rendered on behalf of the Fund Service Providers for tax compliance, tax advice, and tax planning that relate directly to the operations and financial reporting of each fund is shown in the table below.

Billed By

2007A

2006A

PwC

$0

$0

Deloitte Entities

$0

$0

A

Aggregate amounts may reflect rounding.

Fees included in the Tax Fees category comprise all services performed by professional staff in the independent registered public accounting firm's tax division except those services related to the audit. Typically, this category would include fees for tax compliance, tax planning, and tax advice. Tax compliance, tax advice, and tax planning services include preparation of original and amended tax returns, claims for refund and tax payment-planning services, assistance with tax audits and appeals, tax advice related to mergers and acquisitions and requests for rulings or technical advice from taxing authorities.

(d) All Other Fees.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Other Fees billed by PwC for all other non-audit services rendered to the funds is shown in the table below.

Fund

2007A

2006A,B,C

FundsManager 20% Portfolio

$1,200

$500

FundsManager 50% Portfolio

$1,300

$500

FundsManager 60% Portfolio

$200

$0

FundsManager 70% Portfolio

$1,400

$500

FundsManager 85% Portfolio

$1,300

$500

Investor Freedom 2005 Portfolio

$900

$1,200

Investor Freedom 2010 Portfolio

$900

$1,200

Investor Freedom 2015 Portfolio

$900

$1,200

Investor Freedom 2020 Portfolio

$900

$1,200

Investor Freedom 2025 Portfolio

$900

$1,200

Investor Freedom 2030 Portfolio

$900

$1,200

Investor Freedom Income Portfolio

$900

$1,200

Strategic Income Portfolio

$1,400

$1,300

A

Aggregate amounts may reflect rounding.

B

No Other Fees were billed by PwC for all other non-audit services rendered to FundsManager 60% Portfolio, as the fund did not commence operations until August 22, 2007.

C

FundsManager 20% Portfolio, FundsManager 50% Portfolio, FundsManager 70% Portfolio, and FundsManager 85% Portfolio commenced operations on April 13, 2006.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Other Fees billed by Deloitte Entities for all other non-audit services rendered to the funds is shown in the table below.

Fund

2007A

2006A

Asset Manager Portfolio

$0

$0

Asset Manager: Growth Portfolio

$0

$0

Freedom 2005 Portfolio

$0

$0

Freedom 2010 Portfolio

$0

$0

Freedom 2015 Portfolio

$0

$0

Freedom 2020 Portfolio

$0

$0

Freedom 2025 Portfolio

$0

$0

Freedom 2030 Portfolio

$0

$0

Freedom Income Portfolio

$0

$0

Freedom Lifetime Income I Portfolio

$0

$0

Freedom Lifetime Income II Portfolio

$0

$0

Freedom Lifetime Income III Portfolio

$0

$0

Investment Grade Bond Portfolio

$0

$0

A

Aggregate amounts may reflect rounding.

In each of the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate Other Fees billed by PwC and Deloitte Entities that were required to be approved by the Audit Committee for all other non-audit services rendered on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund is shown in the table below.

Billed By

2007A

2006A

PwC

$215,000

$125,000

Deloitte Entities

$0

$0B

A

Aggregate amounts may reflect rounding.

B

Reflects current period presentation.

Fees included in the All Other Fees category include services related to internal control reviews, strategy and other consulting, financial information systems design and implementation, consulting on other information systems, and other tax services unrelated to the fund.

(e) (1)

Audit Committee Pre-Approval Policies and Procedures:

The trust's Audit Committee must pre-approve all audit and non-audit services provided by the independent registered public accounting firm relating to the operations or financial reporting of the funds. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The trust's Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity Fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund (Covered Service) are subject to approval by the Audit Committee before such service is provided. Non-audit services provided by a fund audit firm for a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund (Non-Covered Service) but that are expected to exceed $50,000 are also subject to pre-approval by the Audit Committee.

All Covered Services, as well as Non-Covered Services that are expected to exceed $50,000, must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee. Neither pre-approval nor advance notice of Non-Covered Service engagements for which fees are not expected to exceed $50,000 is required; such engagements are to be reported to the Audit Committee monthly.

(e) (2)

Services approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X:

Audit-Related Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2007 and December 31, 2006 on behalf of each fund.

There were no amounts that were required to be approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2007 and December 31, 2006 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund.

Tax Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2007 and December 31, 2006 on behalf of each fund.

There were no amounts that were required to be approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2007 and December 31, 2006 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund.

All Other Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2007 and December 31, 2006 on behalf of each fund.

There were no amounts that were required to be approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended December 31, 2007 and December 31, 2006 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund.

(f) Not applicable.

(g) For the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate fees billed by PwC of $1,505,000A and $1,345,000A for non-audit services rendered on behalf of the funds, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) and Fund Service Providers relating to Covered Services and Non-Covered Services are shown in the table below.

2007A

2006A

Covered Services

$250,000

$155,000

Non-Covered Services

$1,255,000

$1,190,000

A

Aggregate amounts may reflect rounding.

For the fiscal years ended December 31, 2007 and December 31, 2006, the aggregate fees billed by Deloitte Entities of $735,000A and $750,000A for non-audit services rendered on behalf of the fund, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) and Fund Service Providers relating to Covered Services and Non-Covered Services are shown in the table below.

2007A

2006A,B

Covered Services

$60,000

$35,000

Non-Covered Services

$675,000

$715,000

A

Aggregate amounts may reflect rounding.

B

Reflects current period presentation.

(h) The trust's Audit Committee has considered Non-Covered Services that were not pre-approved that were provided by PwC and Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of PwC and Deloitte Entities in their audit of the funds, taking into account representations from PwC and Deloitte Entities, in accordance with Independence Standards Board Standard No.1, regarding their independence from the funds and their related entities.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the 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 the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, a Fund's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)

(2)

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

(a)

(3)

Not applicable.

(b)

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

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

Variable Insurance Products Fund V

By:

/s/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

March 10, 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/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

March 10, 2008

By:

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

Date:

March 10, 2008